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Annual Report 2014-2015
CONTENTS
Company Information 2
Financial Highlights 3
Notice 4 - 11
Directors Report 12 - 42
Standalone Financials
Auditors Report 79 - 83
Balance Sheet 84
Consolidated Financials
COMPANY INFORMATION
Mandlik House, Mandlik Road, Mumbai 400 001 Mulla & Mulla & Craigie Blunt & Caroe
Tel: 6639 5515
Fax: 2202 7442 Auditors
CIN: L74999MH1902PLC000183 Deloitte Haskins & Sells LLP
Email: investorrelations@tajhotels.com PKF Sridhar & Santhanam LLP
Website: www.tajhotels.com
Bankers
The Hongkong & Shanghai Banking Corporation Ltd.
Standard Chartered Bank
HDFC Bank Ltd.
ICICI Bank Ltd.
State Bank of India
Financial Highlights
2014-15 2013-14
` crores ` crores
* Excludes ` 213.49 crores (previous year ` 687 crores) being provision for diminution in value of long
term investments.
^Compulsorily Convertible Debentures (CCDs), convertible into Equity shares on March 1, 2016 have
been considered as part of Equity for computation of Net Worth and Debt Equity Ratio.
** As the impact of the CCDs is anti-dilutive as on March 31, 2015, resulting in a decrease in loss per
share from continuing ordinary activities, the effect thereof has been ignored whilst calculating
diluted earnings per share.
NOTICE
NOTICE is hereby given that the HUNDRED AND FOURTEENTH (114th) ANNUAL GENERAL MEETING of THE INDIAN HOTELS
COMPANY LIMITED will be held on Monday, August 10, 2015, at 3.00 p.m. at the Birla Matushri Sabhagar, 19, Sir Vithaldas
Thackersey Marg, Mumbai 400 020, to transact the following business:
1. To receive, consider and adopt:
a. the Audited Financial Statements of the Company for the financial year ended March 31, 2015, together with
the Reports of the Board of Directors and the Auditors thereon; and
b. the Audited Consolidated Financial Statements of the Company for the financial year ended March 31, 2015
together with the Report of the Auditors thereon.
2. To appoint a Director in place of Mr. Shapoor Mistry (DIN: 00010114) who retires by rotation and is eligible for
re-appointment.
3. Ratification of appointment of Statutory Auditors of the Company and to fix their remuneration.
To consider and, if thought t, to pass with or without modication(s), the following resolution as an Ordinary
Resolution:
RESOLVED THAT pursuant to the provisions of Section 139 and all other applicable provisions, if any, of the
Companies Act, 2013 and the Rules framed thereunder, as amended from time to time, the Company hereby ratifies
the appointment of Deloitte Haskins & Sells LLP, Chartered Accountants (Firm Registration No.117366W/W-100018)
and PKF Sridhar and Santhanam LLP, Chartered Accountants (Firm Registration No. 003990S/S200018), as the Joint
Statutory Auditors of the Company to hold ofce from the conclusion of this Annual General Meeting until the
conclusion of the next Annual General Meeting of the Company to be held in the year 2016 to examine and audit
the accounts of the Company for the financial year 2015-16, at such remuneration plus service tax, out-of-pocket,
travelling and living expenses, etc., as may be mutually agreed between the Board of Directors of the Company and
the Joint Statutory Auditors.
4. Appointment of Ms. Vibha Paul Rishi as an Independent Director of the Company.
To consider and, if thought fit, to pass with or without modification(s), the following resolution as an Ordinary
Resolution:-
RESOLVED THAT Ms. Vibha Paul Rishi (DIN: 05180796), who was appointed as an Additional Director of the Company
by the Board of Directors with effect from September 10, 2014, and who holds office upto the date of this Annual
General Meeting of the Company under Section 161(1) of the Companies Act, 2013 (Act) but who is eligible for
appointment and in respect of whom the Company has received a notice in writing under Section 160(1) of the Act
from a Member proposing her candidature for the office of Director, be and is hereby appointed as a Director of the
Company;
RESOLVED FURTHER THAT pursuant to the provisions of Sections 149, 152 and all other applicable provisions, if any,
of the Act, read with Schedule IV of the Act and the Companies (Appointment and Qualification of Directors) Rules,
2014, as amended from time to time and Clause 49 of the Listing Agreement, Ms. Vibha Paul Rishi who has submitted
a declaration that she meets the criteria for independence as provided in Section 149(6) of the Act and who is eligible
for appointment, be and is hereby appointed as an Independent Director of the Company, not liable to retire by
rotation, to hold office for a term of five consecutive years with effect from September 10, 2014 up to September 9,
2019.
5. Appointment of Mr. Gautam Banerjee as an Independent Director of the Company.
To consider and if thought fit, to pass with or without modification(s), the following resolution as an Ordinary
Resolution:
RESOLVED THAT Mr. Gautam Banerjee (DIN: 03031655), who was appointed as an Additional Director of the Company
by the Board of Directors with effect from September 10, 2014, and who holds office upto the date of this Annual
General Meeting of the Company under Section 161(1) of the Companies Act, 2013 (Act) but who is eligible for
appointment and in respect of whom the Company has received a notice in writing under Section 160(1) of the Act
from a Member proposing his candidature for the office of Director, be and is hereby appointed as a Director of the
Company;
ESOLVED FURTHER THAT pursuant to the provisions of Sections 149, 152 and all other applicable provisions, if
R
any, of the Act, read with Schedule IV of the Act and the Companies (Appointment and Qualification of Directors)
Rules, 2014, as amended from time to time and Clause 49 of the Listing Agreement, Mr. Gautam Banerjee who has
submitted a declaration that he meets the criteria for independence as provided in Section 149(6) of the Act and
who is eligible for appointment, be and is hereby appointed as an Independent Director of the Company, not liable
to retire by rotation, to hold office for a term of five consecutive years with effect from September 10, 2014 up to
September 9, 2019.
6. Creation of charge.
To consider and, if thought fit, to pass with or without modification(s), the following resolution as a Special Resolution:
RESOLVED THAT in supersession of the Resolution No. 2 passed vide Postal Ballot on June 18, 2010 and pursuant
to the provisions of Section 180 (1) (a) and other applicable provisions, if any, of the Companies Act, 2013, and the
Rules framed thereunder, as amended from time to time, the consent of the Company be and is hereby accorded, to
the creation by the Board of Directors of the Company (hereinafter referred to as the Board which term shall be
deemed to include any Committee of the Board constituted to exercise its powers, including the powers conferred
by this Resolution) of such charges, mortgages and hypothecations, in addition to the existing charges, mortgages
and hypothecations created by the Company, as the Board may direct, on such of the assets of the Company, both
present and future, in such manner as the Board may direct, together with power to take over the management/
undertaking of the Company in certain events, to or in favour of all or any of the financial institutions/banks/
insurance companies/ any other investing agencies/trustees for the holders of debentures/bonds/other instruments
which may be issued to and subscribed by all or any of the financial institutions/banks/ insurance companies/ any other
investing agencies or any other person(s)/bodies corporate by private placement or otherwise, to secure rupee/foreign
currency loans, debentures, bonds or other instruments (hereinafter collectively referred to as Loans) provided that
the total charge on amount of the Loans, together with interest thereon at the respective agreed rates, compound
interest, additional interest, liquidated damages, commitment charges, premia on pre-payment or on redemption,
costs, charges, expenses and all other monies payable by the Company to the aforesaid parties or any of them under
the agreements/arrangements entered into/to be entered into by the Company in respect of the said Loans shall not
at any time exceed the limit of ` 3000 crores (Rupees Three Thousand crores),
RESOLVED FURTHER THAT the Board be and is hereby authorised to finalise with the aforesaid parties or any of them,
the documents for creating the mortgages/charges/hypothecations and accepting or making any alterations, changes,
variations to or in the terms and conditions, to do all such acts, deeds, matters and things and to execute all such
documents and writings as it may consider necessary, for the purpose of giving effect to this Resolution.
NOTES:
1.
The relative Explanatory Statement, pursuant to Section 102(1) of the Companies Act, 2013, (the Act) in respect of
the business under Item Nos. 3 to 6 is annexed hereto.
2. A MEMBER ENTITLED TO ATTEND AND VOTE AT THE MEETING IS ENTITLED TO APPOINT A PROXY TO ATTEND AND
VOTE INSTEAD OF HIMSELF/ HERSELF AND THE PROXY NEED NOT BE A MEMBER OF THE COMPANY. A person can
act as proxy on behalf of members not exceeding fifty and holding in the aggregate not more than ten percent of
the total share capital of the Company. A member holding more than ten per cent of the total share capital of the
company carrying voting rights may appoint a single person as proxy and such person shall not act as a proxy for
any other person or shareholder. Proxies in order to be effective should be received at the Registered Office of the
Company, not less than 48 hours before the commencement of the meeting. Proxies submitted on behalf of limited
companies, societies, partnership firms, etc. must be supported by appropriate resolution/authority, as applicable,
issued on behalf of the nominating organization.
3. The Register of Members and the Share Transfer Books will remain closed from August 8, 2015 to August 10, 2015,
both days inclusive.
4. Members/Proxies should bring the Attendance Slip sent herewith duly filled in for attending the Meeting. Corporate
Members intending to send their authorised representatives to attend the Meeting are requested to send to the
Company, a certified copy of the Board Resolution authorising the representative to attend and vote on their behalf
at the Meeting.
5. Unclaimed Dividends:
Pursuant to the provisions of Section 205A and 205C and other applicable provisions if any, of the Companies Act,
1956, all unclaimed / unpaid dividend, application money, debenture interest and interest on deposits as well as
principal amount of debentures and deposits, as applicable, remaining unclaimed / unpaid for seven years from
the date they first became due for payment, in relation to the Company, have been transferred to the Investor
Education and Protection Fund (IEPF) established by the Central Government. No claim shall lie against IEPF or the
Company for the amounts so transferred prior to March 31, 2015 nor shall any payment be made in respect of such
claim. It may be noted that unpaid dividend for the financial year ended March 31, 2008 is proposed to be transfered
to the IEPF on June 20, 2015. The Company has sent reminders to such Members on February 25, 2015 for claiming
of unpaid dividends. Members who have not encashed their dividend warrants are advised to write to the Company
immediately claiming earlier dividends declared by the Company.
In order to help the Members to ascertain the status of Unclaimed Dividends, the Company has uploaded the
information in respect of Unclaimed Dividends for the financial year ended March 31, 2008 and subsequent years
on the website of the IEPF viz. www.iepf.gov.in and under Investors Section on the website of the Company
viz. www.tajhotels.com as also on the website of the Ministry of Corporate Affairs viz. www.mca.gov.in
6. Securities and Exchange Board of India (SEBI) has mandated the submission of Permanent Account Number (PAN)
by every participant in the securities market. Members holding shares in electronic form are therefore, requested to
submit their PAN to their Depository Participants with whom they are maintaining their demat accounts. Members
holding shares in physical form can submit their PAN details to the Company.
7. Members holding shares in physical form are requested to advise any change of address and are also requested to
submit their specimen signatures duly attested by their Bank immediately to the Company. Members holding shares
in electronic form must send the advice about change in address to their respective Depository Participants.
8. Nomination facility:
As per the provisions of Section 72 of the Act, facility for making nomination is available for the Members in
respect of the shares held by them. Members holding shares in single name and who have not yet registered their
nomination, are requested to register the same by submitting Form No. SH-13. If a Member desires to cancel the
earlier nomination and record fresh nomination, he / she may submit the same in Form No. SH-14. Members holding
shares in physical form are requested to submit the forms to the Company. Members holding shares in electronic form
must submit the forms to their respective Depository Participants.
9. Members holding shares in physical form are requested to consider converting their holdings to dematerialized form
to eliminate risks associated with physical shares and for ease in portfolio management.
10. Updation of Members Details:
The format of the Register of Members prescribed by the Ministry of Corporate Affairs under the Act, requires
the Company to record additional details of Members, including their PAN details, email address, bank details for
payment of dividend, etc. A form for capturing the additional details is appended at the end of this Annual Report.
Members holding shares in physical form are requested to submit the filled in form to the Company and Members
holding shares in electronic form are requested to submit the details to their respective Depository Participants.
11. In case of joint holders attending the Meeting, the Member whose name appears as the first holder in the order of
the names as per the Register of Members of the Company will be entitled to vote.
12. Pursuant to Clause 49 of the Listing Agreement, the particulars of Directors seeking appointment / re-appointment at
the Meeting are annexed to the Notice.
13. Relevant documents referred to in the accompanying Notice are open for inspection by the Members at the Registered
Office of the Company on all working days, during business hours, upto the date of the Annual General Meeting
(AGM).
14. Members desiring any information as regards the Accounts are requested to write to the Company Secretary at an
early date so as to enable the management to reply at the Meeting. For any communication, the Members may also
send requests to the Companys investor email id investorrelations@tajhotels.com.
15. Members are requested to kindly bring their copies of the Annual Report to the Meeting.
16. The Notice of the AGM along with the Annual Report of 2014-15 is being sent by electronic mode to those Members
whose email addresses are registered with the Company / Depositories, unless any Member has requested for a
physical copy of the same. For Members who have not registered their email addresses, physical copy is being sent by
permitted mode. To support Green Initiative Members who have not registered their email addresses are requested
to register the same with the Company / Depository.
17. Voting through electronic means:
In compliance with provisions of Section 108 of the Act and Rule 20 of the Companies (Management and Administration)
Rules, 2014 as amended from time to time and Clause 35B of the Listing Agreement, the Company is pleased to
provide its Members facility of remote e-voting (to cast their vote electronically from a place other than the venue
of the AGM), through e-voting services provided by Central Depository Services Limited (CDSL) on all resolutions set
forth in this Notice.
The instructions for e-voting are as under:
(A) In case of Members receiving e-mail:
(i) Log on to the e-voting website www.evotingindia.com
(ii) Click on Shareholders tab.
(iii) Now Enter your User ID (For CDSL: 16 digits beneficiary ID, For NSDL: 8 Character DP ID followed by 8 Digits
Client ID, Members holding shares in Physical Form should enter Folio Number registered with the Company
and then enter the Image Verification as displayed and Click on Login.
(iv) If you are holding shares in Demat form and had logged on to www.evotingindia.com and voted on an
earlier voting of any company, then your existing password is to be used. If you are a first time user follow
the steps given below.
(ii) In case you have any queries or issues regarding e-voting, you may refer the Frequently Asked Questions
and e-voting manual available at www.evotingindia.com under Help section or write an email to helpdesk.
evoting@cdslindia.com.
(iii) The voting rights of the Members shall be in proportion to their shares in the paid up equity share capital
of the Company as on the cut off date i.e. August 3, 2015. A person whose name is recorded in the Register
of Members or in the Register of Beneficial Owners maintained by the Depositories as on the cut-off date
only shall be entitled to avail the facility of remote e-voting, voting through Ballot Form, as well as voting
at the AGM.
(iv) Any person, who acquires shares of the Company and becomes a Member of the Company after despatch
of the Notice and holding shares as of the cut-off date, may cast their vote by remote e-voting or Ballot
Form or through Poll at the Meeting. However, if you are already registered with CDSL for remote e-voting
then you can use existing user ID and password for casting your vote. If you forget your password you can
reset your password by using Forgot Password option available on www.evotingindia.com.
(v) Mr. Shreepad Korde, Practicing Company Secretary (Membership No. 563) has been appointed as the
Scrutinizer by the Board of Directors of the Company to scrutinize the remote e-voting and the voting
process (including the Ballot Form received from the Members who do not have access to the e-voting
process) in a fair and transparent manner.
(vi) The Scrutinizer shall immediately after the conclusion of the voting period, first count the votes at the
meeting, thereafter unblock the votes through remote e-voting in the presence of at least two witnesses
not in the employment of the Company and make not later than three days of the conclusion of the
meeting, a consolidated Scrutinizers Report of the total votes cast in favour or against, if any, forthwith to
the Chairman or any person authorised by the Chairman in writing, who shall countersign the same.
(vii) Members who do not have access to the e-voting facility may send their assent or dissent in writing in
respect of the resolutions as set out in this Notice, through the duly completed Ballot Form in the enclosed
self-addressed postage prepaid envelope (enclosed with the Annual Report) directly to the Scrutinizer so as
to reach the Scrutinizer, Mr. Shreepad Korde, Practicing Company Secretary, (Membership No. 563), at the
Registered Office of the Company not later than August 9, 2015 at 5.00 p.m. IST. The instructions for Ballot
Form are given on the reverse of the said Form.
(viii) The Members who have cast their vote by remote e-voting or by Ballot Form prior to the Meeting may also
attend the Meeting but shall not be entitled to cast their vote again at the Meeting.
(ix) Members have the option to request for duplicate physical copy of the Ballot Form by sending an e-mail
to investorrelations@tajhotels.com by mentioning their Folio / DP ID and Client ID. However, the duly
completed Ballot Form should reach the Registered Office of the Company not later than August 9, 2015
at 5.00 p.m. IST.
(x) Ballot Form received after August 9, 2015 at 5.00 p.m. IST will be treated as invalid.
(xi) A Member can opt for only one mode of voting i.e. either through remote e-voting or by Ballot. If a
Member casts votes by both modes, then voting done through remote e-voting shall prevail and Ballot shall
be treated as invalid. Facility of voting through either electronic voting system or Ballot / Poll, shall also be
available at the Meeting. Members holding shares as on cut off date i.e. August 3, 2015 and attending the
Meeting, who have not already cast their vote by remote e-voting or through Ballot Form shall be able to
exercise their right at the Meeting.
(xii) The Chairman or the person authorised by him in writing, shall forthwith on receipt of the consolidated
Scrutinizers Report declare the Results of the voting. The Results declared, along with the Scrutinizers
Report, shall be placed on the Companys website www.tajhotels.com and on the website of CDSL
immediately after the results are declared by the Chairman. The Company shall simultaneously forward the
results to BSE Limited and National Stock Exchange of India where the shares of the Company are listed.
18. Subject to receipt of requisite number of votes, the Resolutions shall be deemed to be passed on the date of the AGM
i.e. August 10, 2015.
By Order of the Board of Directors
BEEJAL DESAI
Mumbai, May 29, 2015 Vice President Legal and Company Secretary
Registered Office:
Mandlik House,
Mandlik Road,
Mumbai 400 001.
CIN: L74999MH1902PLC000183
Tel.: 022 66395515 Fax: 022 22027442
Email: investorrelations@tajhotels.com
Website: www.tajhotels.com
EXPLANATORY STATEMENT
As required by Section 102 of the Companies Act, 2013 (the Act)
1. The following Explanatory Statement sets out the material facts relating to the business under Item Nos. 3 to 6 of the
accompanying Notice dated May 29, 2015.
Item No. 3
2. This explanatory statement is provided though strictly not required as per Section 102 of the Act.
3. Deloitte Haskins & Sells LLP, Chartered Accountants, Mumbai (ICAI Firm Registration No. 117366W/W-100018) and
PKF Sridhar and Santhanam LLP, Chartered Accountants (Firm Registration No. 003990S/S200018), were appointed as
Joint Statutory Auditors of the Company for a period of three years at the Annual General Meeting (AGM) of the
Company held on August 27, 2014.
4. As per provisions of Section 139(1) of the Act, their appointment for the above tenure is subject to ratification by
Members at every AGM.
5. Accordingly, ratification of the Members is being sought for the proposal contained in the Resolution set out at Item
No. 3 of the Notice.
6. The Board commends the Resolution at Item No. 3 for approval by the Members.
7. None of the Directors or Key Managerial Personnel (KMP) or their respective relatives are in any way concerned or
interested in the Resolution at Item No. 3 of the accompanying Notice.
Item Nos. 4 and 5
8. The Board of Directors appointed Ms. Vibha Paul Rishi and Mr. Gautam Banerjee as Additional Directors as also
Independent Directors of the Company for a term of five consecutive years with effect from September 10, 2014,
subject to the approval of the Members. In terms of Section 161 of the Act and Article 132 of the Articles of Association
of the Company, they hold office as Additional Directors up to the date of the forthcoming AGM of the Company,
but are eligible for appointment as Directors. The Company has received Notices pursuant to Section 160 of the Act,
from a Member proposing their candidatures for the office of Directors of the Company at the forthcoming AGM of
the Company. The Board commends to the Members their respective appointments as Directors of the Company.
9. Ms. Vibha Paul Rishi holds a degree of M.B.A with a specialization in Marketing from the Faculty of Management
Studies, New Delhi, India and has a Bachelor of Arts (Honours) degree from the Lady Shri Ram College, New Delhi. She
is a seasoned marketing professional with extensive experience in the Indian and international markets, spearheading
global marketing campaigns for high-visibility consumer products. She was previously the Executive Director Brand
and Human Capital of Max India Ltd and Group Director, Customer Strategy and Marketing at the Future Group,
Indias largest retail group. Prior to this, she spent 17 years at PepsiCo in marketing and innovation roles in India, US
and UK. She was also associated with Pratham, a NGO that works to provide education to underprivileged children
in India. She is currently on the Boards of several companies including Tata Chemicals Limited, Future Consumer
Enterprises Limited, Asian Paints Limited, Escorts Limited, PNB Metlife India Insurance Company Limited and Tata
Teleservices Limited.
10. Mr. Gautam Banerjee is a fellow of the Institute of Chartered Accountants in England and Wales and the Institute of
Singapore Chartered Accountants. He holds a Bachelor of Science (Honours) degree from the University of Warwick,
England and was also awarded an Honorary Doctor of Laws (LLD) by the same University recently. Mr. Gautam Banerjee,
is the Senior Managing Director and Chairman of Blackstone Singapore Pte Limited and also the Co-Chairman of the
firms Asia Operating Committee. Previously, Mr. Banerjee served as Executive Chairman of PricewaterhouseCoopers
(PWC) Singapore for nine years until his retirement on December 31, 2012. He has spent over 30 years with the firm
in various leadership roles in Singapore, India and East Asia. Mr. Banerjee is an Independent Director on the Board of
Singapore Airlines Limited and Piramal Enterprises Limited and also a Board Member of GIC Private Limited and EDB
Investments Pte Limited. He is the Vice Chairman of the Singapore Business Federation and Chairman of the Singapore
Centre for Social Enterprise Limited, besides serving on the Boards of various other non-profit organisations. He was
a Nominated Member of Parliament in Singapore from 2007 to 2009 and was awarded the Public Service Medal by
the Singapore Government on May 30, 2015.
11. Ms. Vibha Paul Rishi and Mr. Gautam Banerjee are Non-Executive Directors and considered as Independent under the
Act and Clause 49 of the Listing Agreement.
12. As per the provisions of Section 149 of the Act, an Independent Director shall hold office for a term up to five
consecutive years on the Board of a Company and is not liable to retire by rotation. Ms. Vibha Paul Rishi and
Mr. Gautam Banerjee have given declarations to the Board that they meet the criteria of independence as provided
under Section 149 (6) of the Act.
13. The matter regarding the appointments of Ms. Vibha Paul Rishi and Mr. Gautam Banerjee as Independent Directors was
placed before the Nomination and Remuneration Committee, which commends their appointments as Independent
Directors of the Company.
14.
In the opinion of the Board, they fulfil the conditions specified in the Act and the Rules made thereunder for
appointment as Independent Directors and are independent of the management.
15. In compliance with the provisions of Section 149 read with Schedule IV of the Act, the appointments of Ms. Vibha
Paul Rishi and Mr. Gautam Banerjee are now being placed before the Members for their approval.
16. The terms and conditions of their appointment shall be open for inspection without any fee by the Members at the
Registered Office of the Company during normal business hours on any working day of the Company upto the date
of the AGM.
17. Ms. Vibha Paul Rishi and Mr. Gautam Banerjee may be deemed to be concerned and interested in Item Nos. 4 and 5,
respectively, as they relate to their respective appointments as Directors and Independent Directors of the Company.
Other than the aforesaid Directors none of the other Directors, Key Managerial Personnel or their respective relatives
are in any way concerned or interested in the Resolutions mentioned at Item Nos. 4 and 5 of the accompanying
Notice.
18.
The Board commends the Resolutions at Item Nos. 4 and 5 of the accompanying Notice for acceptance by the
Members.
Item No. 6
19. Pursuant to the provisions of the erstwhile Section 293 (1)(a) of the Companies Act, 1956 and the consent of the
Members obtained by Ordinary Resolution on June 18, 2010, the Board of Directors could create charge / mortgage
or hypothecate the Companys assets, both present and future, in favour of the lenders or trustees for the holders
of debentures or bonds, to secure the repayment of moneys borrowed by the Company upto ` 3000 crores (Rupees
Three Thousand crores).
20. In view of the Rights Issue of the Unsecured Compulsorily Convertible Debentures of ` 999.91 crores (Rupees Nine
Hundred Ninety Nine crores and Ninety One Lakhs), and as per the requirement of the Act, the Members had on
August 27, 2014 approved by way of a Special Resolution under Section 180 (1)(c) of the Act, to increase the borrowing
limit previously sanctioned by the Members to ` 5000 crores (Rupees Five Thousand crores).
21.
Pursuant to the provisions of the new Section 180(1)(a) of the Act, the power to create charge/ mortgage or
hypothecate the Companys assets can be exercised by the Board only with the consent of the Members obtained by
Special Resolution.
22. Accordingly, it is necessary to revalidate the old approval of the Members by means of Special Resolution under
Section 180(1)(a) of the Act. The limit under the Section 180 (1) (a) of the Act is proposed to be at the same level
as under the erstwhile Section 293(1)(a) of the Companies Act, 1956, i.e. to ` 3000 crores (Rupees Three Thousand
crores).
23. The Companys total debt (excluding funds raised through the Compulsory Convertible Debentures issue) as on March
31, 2015 is ` 2209.08 crores; of which debt amounting to ` 790 crores is secured by mortgage of the Companys
movable and immovable properties.
24.
None of the Directors, Key Managerial Personnel of the Company and their respective relatives are in any way
concerned or interested in the Resolution at Item No. 6 of the accompanying Notice.
25. The Board commends the Resolution at Item No. 6 of the accompanying Notice for acceptance by the Members.
BEEJAL DESAI
Mumbai, May 29, 2015 Vice President Legal and Company Secretary
Registered Office:
Mandlik House,
Mandlik Road,
Mumbai 400 001.
CIN: L74999MH1902PLC000183
Tel.: 022 66395515 Fax: 022 22027442
Email: investorrelations@tajhotels.com
Website: www.tajhotels.com
10
Details of Directors seeking appointment / re-appointment at the forthcoming Annual General Meeting of the Company
(Pursuant to Clause 49 of the Listing Agreement with the Stock Exchanges)
Name of Director Shapoor Mistry Vibha Paul Rishi Gautam Banerjee
Date of Birth September 6, 1964 June 19, 1960 October 21, 1954
Date of Appointment April 17, 2003 September 10, 2014 September 10, 2014
Expertise in specific functional Management Marketing Finance
areas
Qualifications BA (England) MBA (Marketing), B.A. (Hons.) in FCA (England & Wales and
Business & Economics Economics Singapore), B.Sc. (Hons.) and LLD,
England
Details of shares held in the Nil Nil Nil
Company
List of Companies in which Shapoorji Pallonji Finance Future Consumer Enterprise Piramal Enterprises Limited
outside Directorships held as on Limited Limited
31.03.2015(excluding private & Shapoorji Pallonji Power Asian Paints Limited
foreign companies) Company Limited Escorts Limited
Forbes & Company Limited Tata Chemicals Limited
Eureka Forbes Limited PNB Metlife India Insurance
Forvol International Services Company Limited
Limited Tata Teleservices Limited
Afcons Infrastructure Limited
Shapoorji Pallonji
Infrastructure Capital Co.
Limited
Chairman / Member of the Nil Audit Committee: Nil
*Committees of other Companies Future Consumer Enterprise
on which he is a Director as on Limited
31.03.2015
PNB Metlife India Insurance
Company Limited
Tata Teleservices Limited
*The Committees include the Audit Committee and the Stakeholders Relationship Committee.
BEEJAL DESAI
Vice President Legal and Company Secretary
Mumbai, May 29, 2015
Registered Office:
Mandlik House,
Mandlik Road,
Mumbai 400 001.
CIN: L74999MH1902PLC000183
Tel.: 022 66395515 Fax: 022 22027442
Email: investorrelations@tajhotels.com
Website: www.tajhotels.com
11
DIRECTORS REPORT
TO THE MEMBERS
The Directors have pleasure in presenting the 114th Annual Report of the Company together with its Audited Statement
of Profit and Loss for the year ended March 31, 2015 and the Balance Sheet as on that date:
FINANCIAL RESULTS
Standalone Consolidated
Particulars 2014-15 2013-14 2014-15 2013-14
` crores ` crores ` crores ` crores
Total Income 2,103.60 1,977.33 4,287.35 4,125.94
Profit before Depreciation, Finance Costs and Tax 437.89 437.28 587.29 619.32
Less: Depreciation 117.85 122.26 291.29 308.13
Less: Finance Costs 89.46 98.82 175.57 168.51
Profit before Tax & Exceptional Item 230.58 216.20 120.43 142.68
Less: Exceptional Items 228.70 737.10 352.91 554.84
Profit/(Loss) before Tax 1.88 (520.90) (232.48) (412.16)
Less: Provision for Tax 125.27 74.43 159.59 136.38
Add : MAT Credit 41.37 - 42.94 0.59
Add: Excess Provision of Tax of earlier years (Net) - 4.84 2.05 24.84
Loss after Tax (82.02) (590.49) (347.08) (523.11)
Profit/ (Loss) attributable to Minority Interest - - (30.98) (17.49)
Share of Profit/ (Loss) of Associates - - (0.04) (13.25)
Loss after Tax, Minority Interest & Share of Associates (82.02) (590.49) (378.10) (553.85)
Add: Balance brought forward from the previous year (389.48) 65.29 (1,294.54) (862.50)
Add: Transfer from Debenture Redemption Reserve - 135.00 - 135.00
Less: Transfer to General Reserve - - (1.65) (3.45)
Less: Transfer to Reserve Fund - - (3.00) (2.50)
Add: Tax credit for Dividend Distribution Tax - 0.72 - -
Amount available for Appropriation (471.50) (389.48) (1,677.29) (1,287.30)
APPROPRIATIONS
Tax on Dividend - - 3.53 7.24
Balance carried to Balance Sheet (471.50) (389.48) (1,680.82) (1,294.54)
(471.50) (389.48) (1,677.29) (1,287.30)
12
contract for a new Taj at Downtown, Dubai (296 rooms). Also, the Taj Group exited two of its international properties at
Marrakech and Sydney, respectively. The Group currently has a portfolio of 33 Ginger hotels with an inventory of 3,038
rooms (including 5 hotels under management contract and one transit guest house). The inventory of the Taj Group of
Hotels now stands at 131 hotels with 15,751 rooms.
Your Company continues to pursue expansion both in the domestic and international market, under various brands to
achieve sustainable and profitable growth.
Income
Total Income for the year ended March 31, 2015 at ` 2,103.60 crores was higher than previous year by 6%. While Room
Income was higher by 3% than the previous year due to improved ARR, Food & Beverage income increased by 5% over
the previous year, aided by growth in restaurant sales and banqueting income.
Profit before Tax & Exceptional Item at ` 230.58 crores was higher than the previous year by 7%.
Exceptional Items
Exceptional Items includes foreign exchange loss of ` 24.75 crores pertaining to amortization of the exchange loss on the
year end revaluation of the US$ 95 million External Commercial Borrowing (ECB) that is due to be retired commencing
January 22, 2016.
Performance of long-term investments are being monitored by the Company on a continuous basis and based on review
undertaken on any adjustments necessary to the carrying value of these investments, the Company, during the quarter
ended March 31, 2015 has recognised a diminution, other than temporary of ` 213.49 crores. Diminution, other than
temporary of ` 150 crores has been recognised in the Companys investment in Taj International Hotels (H.K.) Ltd (a wholly
owned subsidiary) which in turn holds investments in the Company's various international entities, one of which holds its
investment in Belmond Ltd (previously Orient-Express Hotels Limited), ` 57.09 crores in the investment held in IHMS Hotels
(SA) Proprietary Ltd (a jointly controlled entity) and ` 6.40 crores in the investment held in Taj Safaris Limited (a jointly
controlled entity).
During the year, the Company has divested its investments in the following non-operating subsidiaries to an associate:
Ideal Ice and Cold Storage Co. Ltd.
Residency Food and Beverages Ltd.
Taj Rhein Shoes Co. Ltd.
The objective of the foregoing was to simplify the Companys operating structure. Consequent to the above, a loss on sale
of investments, to the tune of ` 2.02 crores, has been booked.
The Company has written back provision of ` 11.56 crores earlier carried towards an obligation of an associate company,
that is now no longer required.
Borrowings
Total borrowings (excluding Compulsorily Convertible Debentures) stood at ` 2,209.08 crores at March 31, 2015 against
` 2,690.60 crores on March 31, 2014 for the Standalone entity; a decrease of ` 481.52 crores due to repayment of debt
out of Rights Issue proceeds.
Profit/ (Loss)
Profit before Tax for the year was at ` 1.88 crores, as compared to the previous years Loss of ` (520.90) crores. The Loss
after Tax for the year was at ` (82.02) crores, as compared to previous years Loss of ` (590.49) crores.
13
CAPITAL EXPENDITURE
During the year under review, the Company incurred ` 137.65 crores towards capital expenditure, most part of which was
incurred on the Companys projects covering Vivanta by Taj hotels at Dwarka, Guwahati and new IT initiatives.
DIVIDEND
On account of the Loss After Tax reported by the Company during the current year, resultant of the recognition of the
other than temporary, diminution in the value of some of the investments, the Board of Directors did not recommend any
dividend for the year 2014-15 (previous year Nil).
FIXED DEPOSITS
The outstanding amount of Fixed Deposits placed with your Company was Nil (Previous year Nil) excluding ` 1.04 crores
(Previous year ` 1.75 crores), which remained unclaimed by depositors as on March 31, 2015. Your Company has stopped
accepting and/or renewing Fixed Deposits from the general public and shareholders.
14
AUDIT COMMITTEE
Details pertaining to the composition of Audit Committee are included in the Corporate Governance Report, which forms
part of the Annual Report.
RISK MANAGEMENT
Although not mandatory, the Company has constituted a Risk Management Committee as a measure of good governance.
The details of the Committee and its terms of reference are set out in the Corporate Governance Report.
The Company has adopted a Risk Management Policy, pursuant to the provisions of Section 134 of the Act, which has a
robust Risk Management framework to identify and evaluate business risks and opportunities. This framework seeks to
create transparency, minimize adverse impact on business objective and enhance the Companys competitive advantage.
The risk framework defines the risk management approach across the enterprise at various levels including documentation
and reporting.
The framework enables risks to be appropriately rated and graded in accordance with their potential impact and
likelihood. The two key components of risks are the probability (likelihood) of occurrence and the impact (consequence) of
occurrence, if the risk occurs. Risk is analyzed by combining estimates of probability and impact in the context of existing
control measures.
Existing control measures are evaluated against Critical Success Factors and Key Performance Indicators identified for
those specific controls. Guiding principles to determine the risk consequence (impact), probability of occurrence (likelihood
factor) and mitigation plan effectiveness have been set out in Risk Register.
Your Company is faced with risks of different types all of which need different approaches for mitigation. Details of
various risks faced by your Company are provided in the Management Discussion & Analysis.
15
Pursuant to the provisions of Section 136 of the Act, the financial statement of the Company, consolidated financial
statements along with relevant documents and separate audited accounts in respect of subsidiaries are available on the
website of the Company.
During the year under review, the Company divested its investments, along with that of its subsidiaries in some of its
existing subsidiaries viz. Ideal Ice and Cold Storage Co Ltd, Residency Food and Beverages Ltd, Taj Rhein Shoes Co Ltd and
Tifco Security Services Ltd in favour of Taida Trading and Industries Limited. Accordingly, they ceased to be subsidiaries of
the Company with effect from March 30, 2015.
During the year under review, Samsara Properties Limited, an offshore wholly owned subsidiary of the Company, divested
its entire shareholding in IHMS (Australia) Pty Limited which owned The Blue Hotel, in Sydney. Accordingly, IHMS
(Australia) Pty Limited ceased to be a subsidiary of the Company with effect from October 31, 2014.
Apex Hotels Management Services Australia (Pte) Limited, a Company incorporated under the laws of Australia was created
as a subsidiary of the Company with effect from October 2, 2014.
The policy for determining material subsidiaries can be accessed on the Companys website under the link http://www.
tajhotels.com/tajcorporate/pdf/policy-for-determining-material-subsidiaries.pdf.
RIGHTS ISSUE
The Company, vide its Letter of Offer dated July 16, 2014, had offered up to 18,18,18,181 Compulsorily Convertible
Debentures (CCDs) of face value of ` 1 each, at a price of ` 55 per CCD, for an amount aggregating up to ` 1000 crores,
on Rights basis, in the ratio of 9 CCDs for every 40 equity shares held by the equity shareholders. The issue had opened on
August 4, 2014 and closed on August 20, 2014. Consequently, on September 1, 2014, the Company allotted 18,18,01,228
CCDs of ` 55 each aggregating to ` 999.91 crores. Each CCD is convertible into 1 equity share of ` 1 each at a premium of
` 54 per share after 18 months from the date of allotment of the CCD i.e. on March 1, 2016.
DEBENTURES
During the year, the Company had redeemed the following Debentures:
1,500- 2% Unsecured Non-Convertible Debentures of the face value ` 10,00,000 (Rupees Ten lakhs only) each, allotted
on December 9, 2009 aggregating ` 150 crores and repayable at the end of the 5th year, along with redemption
premium of 4.37 lakhs per debenture.
Out of the 3000, 2% Secured Non-Convertible Debentures of the face value of ` 10,00,000 (Rupees Ten lakhs only)
issued on a private placement basis aggregating to ` 300 crores (Rupees Three Hundred Crores), first instalment for
20% of the face value was redeemed on March 23, 2015 for an aggregate value of ` 60 crores (Rupees Sixty Crores),
along with redemption premium of ` 6.13 lakhs per debenture.
DIRECTORS AND KEY MANAGERIAL PERSONNEL (KMP)
Appointments
In terms of Section 149 of the Act, the Members at their meeting held on August 27, 2014, had appointed Mr. K. B. Dadiseth,
Mr. Deepak Parekh, Mr. Nadir Godrej and Ms. Ireena Vittal as Independent Directors of the Company for a period of five
years or upto their date of retirement, whichever was earlier.
Ms. Vibha Paul Rishi and Mr. Gautam Banerjee were appointed as Additional Directors of the Company effective September
10, 2014 and they hold office upto the date of the forthcoming Annual General Meeting and are further proposed to be
appointed as Independent Directors of the Company for a period of five years commencing from September 10, 2014 .
The Company has received declarations from all the Independent Directors 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.
Mr. Rakesh Sarna was appointed as Managing Director and Chief Executive Officer of the Company for a period of 5 years
with effect from September 1, 2014, vide Members approval dated March 13, 2015. Mr. Sarna is a hospitality industry
veteran, having spent over three decades with Hyatt Hotels Corporation. He was previously Group President of Americas
and Executive Vice-President at Hyatt Hotels Corporation.
In accordance with the Act and the Articles of Association of the Company, Mr. Shapoor Mistry retires by rotation, and is
eligible for re-appointment.
16
Your approval for their appointments / re-appointment as Directors has been sought in the Notice convening the Annual
General Meeting of the Company.
In terms of Section 203 of the Act the following were designated as KMP of your Company by the Board:
Mr. Rakesh Sarna, Managing Director and Chief Executive Officer
Mr. Anil P. Goel, Executive Director and Chief Financial Officer
Mr. Mehernosh S. Kapadia, Executive Director - Corporate Affairs
Mr. Beejal Desai, Vice President - Legal & Company Secretary
Retirement / Resignations
Mr. Raymond N. Bickson stepped down as the Companys Managing Director with effect from August 31, 2014 to pursue
his professional interests elsewhere. During Mr. Bicksons tenure, Taj expanded its footprint across India and around the
world and grew from a portfolio of 62 hotels into a multi brand chain of 127 hotels, worldwide. Mr Bickson steered the
brand architecture within the Company, as per which the Company moved away from umbrella branding to managing
its portfolio under Taj Groups four brands i.e. Taj Hotels Resorts and Palaces, Vivanta by Taj, Gateway Hotels and Ginger
Hotels.
Mr. Abhijit Mukerji stepped down as the Companys Executive Director Hotel Operations with effect from
April 13, 2015. Mr. Mukerji served the Company for more than thirty years and held many positions of increasing
responsibility. His keen focus on attention to detail and process discipline improved the quality of our hotel operations to
meet world class standards.
In accordance with the Tata Group guidelines on retirement age, Mr. Jagdish Capoor retired as a Director of the Company,
effective July 1, 2014. Mr. Guy Crawford resigned as a Director of the Company effective September 8, 2014.
The Board places on record its appreciation of the services rendered and the enormous contribution made by Mr. Raymond
N. Bickson, Mr. Abhijit Mukerji, Mr. Jagdish Capoor and Mr. Guy Crawford, to the Company during their respective tenures.
BOARD MEETINGS
During the year under review, 5 Board Meetings were held and the intervening gap between the meetings did not exceed
the period prescribed under the Act, the details of which are given in the Corporate Governance Report.
BOARD EFFECTIVENESS
The Company has adopted the Governance guidelines which, inter alia, cover aspects related to composition and role
of the Board, Chairman and Directors, Board diversity, definition of independence, Directors term, retirement age and
Committees of the Board. It also covers aspects relating to nomination, appointment, induction and development of
Directors, Director remuneration, subsidiary oversight, Code of Conduct, Board Effectiveness Review and mandates of
Board Committees.
A. Board Evaluation
The Board of Directors has carried out an annual evaluation of its own performance, Board Committees and individual
Directors pursuant to the provisions of the Act and the corporate governance requirement as prescribed by Securities
Exchange Board of India (SEBI) under Clause 49 of the Listing Agreement.
The performance of the Board was evaluated by the Board after seeking inputs from the Directors on the basis of the
criteria such as the Board Composition and structures, effectiveness of board processes, information and functioning,
etc.
The performance of the committees was evaluated by the Board after seeking inputs from the committee members
on the basis of the criteria such as the composition of committees, effectiveness of committee meetings, etc.
The Board and the Nomination and Remuneration Committee (NRC) reviewed the performance of the individual
Directors on the basis of the criteria such as the contribution of the individual Director to the Board and Committee
meetings like preparedness on the issues to be discussed, meaningful and constructive contribution and inputs in
meetings, etc. In addition, the Chairman was also evaluated on the key aspect of his role.
17
In a separate meeting of Independent Directors, performance of Non-Independent Directors, performance of the
board as a whole and performance of the Chairman was evaluated, taking into account the views of the Executive
Directors and Non-Executive Directors. The same was discussed in the Board meeting that followed the meeting of
the Independent Directors, at which the performance of the Board, its committees and individual Directors was also
discussed.
B. A
ppointment of Directors and Criteria for determining qualifications, positive attributes, independence of a
Director
The NRC is responsible for developing competency requirements for the Board based on the industry and strategy
of the Company. The NRC reviews and meets potential candidates, prior to recommending their nomination to the
Board. At the time of appointment, specific requirements for the position, including expert knowledge expected, is
communicated to the appointee
The NRC has formulated the criteria for determining qualifications, positive attributes and independence of Directors
in terms of provisions of Section 178 (3) of the Act and Clause 49 of the Listing Agreement as stated under:
Independence: A Director will be considered as an Independent Director if he/ she meets with the criteria for
Independence as laid down in the Act, Clause 49 of the Listing Agreement and the Tata Governance guidelines.
Competency: A transparent Board nomination process is in place that encourages diversity of thought, experience,
knowledge, perspective, age and gender. It is ensured that the Board has a mix of members with different educational
qualifications, knowledge and with adequate experience in banking and finance, accounting and taxation, economics,
legal and regulatory matters, consumer industry, hospitality sector and other disciplines related to the Companys
businesses.
C. Remuneration Policy
The Company had adopted a Remuneration Policy for the Directors, KMP and other employees, pursuant to the
provisions of the Act and Clause 49 of the Listing Agreement.
The key principles governing the Companys Remuneration Policy are as follows:
Remuneration for Independent Directors and Non-Independent Non-Executive Directors
Independent Directors (ID) and Non-Independent Non-Executive Directors (NINED) may be paid sitting fees for
attending the meetings of the Board and of Committees of which they may be members, and receive commission
within regulatory limits, as recommended by the NRC and approved by the Board.
Overall remuneration should be reasonable and sufficient to attract, retain and motivate Directors aligned to
the requirements of the Company, taking into consideration the challenges faced by the Company and its future
growth imperatives.
emuneration paid should be reflective of the size of the Company, complexity of the sector/ industry/Companys
R
operations and the Companys capacity to pay the remuneration and be consistent with recognized best practices.
he aggregate commission payable to all the NEDs and IDs will be recommended by the NRC to the Board based
T
on Company performance, profits, return to investors, shareholder value creation and any other significant
qualitative parameters as may be decided by the Board. The NRC will recommend to the Board the quantum
of commission for each Director based upon the outcome of the evaluation process which is driven by various
factors including attendance and time spent in the Board and Committee Meetings, individual contributions at
the meetings and contributions made by Directors other than in meetings.
18
he remuneration payable to Directors shall be inclusive of any remuneration payable for services rendered in
T
any other capacity, unless the services rendered are of a professional nature and the NRC is of the opinion that
the Director possesses requisite qualification for the practice of the profession.
Remuneration for Managing Director (MD)/ Executive Directors (ED)/ Key Managerial Personnel (KMP)/ rest of the
Employees
he extent of overall remuneration should be sufficient to attract and retain talented and qualified individuals
T
suitable for every role. Hence remuneration should be market competitive, driven by the role played by the
individual, reflective of the size of the Company, complexity of the sector/ industry/ Companys operations
and the Companys capacity to pay, consistent with recognized best practices and aligned to any regulatory
requirements.
Basic/ fixed salary is provided to all employees to ensure that there is a steady income in line with their skills and
experience. In addition, the Company provides employees with certain perquisites, allowances and benefits to
enable a certain level of lifestyle and to offer scope for savings. The Company also provides all employees with
a social security net subject to limits, by covering medical expenses and hospitalization through re-imbursements
or insurance cover and accidental death etc. The Company provides retirement benefits as applicable.
In addition to the basic / fixed salary, benefits, perquisites and allowances as provided above, the Company
provides MD/ EDs such remuneration by way of commission, calculated with reference to the net profits of
the Company in a particular financial year, as may be determined by the Board, subject to the overall ceilings
stipulated in Section 197 of the Act. The specific amount payable to the MD/ EDs would be based on performance
as evaluated by the NRC and approved by the Board.
The Company provides the management employees a performance linked bonus. The performance linked bonus
would be driven by the outcome of the performance appraisal process and the performance of the Company.
It is affirmed that the remuneration paid to Directors, KMP and all other employees is as per the Remuneration Policy
of the Company.
STATUTORY AUDITORS
At the Annual General Meeting, the Members will be requested to ratify the re-appointment of Deloitte Haskins & Sells LLP,
(DHS LLP) Chartered Accountants (Firm No. 117366W/W-100018), and PKF Sridhar & Santhanam LLP, (PKF LLP) Chartered
Accountants (Firm No. 003990S/ S200018) as the Joint Auditors for the current year and authorise the Board of Directors
to fix their remuneration.
The Company had received an intimation from PKF LLP stating that PKF Sridhar & Santhanam had been converted into a
Limited Liability Partnership (LLP) under the provisions of the Limited Liability Partnership Act, 2008 with effect from April
21, 2015. The Board of Directors of the Company have taken due note of this change.
The report of the Statutory Auditors along with the notes to Schedules is enclosed to this report and does not contain any
qualification, reservation or adverse remark or disclaimer.
SECRETARIAL AUDIT
Pursuant to the provisions of the Section 204 of the Act and The Companies (Appointment and Remuneration of Managerial
Personnel) Rules, 2014, the Company has appointed M/s P.K.Pandya and Associates to undertake the Secretarial Audit of
the Company for the financial year 2014-15. The Secretarial Audit Report is annexed herewith as Annexure III. The report
does not contain any qualifications, reservation or adverse remarks.
19
(i) In the preparation of the accounts for the year ended March 31, 2015, the applicable accounting standards have been
followed and that there are no material departures;
(ii) 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 the state of affairs of the Company
at the end of the financial year and of the loss of the Company for that period;
(iii) That the Directors have taken proper and sufficient care to the best of their knowledge and ability 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) That they have prepared the accounts for the year ended March 31, 2015 on a going concern basis;
(v) The Directors have laid down internal financial controls for the Company which are adequate and are operating
effectively;
(vi) The Directors have devised proper systems to ensure compliance with the provisions of all applicable laws and such
systems are adequate and are operating effectively.
CORPORATE GOVERNANCE
As required by Clause 49 of the Listing Agreement with the Stock Exchanges, the report on Management Discussion
and Analysis, Corporate Governance as well as the Practising Company Secretarys Certificate regarding compliance of
conditions of Corporate Governance, form part of the Annual Report.
20
ACKNOWLEDGEMENT
The Directors express their deep sense of appreciation for the contribution made by the employees to the significant
improvement in the operations of the Company.
The Directors also thank all their global stakeholders including Members, customers, lenders, vendors, business partners,
the Government of India for their continued co-operation and support.
Cyrus P. Mistry
Chairman
Mumbai, May 29, 2015
Registered Office:
Mandlik House,
Mandlik Road,
Mumbai 400 001.
CIN: L74999MH1902PLC000183
Tel.: 022 66395515 Fax: 022 22027442
Email: investorrelations@tajhotels.com
Website: www.tajhotels.com
21
Annexure I
Over the last year, the main focus areas of the CSR Policy were:
Vocational skill development programs
Partnerships to preserve & promote indigenous heritage, culture, arts and handicrafts & local environment
Disaster relief and rehabilitation programs
Income-generation and livelihood enhancement programs
The CSR Policy has been disclosed on the Companys website under the web link http://www.tajhotels.com/about-taj/
investor-relations/policies.html
3. Average net profit of the company for last three financial years: ` 192.51 crores.
4 The prescribed CSR Outlay (two per cent of the average net profit) is ` 3.85 crores.
As per the parameters outlined in the Act, IHCL properties across locations spent a total of ` 1.63 crores towards skill
training & certification of less privileged youth and other neighbourhood support initiatives ranging from maintaining
public gardens to cleanliness and hygiene campaigns, support to art, culture, local charitable organizations, NGOs and
so on.
Total amount to be spent for the financial year ` 3.85 crores
Amount unspent, if any ` 2.22 crores
However, overall the Taj group hotels spent over ` 2.89 crores on its various CSR initiatives. This includes spends that
do not qualify to be reported as per the framework recommended by the Act, because they are based on providing
economic empowerment to local NGO / Self Help Groups which provide a business connect to Taj, for example having
organic soups made and selling them to our guests.
22
Manner in which the amount spent during the financial year is detailed below:
` crores
CSR project or activity Sector in which the Projects or Amount outlay Amount spent on Total Amount
defined Project is covered Programs: (budget) project the projects or spent: Direct
1) Local area or or program wise programs or through
other Sub-heads: implementing
agency
2) the State and 1) Direct
district where expenditure
projects or on projects or
programs were programs
undertaken 2) Overheads
Distribution of food to Eradicating Local areas around 0.76 0.32 0.32
local charities/orphanages Hunger & Poverty - our hotels
Schedule VII (i)
Set up of skill training Employment Maharashtra, 1.54 0.65 0.65
centers AND/OR providing Enhancing Karnataka, Uttar
support and training Vocational Skills/ Pradesh, West
to less- privileged & Promotion of Bengal, Rajasthan,
marginalized youth across Education - Goa
India (in partnerships with Schedule VII (ii)
NGOs/ Govt bodies, etc.)
Maintenance of Environment Same regions as 0.51 0.22 0.22
public gardens, public Sustainability above
areas, contribution to & Upkeep of
surrounding environment, Public Facilities
local arts, heritage, etc & Properties
Schedule VII (iv)
Donations made to Donations to CSR Same regions as 1.04 0.44 0.44
support community partners/projects above
education & other - Rule 4(2) of
miscellaneous Companies (CSR)
requirements of Rules, 2014
neighbouring
communities
Details of implementing agencies:
Pratham, Don Bosco Tech, CII Skill Institute Chhindwara, Govt. ITI Lonavala, Prem Daan, Father Agnes Home, Bala
Jyoti, Kudumbashree, Snehalaya, Mercy Home, Naad Foundation
6. The Taj Group believes that the benefits we derive by operating hotels in various locations, especially in remote and
culturally rich destinations, can better the lives of communities, not just in our neighbourhoods but also in areas
which deserve support and access to opportunities for economic betterment. Beyond this, our company considers
itself a custodian of Indian tradition and believes it is part of our responsibility to provide sustainable livelihood
opportunities for artisans and weavers to promote this quintessential heritage and craftsmanship. We continue to
carry forward the legacy of giving back to communities initiated by Mr. Jamsetji Tata decades ago by contributing
to the sustainability of tourism and culture in the locations where we operate.
Till date, the company's approach has been to partner with knowledge-based organizations and supplement their
work with our own resources. We focus especially on building livelihood opportunities for the marginalized &
underprivileged sections of society.
At the same time we aim to develop our regular business operations to be more socio-environmentally conscious and
inclusive. To this end our hotels work with small scale entrepreneurs, womens SHGs and NGOs income generation
projects, to source select goods and services. These range from supplies of fresh fish, vegetables, laundry bags, honey,
candles,. to gift items for guests, and allied services like roti-making. We provide our brand platform to showcase
indigenous art, crafts and culture to tourists, which encourages the artisans to keep these traditions alive, and provides
them a market for their goods.
23
Thus, a large portion of our CSR spend had been geared towards capacity building of these partner
organizations, artisans and internal procurement teams, much of it being un-reportable as per the framework of
the Companies Act, 2013 (the Act).
Within the Act guidelines, we also partner with NGOs, Government ITIs and other Tata Group companies to offer
hospitality training and certification to less-privileged youth. These are mostly rural youth who have dropped out
from school or come from Scheduled Caste Scheduled Tribe background and would otherwise have no access to skill
training for employment. We currently partner with 36 skill training centers across India. Over the last 5 years these
centres have attained over 95% placement ratio in the hospitality industry.
7. Going Forward: 2015/16
With the Act, framework for CSR becoming applicable from 2014-15 onwards, we are in the process of migrating our
approach, systems and partnership processes to ensure a project based approach.
A Sustainability Advisory Council has been formed with a specific mandate of ensuring deployment of required
processes & programmes for CSR. This Council is led by Senior VP and Global Head Human Resources, and consists
of members from our senior leadership team. It acts as the final authority to sign off on CSR initiatives, projects,
partnerships and ensuring timely disbursement of defined budget outlay.
The CSR Committee has guided the internal Sustainability Council to re-structure company CSR initiatives into the
following categories:
Livelihoods
P
artnerships for skill training and certification for less privileged youth (with a focus on needy youth from
marginalized sections, Affirmative Action for Scheduled Castes (SC), Scheduled Tribes (ST) and other deserving
target groups)
Neighbourhoods
Schools serving low-income-groups
Local enterprises linked with art, handicrafts and culture
E
cological awareness, preservation of heritage monuments and facilitation of hygiene/sanitation in key tourism-
relevant areas
Disaster response and rehabilitation in identified areas through Taj Public Service Welfare Trust
The Company management is currently in the process of putting together required mechanism from the previous
operational model to a centralized project based model. An appropriate deployment and reporting system is being
rolled out to ensure effective project implementation, monitoring and reporting for the future.
8. The CSR Committee hereby confirms that the implementation and monitoring of CSR Policy is in compliance with CSR
objectives and Policy of the company.
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ANNEXURE II
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]
Sl. No. Name and Description of NIC Code of the % to total turnover of the
main products / services Product/ service company
1 Short term accommodation activities 551 44.8%
2 Restaurants and mobile food service 561 40.2%
activities
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26
27
IV. SHARE HOLDING PATTERN (Equity Share Capital Breakup as percentage of Total Equity)
Category-wise Share Holding
No. of Shares held at the beginning of the year No. of Shares held at the end of the year
(i.e. as on 01.04.2014) (i.e. as on 31.03.2015) % Change
Category of
during the
Shareholders % of Total % of Total
Demat Physical Total Demat Physical Total year
Shares Shares
A. Promoters
(1) Indian
a) Individual/HUF 0 0 0 0 0 0 0 0 0
b) Central Govt 0 0 0 0 0 0 0 0 0
c) State Govt (s) 0 0 0 0 0 0 0 0 0
d) Bodies Corp. 30,30,66,224 0 30,30,66,224 37.53 30,30,66,224 0 30,30,66,224 37.53 0
e) Banks / FI 0 0 0 0 0 0 0 0 0
f) Any Other 0 0 0 0 0 0 0 0 0
Sub-total (A)(1):- 30,30,66,224 0 30,30,66,224 37.53 30,30,66,224 0 30,30,66,224 37.53 0
(2) Foreign
a) NRIs -
Individuals 0 0 0 0 0 0 0 0 0
b) Other
Individuals 0 0 0 0 0 0 0 0 0
c) Bodies Corp. 0 0 0 0 0 0 0 0 0
d) Banks / FI 0 0 0 0 0 0 0 0 0
e) Any Other 0 0 0 0 0 0 0 0 0
Sub-total (A)(2):- 0 0 0 0 0 0 0 0 0
Total Shareholding 30,30,66,224 0 30,30,66,224 37.53 30,30,66,224 0 30,30,66,224 37.53 0
of Promoter /
Promoter Group
(A)=(A)(1)+(A)(2)
B. Public
Shareholding
1. Institutions
a) Mutual Funds 103,55,084 1,57,663 105,12,747 1.30 706,51,210 157,663 708,08,873 8.77 7.47
b) Banks / FI 12,64,52,753 15,500 12,64,68,253 15.66 882,25,351 15,500 882,40,851 10.93 (4.73)
c) Central Govt 2,500 0 2,500 0.00 2,500 0 2,500 0 0
d) State Govt(s) 0 0 0 0 0 0 0 0 0
e) V
enture Capital 0 0 0 0 0 0 0 0 0
Funds
f) I nsurance
3,66,42,207 1500 3,66,43,707 4.54 330,47,463 0 330,47,463 4.09 (0.45)
Companies
g) FIIs 13,63,95,601 19,720 13,64,15,321 16.89 1,480,86,669 19,720 1,481,06,389 18.34 1.45
h)Foreign Venture 0 0 0 0 0 0 0 0 0
Capital Funds
i) Others (specify)
Foreign Financial 5,951 0 5,951 0 5,951 0 5,951 0 0
Institutions/Banks
Sub-total (B)(1):- 30,98,54,096 1,94,383 31,00,48,479 38.40 4,00,19,144 192,883 34,02,12,027 42.13 3.73
28
No. of Shares held at the beginning of the year No. of Shares held at the end of the year
(i.e. as on 01.04.2014) (i.e. as on 31.03.2015) % Change
Category of
during the
Shareholders % of Total % of Total
Demat Physical Total Demat Physical Total year
Shares Shares
2. Non-Institutions
a) Bodies Corp.
i) Indian 2,84,35,750 98,925 2,85,34,675 3.53 288,89,862 97,345 289,87,207 3.59 0.06
ii) Overseas 0 0 0 0 0 0 0 0 0
b) Individuals
i) I ndividual 12,35,78,333 1,64,13,082 13,99,91,415 17.34 1,007,05,313 153,94,345 1,160,99,658 14.38 (2.96)
shareholders
holding nominal
share capital
upto Rs.1lakh
ii) I ndividual 1,04,96,194 6,81,740 1,11,77,934 1.38 103,51,111 632,240 109,83,351 1.36 (0.02)
shareholders
holding nominal
share capital in
excess of Rs.1
lakh
c) Others (specify)
i) Trusts 46,48,419 0 46,48,419 0.58 104,892 0 104,892 0.01 (0.57)
ii) D
irectors and 1,62,225 0 1,62,225 0.02 157,225 0 157,225 0.02 0
relatives
iii) Foreign 52,86,457 50,280 53,36,737 0.66 44,72,196 50,280 45,22,476 0.56 (0.1)
Nationals and
Non-residents
iv) Clearing 5,79,110 0 5,79,110 0.07 735,287 735,287 0.09 0.02
members
v) HUFs 36,81,189 0 36,81,189 0.46 2,408,060 0 2,408,060 0.3 (0.16)
Sub-total (B)(2):- 17,68,67,677 1,72,44,027 19,41,11,704 24.04 1,478,23,946 161,74,210 1,639,98,156 20.31 (3.73)
Total Public 48,67,21,773 1,74,38,410 50,41,60,183 62.44 48,78,43,090 163,67,093 5,042,10,183 62.44 0.00
Shareholding (B)=(B)
(1)+(B)(2)
Total (A) + (B) 78,97,87,997 1,74,38,410 80,72,26,407 99.97 79,09,09,314 163,67,093 80,72,76,407 99.98 0.01
C. S
hares held by
Custodian for
GDRs & ADRs
Public 2,46,380 0 2,46,380 0.03 1,96,380 0 1,96,380 0.02 (0.01)
Grand Total (A+B+C) 79,00,34,377 1,74,38,410 80,74,72,787 100 79,11,05,694 1,63,67,093 80,74,72,787 100 0
29
Sr.No. Shareholders Shareholding at the beginning of the Share holding at the end of the Year
year (i.e. as on 01.04.2014) (i.e. as on 31.03.2015)
Name
No. of % of total %of Shares No. of % of total %of Shares % Change
Shares Shares pledged / Shares Shares Pledged / in Share
of the encumbered of the encumbered holding
Company to total Company to total during the
shares shares year
1 Lady Tata Memorial 1,77,28,200 2.20 0 1,77,28,200 2.20 0 0
Trust
2 Sir Dorabji Tata Trust 5,02,21,040 6.22 0 5,02,21,040 6.22 0 0
3 Sir Ratan Tata Trust 1,10,23,220 1.37 0 1,10,23,220 1.37 0 0
4 Tata Sons Limited 20,20,52,004 25.02 0 20,20,52,004 25.02 0 0
5 Tata Investment 98,94,060 1.23 0 98,94,060 1.23 0 0
Corporation Limited
6 Ewart Investments 13,18,543 0.16 0 13,18,543 0.16 0 0
Limited
7 Tata Chemicals Limited 72,71,666 0.90 0 72,71,666 0.90 0 0
8 Tata Global Beverages 16,87,742 0.21 0 16,87,742 0.21 0 0
Limited
9 Tata Industries Limited 4,52,571 0.06 0 4,52,571 0.06 0 0
10 Tata Capital Limited 12,000 0 0 12,000 0 0 0
11 Oriental Hotels Limited 5,11,836 0.06 0 5,11,836 0.06 0 0
12 Taida Trading & 1,27,768 0.02 0 1,27,768 0.02 0 0
Industries Limited
13 Taj Madurai Limited 7,65,574 0.09 0 7,65,574 0.09 0 0
TOTAL 30,30,66,224 37.53 0 30,30,66,224 37.53 0 0
30
(iv) Shareholding Pattern of top ten Shareholders (other than Directors, Promoters and Holders of GDRs and ADRs):
No. of Shares at the Cumulative Shareholding
beginning (01-04-14)/end Increase/ during the year
Sr. of the year (31-03-15) Decrease (01-04-14 to 31-03-15)
Name Date Reason
No. % of total in share % of total
No. of No. of
shares of the holding shares of the
Shares Shares
Company Company
1 Life Insurance 124,250,727 15.39 01 April 2014
Corporation of India 11 April 2014 -900,000 Sale of Shares 123,350,727 15.28
18 April 2014 -295,836 Sale of Shares 123,054,891 15.24
23 May 2014 -1,900,000 Sale of Shares 121,154,891 15.00
30 May 2014 -1,525,000 Sale of Shares 119,629,891 14.82
06 June 2014 -1,970,901 Sale of Shares 117,658,990 14.57
13 June 2014 -1,663,439 Sale of Shares 115,995,551 14.37
20 June 2014 -1,194,085 Sale of Shares 114,801,466 14.22
30 June 2014 -2,450,000 Sale of Shares 112,351,466 13.91
04 July 2014 -854,961 Sale of Shares 111,496,505 13.81
11 July 2014 -1,077,229 Sale of Shares 110,419,276 13.67
18 July 2014 -300,000 Sale of Shares 110,119,276 13.64
25 July 2014 -100,000 Sale of Shares 110,019,276 13.63
12 September 2014 -25,361 Sale of Shares 109,993,915 13.62
19 September 2014 -100,000 Sale of Shares 109,893,915 13.61
30 September 2014 -17,300 Sale of Shares 109,876,615 13.61
10 October 2014 -205,000 Sale of Shares 109,671,615 13.58
17 October 2014 -100,000 Sale of Shares 109,571,615 13.57
31 October 2014 -310,959 Sale of Shares 109,260,656 13.53
07 November 2014 -1,019,650 Sale of Shares 108,241,006 13.40
14 November 2014 -215,931 Sale of Shares 108,025,075 13.38
21 November 2014 -495,388 Sale of Shares 107,529,687 13.32
28 November 2014 -350,001 Sale of Shares 107,179,686 13.27
05 December 2014 -4,705,983 Sale of Shares 102,473,703 12.69
12 December 2014 -1,193,776 Sale of Shares 101,279,927 12.54
19 December 2014 -625,308 Sale of Shares 100,654,619 12.47
31 December 2014 -1,910,763 Sale of Shares 98,743,856 12.23
09 January 2015 -2,148,864 Sale of Shares 96,594,992 11.96
16 January 2015 -2,594,083 Sale of Shares 94,000,909 11.64
23 January 2015 -773,528 Sale of Shares 93,227,381 11.55
30 January 2015 -545,588 Sale of Shares 92,681,793 11.48
06 February 2015 -399,289 Sale of Shares 92,282,504 11.43
13 February 2015 -1,472,884 Sale of Shares 90,809,620 11.25
20 February 2015 -805,321 Sale of Shares 90,004,299 11.15
27 February 2015 -530,586 Sale of Shares 89,473,713 11.08
06 March 2015 -1,357,265 Sale of Shares 88,116,448 10.91
13 March 2015 -301,244 Sale of Shares 87,815,204 10.88
87,345,524 10.82 31 March 2015 -469,680 Sale of Shares 87,345,524 10.82
2 Government Pension 40,454,747 5.01 01 April 2014
Fund 11 April 2014 -154043 Sale of Shares 40,300,704 4.99
18 April 2014 -126409 Sale of Shares 40,174,295 4.98
25 April 2014 -168616 Sale of Shares 40,005,679 4.95
02 May 2014 -170389 Sale of Shares 39,835,290 4.93
09 May 2014 -176734 Sale of Shares 39,658,556 4.91
16 May 2014 -33865 Sale of Shares 39,624,691 4.91
23 May 2014 -25000 Sale of Shares 39,599,691 4.90
30 May 2014 -247317 Sale of Shares 39,352,374 4.87
06 June 2014 -293695 Sale of Shares 39,058,679 4.84
13 June 2014 -251015 Sale of Shares 38,807,664 4.81
20 June 2014 -279176 Sale of Shares 38,528,488 4.77
30 June 2014 -276319 Sale of Shares 38,252,169 4.74
04 July 2014 -509903 Sale of Shares 37,742,266 4.67
11 July 2014 -442842 Sale of Shares 37,299,424 4.62
18 July 2014 -297247 Sale of Shares 37,002,177 4.58
25 July 2014 -499454 Sale of Shares 36,502,723 4.52
08 August 2014 -420000 Sale of Shares 36,082,723 4.47
23 August 2014 -2624356 Sale of Shares 33,458,367 4.14
12 September 2014 -1820000 Sale of Shares 31,638,367 3.92
19 September 2014 -100000 Sale of Shares 31,538,367 3.91
05 December 2014 -30000 Sale of Shares 31,508,367 3.90
09 January 2015 -100000 Sale of Shares 31,408,367 3.89
31,383,367 3.89 13 February 2015 -25000 Sale of Shares 31,383,367 3.89
31
32
33
#C eased to be in the list of Top 10 shareholders as on March 31, 2015. The same is reflected above since the shareholder
was one of the Top 10 shareholders as on April 1, 2014
* Not in the list of Top 10 shareholders as on April 1, 2014. The same has been reflected above since the shareholder was
one of the Top 10 shareholders as on March 31, 2015.
Mehernosh S. Kapadia (31,200 shares are jointly No. of shares % of total No. of shares % of total
held with Villu Mehernosh Kapadia) shares of the shares of the
company company
At the beginning of the year 50,280 0.006 50,280 0.006
Date wise Increase /Decrease in Share holding NIL NIL NIL NIL
during the year specifying the reasons for increase
/decrease (e.g. allotment /transfer /bonus/ sweat
equity etc):
At the End of the year 50,280 0.006 50,280 0.006
Deepak Parekh (jointly held with Harsha Parekh) No. of shares % of total No. of shares % of total
shares of the shares of the
company company
At the beginning of the year 1,845 0.0002 1,845 0.0002
Date wise Increase /Decrease in Share holding NIL NIL NIL NIL
during the year specifying the reasons for increase
/decrease (e.g. allotment /transfer /bonus/ sweat
equity etc):
At the End of the year 1,845 0.0002 1,845 0.0002
34
V. INDEBTEDNESS
Indebtedness of the Company including interest outstanding/accrued but not due for payment:
` crores
35
(c) Profits in - - - - - -
lieu of salary
under section
17(3) Income-
Tax Act, 1961
2) Stock Options NIL NIL NIL NIL NIL NIL
3) Sweat Equity NIL NIL NIL NIL NIL NIL
4) Commission
paid
- as % of Profit - 2.61 0.80 0.80 0.60 4.81
36
Annexure III
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 Personnel) Rules, 2014]
To,
The Members,
The Indian Hotels Company Limited
I have conducted the secretarial audit of the compliance of applicable statutory provisions and the adherence to good
corporate practices by The Indian Hotels Company Limited (hereinafter called the Company). Secretarial Audit was
conducted in a manner that provided me a reasonable basis for evaluating the corporate conducts/statutory compliances
and expressing my opinion thereon.
Based on my verification of the Companys 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, complied with the statutory provisions listed hereunder
and also that the Company has proper Board processes and compliance mechanism in place to the extent, in the manner
and subject to the reporting made hereinafter:
I have examined the books, papers, minute books, forms and returns filed and other records maintained by 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 thereunder;
ii. The Securities Contracts (Regulation) Act, 1956 (SCRA) and the rules made thereunder;
iii. The Depositories Act, 1996 and the Regulations and Bye-laws framed thereunder;
iv. Foreign Exchange Management Act, 1999 and the rules and regulations made thereunder to the extent of External
Commercial Borrowings and rights issue of Compulsorily Convertible Debentures;
The following Regulations and Guidelines prescribed under the Securities and Exchange Board of India Act, 1992 (SEBI
Act):-
i. The Securities and Exchange Board of India (Substantial Acquisition of Shares and Takeovers) Regulations, 2011;
ii. The Securities and Exchange Board of India (Prohibition of Insider Trading) Regulations, 1992;
iii. The Securities and Exchange Board of India (Issue of Capital and Disclosure Requirements) Regulations, 2009 relating
to rights issue of Compulsorily Convertible Debentures;
iv. 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;
Though the following laws are prescribed in the format of Secretarial Audit Report by the Government, the same were
not applicable to the Company for the financial year ended on March 31, 2015:
i. The Securities and Exchange Board of India (Employee Stock Option Scheme and Employee Stock Purchase Scheme)
Guidelines, 1999;
ii. The Securities and Exchange Board of India (Issue and Listing of Debt Securities) Regulations, 2008;
iii. The Securities and Exchange Board of India (Delisting of Equity Shares) Regulations, 2009;
iv. The Securities and Exchange Board of India (Buyback of Securities) Regulations, 1998; and
v. Foreign Exchange Management Act, 1999 and the rules and regulations made thereunder to the extent of Foreign
Direct Investment (except rights issue of Compulsorily Convertible Debentures) and Overseas Direct Investment.
38
Place: Mumbai
Date: May 29, 2015 Mr.Prakash K. Pandya
FCS No.: 3901
COP No.: 2311
Note: This report is to be read with our letter of even date which is annexed as Annexure A and forms an integral part
of this report.
39
1.
The compliance of provisions of all laws, rules, regulations, standards applicable to The Indian Hotels Company
Limited (the Company) is the responsibility of the management of the Company. Our examination was limited to the
verification of records and procedures on test check basis for the purpose of issue of the Secretarial Audit Report.
2.
Maintenance of secretarial and other records of applicable laws is the responsibility of the management of the
Company. Our responsibility is to issue Secretarial Audit Report, based on the audit of the relevant records maintained
and furnished to us by the Company, along with explanations where so required.
3. We have followed the audit practices and processes as were appropriate to obtain reasonable assurance about the
correctness of the contents of the secretarial and other legal records, legal compliance mechanism and corporate
conduct. The verification was done on test check basis to ensure that correct facts as reflected in secretarial and other
records produced to us. We believe that the processes and practices we followed, provides a reasonable basis for our
opinion for the purpose of issue of the Secretarial Audit Report.
4. We have not verified the correctness and appropriateness of financial records and Books of Accounts of the Company.
5. Wherever required, we have obtained the management representation about the compliance of laws, rules and
regulations and major events during the audit period.
6. The Secretarial Audit Report is neither an assurance as to the future viability of the Company nor of the efficacy or
effectiveness with which the management has conducted the affairs of the Company.
Place: Mumbai
Date: May 29, 2015 Prakash K. Pandya
FCS No.: 3901
COP No.: 2311
40
Annexure IV
Information under Section 197 of the Act read with Rule 5(1) of the Companies(Appointment and Remuneration
of Managerial Personnel) Rules, 2014
a. The ratio of the Remuneration of each Director to the median Remuneration of the employees of the Company for
the financial year.
b. The percentage increase in Remuneration of each Director, Chief Financial Officer, Chief Executive Officer, Company
Secretary or Manager, if any, in the financial year.
c. Comparison of the Remuneration of each Key Managerial Personnel against the performance of the Company.
Whole-time Directors and KMP Remuneration Remuneration % Increase of Ratio to Ratio of 2014/15
in 2014/2015 in 2013/ 2014 Remuneration median Remuneration to
(` Lakhs) (` Lakhs) in 2015 as Remuneration Revenue Net Profit
compared to
2014
Mr. Rakesh Sarna 617.02 - - 346.04 0.29% -8%
MD & CEO*
Mr Raymond N. Bickson MD ** 1242.45 1039.66 20% 975.53 0.59% -15%
Mr. Anil P. Goel 223.40 236.67 -6% 73.09 0.11% -3%
ED & CFO
Mr. Mehernosh S. Kapadia - ED 168.00 165.37 2% 54.96 0.08% -2%
Corporate Affairs
Mr. Abhijit Mukerji ED 195.85 208.08 -6% 64.07 0.09% -2%
Operations
Mr. Beejal Desai, VP Legal & 78.99 78.40 1% 25.84 0.04% -1%
Company Secretary
Traditionally, the Directors are paid commission each year, after the annual accounts are approved by the Members
at the Annual General meeting of the Company. However, the Non-Executive Directors decided to forgo their
Commission for the year 2013/14 as would have been receivable in 2014/15, on account of the financial performance
of the Company.
d. The percentage increase in the median remuneration of employees in the financial year was 7.36%
e. The number of permanent employees on the rolls of company were 5,113 in number.
41
f. The explanation towards the relationship between average increase in remuneration and Company performance:
In view of the business performance, the Company did not undertake any major salary revision in favour of the
employees. The overall percentage increase of 7.84% has been primarily provided to offset inflation cost and increase
in cost of living expenses.
g. Comparison of the Remuneration of the Key Managerial Personnel (KMP) with regard to the performance of the
Company:
Particulars ` Lakhs
Aggregate Remuneration of KMP in 2014/15 2525.71
Full year Revenue 210360
% to Revenue 1.2%
Profit before Tax and Exceptional Items 23058
% to above 10.96%
h. Variations in the market capitalization of the Company, price earnings ratio as at the closing date of the current
financial year and previous financial year and percentage increase over 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.
The market capitalization of the Company as at March 31, 2015 is ` 9,437.74 crores, as against
` 5,854.18 crores as at March 31, 2014, an increase of 61.21% during the year under review. The Company has
negative Earnings Per Share in the above years due to exceptional items.
The last public offer for the shares of the Company was an Offer for Sale made in the year 1970-71, for 11,50,000
Ordinary Shares (Equity Shares) of ` 10 each at par. The market quotation (BSE closing) of the Equity Shares of
the Company as on March 31, 2015 was ` 116.85 per share of face value ` 1 each representing an increase of
approximately 11585% over the period.
i. Average percentile increase already made in the salaries of employees other than the Managerial Personnel in the
last financial year is 6.07% and increase in Managerial Remuneration other than the severance payment made to
Ex Managing Director is 9%.
j. The key parameters for any variable component of remuneration availed by the Directors:
Non-Executive Directors:
Based on the Companys performance, profits, returns to investors, shareholder value creation etc., the aggregate
commission recommended for all the Non-Executive Directors for the year ended March 31, 2015, was distributed broadly
on the following basis:
Number of meetings of the Board and substantive committees of the Board attended
Role and responsibility as Chairman/member of the Board/Committee
Individual contribution at meetings and
Time spent other than in meetings relating to the operations of the company
Executive Directors
Based on the Companys performance, profits, returns to investors, shareholder value creation etc., the aggregate
commission recommended for all the Executive Directors for the year ended March 31, 2015, was distributed broadly on
the basis of the achievement of their Short Term and Strategic Long term Goals.
k. The ratio of the Remuneration of the highest paid Director to that of the employees who are not Directors but
receive Remuneration in excess of the highest paid Director during the year: Not Applicable
l. It is affirmed that the Remuneration is as per Remuneration policy for Directors, Key Managerial Personnel and other
employees adopted by the Company
42
Sr. Name of Employee Designation Age Gross Net Qualification Experience Last
No. as on Remuneration Remuneration (No. of Employment Held Commencement
31/3/2015 ` ` Years) As of Employment
on 31/03/15
1 *Banerjee Sandeep Director - Human Resources, 45 4,169,102 3,072,341 PGDM, B.Sc (Eco. Hons) 21 Orient Fans July, 2005
Vivanta Hotels
2 Basu Renu (Ms.) Vice President - Sales 55 12,169,890 7,251,888 B.A (Hons.) L.L.B, 33 HDFC Bank January, 1999
Dip. In Business Management Mumbai
3 Beri D K Sr. Vice President - Business & 66 10,223,170 6,837,449 B.Sc. Dip. In H.M.C.T 44 ITDC January, 1982
Corporate Affairs
Advance Dip. In Hotel Management
(Germany)
4 Bhatia Prakash Director - Legal & Secretarial 56 6,250,058 4,287,709 LLB, CS, M. Com, B.Com 36 Indian Overseas February, 1986
(North) Bank
Annual Report 2014-2015
5 *Bickson. R Managing Director & CEO 59 124,245,565 81,635,785 Advance Mgmt. Program - Harvard 42 The Mark Hotel January, 2003
University Boston, MA, USA New York, U.S.A
International Senior Managers
Program - Harvard University Boston,
MA, USA
Financial Mgmt. Course - Cornell
University (USA)
Production & Services - Ecole Lernania
de Lausanne, Switzerland
Honorary Doctorate in Hospitality
Management from Johnson & Wales
University, USA
6 Chachra Brij Bhushan Corporate Director of Revenue 39 6,119,708 4,453,750 Dip in Hotel Management 18 Preferred Hotel April, 2013
Management Group
7 Chander Parveen Dy. General Manager - The Taj 44 8,096,562 4,438,719 Dip in Hotel Management 23 First Employment June, 1992
Kumar Mahal Palace, Mumbai
8 Choubal Vikram Vice President - Projects 52 6,851,046 3,815,782 Marine Engineer 30 Market City December, 2012
Rajaram Resources Pvt Ltd
9 Desai Beejal A. Vice President - Legal & 50 7,913,835 5,356,822 CS, LLB, B.Com, Dip in Computer 30 Bharat Forge May, 2011
Company Secretary Mgmt., Limited
10 Gandotra Ananya (Ms.) Head of Technical Services 46 8,083,594 5,724,646 PhD, (Cardiff University) B Arch. IIT, 21 DLF House April, 2011
Delhi Development Ltd
11 *Ganesh Babu Executive Housekeeper - Taj 61 1,710,494 1,239,170 B.Sc 37 First Employment March, 1977
Kanamma (Ms.) Coromandel, Chennai
12 Goel Anil P Executive Director - Finance 58 22,340,314 11,664,788 B.Com.(Hons.) A.C.A 32 Tata Tea Limited July, 2004
13 Kapadia Mehernosh Executive Director - Corporate 62 16,800,270 9,281,449 S S C 40 Universal Express May, 1977
Affairs Travels & Tours
14 *Kumar Perpetua (Ms.) General Manager - Vivanta by 60 5,112,463 3,547,579 B.A (Hons.) 38 First Employment August, 1976
Taj Yeshwantpur, Bengaluru
15 Mehendale Mangesh Director - Mergers & 41 7,897,566 4,800,404 B. Com, ACA 21 Edelweiss Capital July, 2008
Acquisitions
16 *Misra Deepa Harris Senior Vice President - Sales & 57 29,162,548 19,013,759 B.A, M.A (English.), Dip. In Journalism 31 Fashion Magazine July, 1983
(Ms.) Marketing
17 Mohd Saleem Yousuff Area Director - Goa & General 51 6,277,444 4,254,367 B.A 28 First Employment October, 1986
Manager - Taj Exotica, Goa
18 Momen Faisal Chief Operating Officer - TTT & 46 10,017,936 5,914,205 B.B.A (Wharton School of Business) 23 White Cliff Tea August, 2002
Inditravel Limited (P) LTD
University of Pennsylvania
19 Mukerji Abhijit Executive Director - Hotel 53 19,584,755 11,658,672 Dip. In Hotel. Management, 31 First Employment December, 1984
Operations MBA - Cornell -Essec, CHA,
TGMP (Harvard University)
20 Narang Jyoti (Ms.) Chief Operating Officer - Luxury 57 13,331,255 7,722,995 B.A. (Eco), M.B.A 36 Spica Group of October, 1982
India Industries
21 Nataraj Prakash Director-Operations, OHL 52 8,156,244 5,537,956 B.Com 26 Food Specialties August, 1988
Chennai Limited
42 A
Sr. Name of Employee Designation Age Gross Net Qualification Experience Last
42 B
No. as on Remuneration Remuneration (No. of Employment Held Commencement
31/3/2015 ` ` Years) As of Employment
on 31/03/15
22 Natarajan K Corporate Chef - The Gateway 59 8,767,641 5,954,490 B.Sc. D.H.M.C.T 34 First Employment September, 1981
Hotels
23 Newar Rajeev Vice President - Finance 47 9,555,019 6,438,766 ACA, CS, B.Com (Hons.) 23 Birla Corporation April, 1992
Limited
24 Oberoi H.K. Corporate Chef - Luxury Hotels 61 12,154,465 7,791,728 Dip. in H.M.C.T. 40 First Employment July, 1974
25 Parekh Rajeshkumar H. Director - Finance International 53 7,048,676 4,847,412 ACA, ACS, B.Com 30 Tata Chemicals September, 2000
Companies Limited
26 *Patel Bina (Ms.) Vice President - SPA Operations 44 8,566,293 6,170,576 Corporate Law (Hons) 24 Gurudev Siddha August, 2003
& Development Peeth, Ganeshpuri
27 Patel Gev Vice President - Sales (Luxury 54 7,966,243 5,483,421 B.Sc. 29 Eureka Forbes Ltd., March, 1984
International)
28 Pokhariyal Gaurav General Manager - The Taj 47 9,155,088 5,212,092 Dip in Hotel Management 22 Surrendra Paul June, 1993
Mahal Palace Hotel, Mumbai Group of Hotels
29 *Poupon Yannick Chief Operating Officer - Luxury 66 10,035,373 7,212,543 Graduate Hotel Management School 43 Intercontinental September, 2001
International Strasbourg, France Group
30 Rao Shalini (Ms.) Director - Marketing 46 10,851,652 7,150,986 MMM (Griffith University, Australia) 21 Tetrapak India February, 2012
PG Dip in Mgmt (Marketing),
B.A(Hons)
31 Rathore Mahavir Singh Head - Group Security 57 8,397,282 4,859,522 M.A 32 First Employment October, 1982
32 *Rawat Manoj Manager - Human Resources 45 1,695,156 1,046,950 MSW, LLB, MBA 21 East Indian Hotels October, 2006
Ltd
The Indian Hotels Company Limited
33 Sahay Prabhat Verma Chief Operating Officer - The 44 10,693,892 5,925,510 Dip. In Hotel Mgmt 24 First Employment September, 1980
Gateway Hotels
34 *Sarna Rakesh Managing Director & CEO 58 43,710,952 24,414,399 Diploma in Hospitality Administration 30 Hyatt Hotels 2014
Corporation
35 Siganporia Khushru Director - Information Systems 50 6,775,422 4,597,204 PG Dip In Comp. Architecture & 26 Everest Marketing December, 1990
Mtce., BSC. Pvt Ltd.
36 Singh Sarabjeet Director-Operations, Taj GVK 50 7,812,084 5,042,095 Dip in Hotel Management 27 First Employment September, 1988
Hotels & Resorts Limited
37 Singh Taljinder General Manager - Taj Palace 46 7,340,633 4,724,630 B.Com 25 First Employment September, 1990
Hotel, New Delhi
38 Singh Veer Vijay Chief Operating Officer - 61 12,604,243 7,375,180 Dip. In Hotel Management, IHM PUCA 39 First Employment December, 1976
Vivanta Hotels
39 Solomon Ananda Corporate Chef- Vivanta Hotels 59 12,546,648 7,999,939 Dip. In H.M.C.T 32 Hotel Blue March, 1990
Diamond
40 *T Damu Vice President - Corporate 72 1,229,800 1,030,042 Diploma in Advertising and Public 47 Tata Tea Limited January, 2001
Affairs (South) Relation
41 *Venkata Ramana Senior Vice President & Global 54 22,094,873 14,277,910 PH.D (Strategic HR Management), 29 Hindustan Coca April, 2014
Murthy Pinisetti Head - HR B.Law, B.Com Cola Beverages
Pvt Ltd
42 Venkatesh Suma (Ms.) Vice President - Development 46 9,827,323 6,926,114 B E (Electrical), MBA 25 Portman Overseas October, 2002
43 Vesavevala Rustom Vice President - Learning & 50 6,729,245 4,529,365 MMS, B Com 26 Tata Administrative June, 1989
Development Service
44 Yagna Raman Director - Group Internal Audit 50 7,471,079 5,127,623 CA, AICWA, CS 27 Tata Tea Limited July, 1988
Santanam
45 Zorniger Birgit (Ms) General Manager - Taj Lands 51 15,932,332 8,077,852 German Professional Hotel & 31 The Mark Hotel, March, 2003
End, Mumbai Restaurant Diploma (Hons) New York
Note :
1. Net Remuneration is arrived at by deducting from the remuneration received, Income Tax, Company's Contribution to provident fund and superannuating fund.
2. All employees are entitled to Gratuity, Medical Benefits & Leave Travel Assistance as per rules of the Company.
3. All the employees have adequate experience to discharge the responsibilities assigned to them.
4. The nature of employment in all cases is contractual.
5. No Employees are related to any director of the company.
6. None of the above employees hold more then 2% of paid up capital of the company.
* 7. Employed only for part of the year.
Mumbai, May 29 , 2015 On behalf of the Board of Directors
Cyrus Mistry
Chairman
Annual Report 2014-2015
Future Trends
During 2015, the industry's contribution to global GDP is expected to grow by 3.7% and employment by 2.6%. By the
end of 2015, the Travel & Tourism sector will contribute US$ 7,860 billion, 10% of global GDP, once all direct, indirect and
induced impacts are taken into account. The sector is estimated to account for 284 million jobs, representing 9.5% of total
employment.
World Travel & Tourism GDP growth estimated at 3.7% is expected to be stronger than the overall economy growth of
2.9% and is expected to exceed the overall GDP growth in over half of the 184 countries covered by the World Travel &
Tourism Council (WTTC) annual economic impact research. South Asia is expected to experience the highest growth in 2015
at 6.9%, whilst Europe and Latin America are the regions with the lowest forecast growth of 2.4%.
In 2015, Travel & Tourism is expected to generate in the region of 7.2 million new jobs in total, with 2.1 million new jobs
directly created within the sector.
The key drivers for international travel demand growth to India include the easier e-visa regime, Swachh Bharat Abhiyan,
Make in India and other similar initiatives which are expected to build a positive global image for the country and will
have a long term impact for the travel and tourism industry. WTTC predicts that the travel and tourism industry in India
will grow by 7.5% in 2015. This demonstrates the sectors enduring ability to generateeconomicgrowth, as the GDP is also
targeted to increase by 7.5% in 2015-16. By the end of 2015, the travel and tourism sector will contribute 7% of Indias
GDP, and generate 37.4 millionjobs; more than 1.8% of those generated in 2014.
43
Leisure travel spending is expected to grow by 6.5% in 2015 to ` 5,859.3 billion and domestic travel spending is expected
to grow by 7.0% in 2015 to ` 5,737.5 billion. Domestic travel is strong and remains the demand bedrock of the industry;
as the economy improves, domestic business, leisure and Meetings, Incentives, Convention, Exhibition (MICE) travel will
grow rapidly, spreading over many cities and towns.
The Taj Group has over 870 Rooms in development in the pipeline over 2015-16 of which 280 rooms are under the Gateway
Hotels, 307 rooms under Vivanta by Taj and 283 rooms under the Taj brand.
WILDLIFE LODGES
Your Companys joint venture, Taj Safaris Limited which operates four lodges in Madhya Pradesh at Bandhavgarh, Pench,
Panna and Kanha National Parks continue to delight guests through distinctive experiences in natural surroundings of
National Parks and tiger habitat.
JIVA SPA
The philosophy of Jiva Spas is rooted inherently in Indias ancient approach to wellness. The ethos of the carefully recreated
treatments are drawn from the rich and ancient wellness heritage of India; the fabled lifestyle and culture of Indian royalty
and the healing therapies that embrace Indian spirituality. Jiva being an eco-sensitive spa brand, has all spa products
that are natural, native to India and contain herbs, pure essential oils, lipids, clays, mud, salts and flower waters - all of a
botanical source. Jiva Spa uses organic linen and eco-friendly toxin-free pottery.
In the year 201415, the Company launched three new Jiva Spas at Vivanta by Taj Blue Diamond, Pune, Taj Coromandel,
Chennai and Vivanta by Taj Dwarka, New Delhi respectively.
As on March 31, 2015, there are 33 Jiva Spas operational across the Group. Jiva Spa also runs non-branded spas i.e. The
Spa and is operating 14 such spas in various hotels across the Taj Group.
44
GUEST EXPERIENCE
45
With the increasing significance of the online space, your Company broadened the range of activities undertaken with a
focus on reaching out to varied desired target audiences and now has more connected digital network than ever before.
Your Company unveiled Instagram and Pinterest channels to enhance online presence on Social Media channels. The
interactions on Facebook, Tripadvisor, Twitter, YouTube and blogs actively encourage conversation with consumers and
help us enhance guest engagement in real time and these have met with favorable responses for crowd sourced events
and promotions.
Ginger Hotels
Your Company's subsidiary, Roots Corporation Limited, which operates hotels under the "Ginger" brand, has 33 operational
hotels. Two hotels have been added in Katra and Vizag during the financial year. Further projects are at various stages of
execution in Tirupati, Vapi and Madgaon.
46
Demand Drivers
oom For More Campaign: Based on the successes and learnings from the new Room For More promotions launched
R
in April, 2013, your Company continued the thrust of providing compelling value proposition to the consumers across
hotels worldwide for the period April to September 2014 with an objective to drive total RevPar during the low
demand period and reward loyalty. The focus is on boosting demand, enhancing capacity utilization and ancillary
revenues with unique value propositions for the customers. The various initiatives undertaken for this campaign are
Bed Breakfast and More, Savers and Stay a Bit Longer. The promotions were supported by comprehensive marketing
campaigns across all key markets.
Taj Holidays: Your Company continued to drive focus for the resort destinations for domestic travelers through the Taj
Holidays platform in line with the strategy to drive domestic dominance. Summer, Monsoon and Winter campaigns
were launched to target the domestic leisure segment which has been growing consistently since last year. This was
promoted aggressively through a 360 degree sales and marketing plan along with roadshows.
Ginger Hotels
Ginger Hotel, Vizag, Vishakhapatnam: Launched in December 2014 at Dwaraka Nagar, the hotel comprises 72 smartly
furnished rooms designed to make guests stay comfortable and convenient.
Ginger Hotel, Katra, Jammu: Launched in March 2015, it is an 80 room hotel, located at a distance of 1.5 kms from
Ban Ganga which is the starting point towards Shri Mata Vaishno Devi temple.
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48
ENVIRONMENTAL INITIATIVES
Based on international guidelines propounded by Global Reporting Initiative (GRI - G3.1) and United Nations Global
Compact (UNGC), your Company submits its Corporate Sustainability Report to UNGC. Your Company continues to voluntarily
participate in the globally recognized Carbon Disclosure Project in line with the commitment to Climate Change Principles.
Your Company has, over the last three years, been awarded an A+ certification by UNGC. This is the highest possible
rating that a company can achieve. Your Company has also been included in the Carbon Disclosure Project Leadership
index (CDLI).This has been achieved among a base of over 6,000 applications from 135 countries.
Energy Management
Your Company is conscious of the environmental impact across operations and strives to reduce the impact on an ongoing
basis. The hotels have adopted environmental and safety management systems and instituted Environmental Certification
systems. Your Company believes that responsible tourism is about more than just operating hotel premises in a sustainable
way. By supporting target communities through livelihood and neighbourhood initiatives, your Company echoes the
Tata mission statement to improve the quality of life of the communities we serve globally. Embedding sensitivity and
responsibility for local environs and neighbourhoods into our key business processes has been one of the main aspects that
define the legendry Taj culture and distinguishes our brand.
Under the aegis of EARTH (Environmental Awareness & Renewal at Taj Hotels) vision and Tata values, the Taj Group has
been benchmarking and certifying their hotels through EarthCheck. EarthCheck is the world's leading environmental
management and professional services group for the travel and tourism industry
Your Company measures and records its direct and indirect emissions of Green House Gases, water consumption, reuse
and recycling impact as well as waste generation and disposal. Your Company recognizes the need to create general
awareness of environment sustainability beyond our fences and involve the community. All our hotels participate in
awareness initiatives by participating in global environment awareness events like World Environment Day (5th June), Tata
Sustainability month and Earth Hour campaigns
Your Company is conscious of the impact of our daily operations on the environment and is continuously taking steps to
reduce dependence on fossil fuels.
Water Management
Your Company works on effective water management through ground water recharging, rain water harvesting, water
reuse and recycling. Many of our hotels this year have attained the status of zero water discharge into municipal sewers,
which means that these hotels completely use and reuse all the water procured. Several hotels across the Taj Group
practice rain water harvesting.
49
Waste Management
Whilst your Company continues to set higher milestones in its journey of environmental excellence in terms of
reducing the impact of operations on natural resources, it is also committing itself to spread environmental awareness
in neighbourhoods around the hotels in ecologically sensitive locations & regions with water shortage by investing in
increased use of renewable energy sources and promoting water harvesting. Many of the hotels compost biodegradable
food and horticulture waste.
Safety
Your Company works diligently on its commitment to safety in a three pronged manner by encompassing security,
workplace safety and food safety. Tajs safety vision is guided by its Safety Policy, the Tata Code of Conduct and the Tata
Safety Policy. The Senior Leadership Team emphasizes a zero tolerance for accidents and personally reviews all accidents
and their root causes to drive corrective and preventive action through the apex-level Safety Council and Safety Committee
meetings. Your Company has intensified its Safety audit systems at the hotels by partnering with Bureau Veritas (India) Ltd
to conduct a detailed audit of hotel operations across Luxury, Vivanta, Gateway, Ginger hotels and Taj SATS. Additionally,
fire safety audits are also conducted for all hotels by external domain experts.
Your Company is committed to continually improve the Food Safety Management System by training and optimizing
capacities of people, processes and technologies within the system and ensuring implementation of ISO 22000 Food Safety
Management System, Codex Standards and other applicable Internal and External Standards.
BUSINESS EXCELLENCE
Tata Business Excellence Model
Under the guidelines of the Tata Business Excellence Model, two focus areas were identified for deep dive. In partnership
with Tata Quality Managements Services, specially identified teams worked on the following:
1. Human Resources: A deep-dive on the Performance Management System. The existing performance management
system was revisited and aligned to more sharply drive overall business performance across all locations through
systematic implementation.
2. Customer: A Voice of Customer Study (Qualitative) was conducted for select top accounts of Taj to understand the
various elements on how to serve the Customers (Key accounts) better.
50
Socio-political risks
In addition to economic risks, your Company faces risks from the socio-political environment, internationally as well as
within the country and is affected by events like political instability, conflict between nations, threat of terrorist activities,
occurrence of infectious diseases, extreme weather conditions and natural calamities, etc. which may affect the level of
travel and business activity.
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52
OTHER INITIATIVES
` crores
Year ended
Particulars
March 31, 2015 March 31, 2014
Income
Sales & Other Operating Income 2,024.38 1,929.51
Other Income 79.22 47.82
Total Income 2,103.60 1,977.33
Expenditure
Consumption of Raw Materials 181.88 176.83
Employee Benefits Expense 531.37 472.53
License Fees 128.39 125.74
Fuel, Power and Light 174.27 165.70
Depreciation/Amortisation 117.85 122.26
Other Expenditure 649.80 599.25
Total Expenditure 1,783.56 1,662.31
Profit before Finance Cost and Tax 320.04 315.02
Finance Costs 89.46 98.82
Profit before Tax and Exceptional Items 230.58 216.20
Exceptional Items (228.70) (737.10)
Profit/(Loss) before Tax 1.88 (520.90)
Provision for Tax (including for earlier years) 83.90 69.59
Loss after Tax (82.02) (590.49)
53
Revenues
The summary of total income is provided in the table below:
` crores
Year Ended
Particulars % Change
March 31, 2015 March 31, 2014
Room Income 908.34 884.26 3
Food, Beverage & Banqueting Income 813.42 774.16 5
Other Operating Income 302.62 271.09 12
Non-Operating Income 79.22 47.82 66
Total Income 2,103.60 1,977.33 6
Statistical Information
Average Room Rate (`) 9,562 9,360 2
Occupancy (%) 64 64 -
Room sales increased by 3% compared to the previous year due to marginally higher ARRs in the current year.
Food & Beverages income grew by 5% over previous year, mainly due to increase in restaurant sales of ` 25.36 crores
and banqueting business of ` 13.90 crores.
Other Operating Income constitutes mainly of income from Management Fees, Laundry, Spa & Health Club, Telephone,
Business Centre Rents, etc. Other Operating Income was higher than previous year by 12%. The increase was driven
by an increase in Car Hire Income (` 10.53 crores), Spa and health club income (` 1.36 crores) and Management &
operating fee (` 12.20 crores).
Non-Operating Income increased over the previous year by ` 31.40 crores on account of an increase in Interest Income
(` 21.33 crores) and Dividend Income (` 12.04 crores) due to deployment of funds raised from the Rights Issue, in Fixed
Deposits and Mutual Funds, pending planned deployment.
Operating Expenses
Operating expenses increased by 7% from ` 1,662.31 crores in the previous year to `1,783.56 crores. While the increase in
variable operating costs was due to increase in volume and addition of the new hotel at Dwarka, Payroll expenses were
higher than the previous year due to increments and wage settlements and increase in actuarial liabilities primarily due to
fall in Govenment Security rate. Additionally, Power and Light expenses were higher than the previous year due to increase
in tariffs, Repairs and Maintenance expenses were higher due to refurbishments done in select hotels and Rates and Taxes
were higher due to incremental property taxes. Legal expenses were higher due to settlement of an arbitration claim and
also there has been an increase in costs of outsourced support services.
Depreciation for the year was lower at ` 117.85 crores compared to ` 122.26 crores in the previous year.
Finance Costs
Finance costs for the year ended March 31, 2015, at ` 89.46 crores, net of currency swap gain, were lower than the
preceding year by `9.36crores due to retirement of debt in the latter part of previous year as well as repayment of debt/
short term loans in the current year out of Rights Issue proceeds.
54
Exceptional Items
Exceptional Items includes items as under:
` crores
Year Ended
Particulars
Mar 31, 2015 Mar 31, 2014
Operating Activities
Net cash from operating activities was higher at ` 399.78 crores vis--vis ` 367.86 crores in the previous year due to income
tax refunds received during the current year.
Investing Activities
During the year under review, the Company incurred ` 137.65 crores towards capital expenditure, most part of which was
incurred on the Companys projects covering Vivanta by Taj hotels at Dwarka and at Guwahati. The Company has received
` 153.84 crores on account of partial refund of deposits from a wholly owned subsidiary.
As at March 31, 2015, ` 431.82 crores were invested in Liquid Mutual Funds.
55
Financing Activities
During the year, the Company allotted 18,18,01,228 Compulsorily Convertible Debentures (CCDs) of ` 55 each aggregating
to ` 999.91 crores . Each CCD is convertible into 1 equity share of ` 1 each at a premium of ` 54 per share after 18
months from the date of allotment of the CCD. Out of the issue proceeds along with cash generated from operations, the
Company has repaid long term and short term loans of ` 638.28 crores during the year.
Year Ended
Particulars
March 31, 2015 March 31, 2014
Income
Sales & Other operating income 4188.64 4066.19
Other Income 98.71 59.75
Total Income 4287.35 4125.94
Expenditure
Consumption of Raw Materials 443.09 427.07
Employee Benefits Expense 1462.46 1372.19
License Fees 209.61 208.15
Fuel, Power & Light 320.43 311.15
Depreciation 291.29 308.13
Other Expenditure 1264.47 1188.06
Total Expenditure 3991.35 3814.75
Profit Before Finance Cost and Tax 296.00 311.19
Finance Costs 175.57 168.51
Profit before Tax and Exceptional Items 120.43 142.68
Exceptional Items (352.91) (554.84)
Loss before Tax (232.48) (412.16)
Provision for Tax (incl. for earlier years) 114.60 110.95
Loss after Tax before Minority Interest and Share of Associates (347.08) (523.11)
Profit/ (Loss) attributable to Minority Interest (30.98) (17.49)
Share of Profit/(Loss) of Associates (0.04) (13.25)
Loss after Tax, Minority Interest and Share of Associates (378.10) (553.85)
56
Revenues
The Company, its Subsidiaries and its Jointly Controlled Entities (the Group) are primarily engaged in the business of
Hoteliering.
` crores
Year Ended
Particulars
March 31, 2015 March 31, 2014
Hoteliering 3,902.54 3,798.23
Others 286.10 267.96
Unallocable Income 98.71 59.75
Total Revenue 4,287.35 4,125.94
Hotel revenue increased during the year due to marginal improvement in ARRs in both domestic as well as
international portfolio. Un-allocable Income represents dividend income, interest income, profit of sale of investments
and exchange gain.
Operating expenses
Operating expenses were commensurate to the scale of business and increased capacity due to addition of new hotels
during the year. There has been an increase in staff cost commensurate to industry trends as also an increase in other
expenses linked to business activities. The depreciation charge for the year was lower in the current year due to the change
in useful life of the assets as required under the new Companies Act, 2013.
Consolidated Profits Before Finance Cost and Exceptional Items
Profit before Finance Costs and Exceptional items at ` 296.00 crores was marginally lower than the previous year.
Finance Costs
Finance cost, net of currency swap gains, at ` 175.57 crores was higher than that of the preceding year by ` 7.06 crores
essentially due to new loans taken by an International subsidiary and refinancing done by a Jointly Controlled Entity.
Exceptional Items
Exceptional Items includes the following:
` crores
Year Ended
Particulars
Mar 31, 2015 Mar 31, 2014
57
` crores
Year Ended
Particulars
March 31, 2015 March 31, 2014
Net Cash from operating activities 494.77 538.92
Net Cash used in investing activities (725.79) (301.04)
Net Cash from/(used in) financing activities 491.05 (211.86)
Net Increase in cash and cash equivalents 260.03 26.02
Operating Activities
Net Cash from operating activities was lower at ` 494.77 crores as compared to ` 538.92 crores in the previous year, mainly
due to decrease in EBITDA for the year from ` 619.32 crores to ` 587.29 crores.
Investing Activities
During the year , the Group incurred ` 315.13 crores towards capital expenditure, which was essentially on the Groups
projects covering Vivanta by Taj- Dwarka, Vivanta by Taj- Guwahati, Gateway hotel at Gondia, Vivanta by Taj - Amritsar
and ongoing renovations/expansions at certain hotels of the Group.
The Group has deployed net surplus funds of ` 437.84 crores, in mutual funds and other liquid investment, arising out of
Rights Issue, pending deployment.
The Group also realised cash aggregating to ` 164.31 crores (inclusive of refund of deposits) from the sale of subsidiaries,
primarily IHMS Australia Pty Ltd.
Financing Activities
As mentioned earlier, during the year, the Company has raised ` 999.91 crores by issue of Compulsorily Convertible
Debentures (CCDs) on right basis Out of the issue proceeds along with cash generated from operations, the Company
has repaid long term and short term loans of ` 638.28 crores during the year. Apart from the above, certain International
subsidiaries have refinanced its existing loans.
Year Ended
Particulars
March 31, 2015 March 31, 2014
Net Debt to Total Capital 0.53 0.61
(Total debt less cash and cash equivalents divided by the sum of net debt and net worth)
Net Debt to Equity 1.13 1.55
(Total debt less cash and cash equivalents divided by Equity and Reserves)
Note: Compulsorily Convertible Debentures , convertible into Equity shares on March 1,2016 have been considered as part
of Equity for computation of the above ratios.
58
59
60
Brand Awards
Vivanta by Taj Madikeri, Coorg
The in house film ranked 3rd in the Best Film, Innovation Category : ITB Berlin.
61
62
11.
The Non-Executive Directors of the Company are paid in addition to commission, sitting fees of ` 20,000 per
meeting for attending meetings of the Board of Directors, Audit Committee, Independent Directors and Nomination
& Remuneration Committee and the sitting fees for the Stakeholders Relationship Committee, Corporate Social
Responsibility Committee and Risk Management Committee is ` 10,000 per meeting.
The Company has adopted a Code of Conduct for its Non-Executive Directors. All Non-Executive Directors and
12.
Independent Directors have affirmed compliance with the said Code for the financial year ended March 31, 2015. All
Senior Management of the Company have affirmed compliance with the Tata Code of Conduct. The Code of Conduct
is also displayed on the Companys web site. The Annual Report of the Company contains a Certificate duly signed by
the Managing Director and CEO in this regard.
13. Other than the transactions entered into in the normal course of business, the Company has not entered into any
materially significant related party transactions during the year, which could have a potential conflict of interest
between the Company and its Promoters, Directors, Management and / or Relatives. The Executive Directors and
Senior Management of the Company have made disclosures to the Board confirming that there are no material
financial and/ or commercial transactions between them and the Company that could have potential conflict of
interest with the Company at large.
Committees of the Board
The mandatory Committees constituted by the Board of Directors of the Company are as under:
1. Audit Committee:
The Companys Audit Committee comprises entirely of Independent Directors, viz. Mr. K. B. Dadiseth (Chairman),
Mr. Deepak Parekh and Ms. Ireena Vittal. Each Member of the Committee has the relevant experience in the field of
finance, banking and accounting, with a majority of the Members being Chartered Accountants. The Committee has,
inter alia, the following terms of reference:
i. Oversight of the Companys financial reporting process and the disclosure of its financial information to ensure
that the financial statement is correct, sufficient and credible.
ii. The recommendation for appointment, remuneration and terms of appointment of statutory auditors of the Company.
iii. Approval of payment to statutory auditors for any other services rendered by the statutory auditors.
iv. Reviewing, with the management, the annual financial statements and auditor's report thereon before submission
to the Board for approval, with particular reference to:
Matters required to be included in the Directors Responsibility Statement to be included in the Boards
report in terms of clause (c) of sub-section 3 of section 134 of the Companies Act, 2013.
Changes, if any, in accounting policies and practices and reasons for the same.
Major accounting entries involving estimates based on the exercise of judgment by management.
Significant adjustments made in the financial statements arising out of audit findings.
Compliance with listing and other legal requirements relating to financial statements.
Disclosure of any related party transactions.
Qualifications in the draft audit report.
v. Reviewing, with the management, the quarterly financial statements before submission to the Board for approval.
vi. Reviewing, with the management, the statement of uses / application of funds raised through an issue (public
issue, rights issue, preferential issue, etc.), the statement of funds utilized for purposes other than those stated
in the offer document / prospectus / notice and the report submitted by the monitoring agency monitoring the
utilisation of proceeds of a public or rights issue, and making appropriate recommendations to the Board to take
up steps in this matter.
vii. Review and monitor the auditors independence and performance, and effectiveness of audit process.
viii. Approval or any subsequent modification of transactions of the Company with related parties.
ix. Scrutiny of inter-corporate loans and investments.
x. Valuation of undertakings or assets of the Company, wherever it is necessary.
63
64
xi. Recommend to the Board on voting pattern for appointment and remuneration of Directors on the Boards of
its material subsidiary companies.
xii. Performing such other duties and responsibilities as may be consistent with the provisions of the Committee
charter.
During the year, the Committee met four times, the details of attendance whereat are on page no. 69.
Remuneration Policy:
As recommended by the NRC, the Board has adopted a Remuneration Policy for Directors, Key Managerial Personnel
and other Employees. The Policy envisages payment of remuneration according to qualification, experience and
performance and is based on the commitment of fostering a culture of leadership with Trust. The remuneration of
the Whole-time Director(s), is recommended by the Nomination and Remuneration Committee based on factors such
as industry benchmarks, the Companys performance vis--vis the industry, performance/ track record of the Whole-
time Director(s) which is decided by the Board of Directors. Remuneration comprises a fixed component viz. salary,
benefits, perquisites and allowances and a variable component viz. performance linked bonus / commission. The NRC
also recommends the annual increments (which are effective April 1 annually) within the salary scale approved by the
Members as also the performance linked incentive payable to the Whole-time Director(s) on determination of profits
for the financial year, within the ceilings prescribed under the Act.
The commission payable to Non-Executive Directors is recommended by the NRC to the Board upto 1% of the net
profits of the Company calculated in accordance with provisions of Sections 196 and 197 of the Companies Act, 2013
and is distributed based on a number of factors, including attendance and contribution at Board and Committee
meetings, as well as time spent on operational matters other than at meetings. The Company also reimburses the out
of pocket expenses incurred by the Directors for attending the meetings.
The details of the Policy are further highlighted in the Boards Report.
Service Contract, Notice Period and Severance Fees of the Managing Director and the Executive Directors
Mr. Raymond N. Bicksons contract as a Managing Director was for a period of 5 years, commencing from July 19,
2013, upto and including July 18, 2018 terminable by 6 months notice on either side. However, Mr. Raymond N.
Bickson stepped down as the Managing Director of the Company with effect from August 31, 2014.
Mr. Rakesh Sarnas contract as Managing Director and Chief Executive Officer of the Company is for a period of five
years from September 1, 2014 upto to August 31, 2019 terminable by 6 months notice on either side. In addition
to the aforesaid, Mr. Sarna has been appointed as an employee of International Hotel Management Services Inc.,
USA (IHMS), a wholly-owned subsidiary of the Company, for a period of five years from September 1, 2014 upto
August 31, 2019, to be in charge of the overall management of the Companys US/ International Hotels/ business
portfolio. The Agreement entered into between Mr. Sarna and IHMS Inc is co-terminus with the Agreement between
Mr. Sarna and the Company.
Mr. Anil P. Goels contract as Whole-time Director of the Company is for a period of 3 years, commencing from
March 17, 2013, upto and including March 16, 2016 terminable by 6 months notice on either side.
Mr. Abhijit Mukerjis contract as Whole-time Director of the Company was for a period of 3 years, commencing
from March 17, 2013, upto and including March 16, 2016, terminable by 6 months notice on either side. However,
Mr. Mukerji stepped down as the Whole-time Director of the Company with effect from April 13, 2015.
Mr. Mehernosh Kapadias contract as a Whole-time Director of the Company is for a period of 5 years, commencing
from August 10, 2011, up to and including August 9, 2016, terminable by 6 months notice on either side.
The Company has no scheme for stock options.
3. Stakeholders Relationship Committee :
The Company's Stakeholders' Relationship Committee comprises of Mr. K. B. Dadiseth, Mr. Rakesh Sarna and Mr. Abhijit
Mukerji. Mr. K. B. Dadiseth, Non- Executive Independent Director, is the present Chairman of the Committee who was
appointed in place of Mr. Jagdish Capoor, who retired as a Director on July 1, 2014. The scope of the Stakeholders
Relationship Committee includes reporting of the status of shareholders, debentureholders, deposit-holders and any
other security holders in addition to equity shareholders. The brief terms of reference of the Committee include
resolving grievances of all the security holders of the Company including complaints related to transfer of shares,
non-receipt of balance sheet, non-receipt of declared dividend etc.
The Committee met twice during the period under review, and was attended by all the Members.
65
Share transfers are processed weekly and approved by the Committee. Investor grievances are placed before the
Committee. There were no pending investor complaints which remained unresolved. The Company has also cleared all
complaints received through SEBI Complaints Redress System (SCORES) - a centralized web based complaints redress
system which serves as a Centralised database of all complaints received, enables uploading of Action Taken Reports
(ATRs) by the concerned companies and online viewing by the investors of actions taken on the complaint and its
current status. All valid share transfers lodged upto March 31, 2015, have been processed by the Committee. The
status of the complaints received (inclusive of SCORES) from Members from April 1, 2014 to March 31, 2015 is as under:
Complaints received Pending as on March 31, 2015
28 Nil
Unclaimed Dividends:
Transfer to the Investor Education and Protection Fund (IEPF):
Pursuant to the provisions of Section 205A and 205C and other applicable provisions if any, of the Companies Act, 1956,
all unclaimed / unpaid dividend, application money, debenture interest and interest on deposits as well as principal
amount of debentures and deposits as applicable, remaining unclaimed / unpaid for seven years from the date they
first became due for payment, in relation to the Company have been transferred to the Investor Education and
Protection Fund (IEPF) established by the Central Government.
Given below are the proposed dates for transfer of the unclaimed dividend to the IEPF by the Company: -
Compliance Officer
Mr. Beejal Desai
Vice President - Legal & Company Secretary
The Indian Hotels Company Limited
Address: Mandlik House, Mandlik Road, Mumbai 400 001
Phone : 022-6665 3238
Fax : 022-2202 7442
E-mail: investorrelations@tajhotels.com
66
4. Other Committees:
i. Corporate Social Responsibility (CSR) Committee
In accordance with the provisions of Section 135 of the Companies Act, 2013, the Company has constituted a CSR
Committee comprising of Mr. Rakesh Sarna, Chairman, Mr. Nadir Godrej and Ms. Ireena Vittal. The broad terms
of reference of the CSR Committee are as under:
Formulating and recommending to the Board, the CSR Policy which shall indicate the activities to be
undertaken by the Company.
Recommending the amount of expenditure to be incurred on the aforesaid activities and;
Reviewing and Monitoring the CSR Policy of the company from time to time.
During the year, the Committee met once and was attended by all the Members.
Details of equity shares and Compulsory Convertible Debentures of the Company held by the Non-Executive
Directors as on March 31, 2015, are as under:
67
Disclosures
i. All transactions entered into with Related Parties as defined under Clause 49 of the Listing Agreement during
the financial year were in the ordinary course of business and on an arms length pricing basis and do not
attract the provisions of Section 188 of the Companies Act, 2013, except one, details of which are given in the
Directors Report. The Board has approved a policy for Related Party Transactions which has been uploaded
on the Companys website at the following link: http://www.tajhotels.com/tajcorporate/PDF/Policy_on_Related_
Party_Transactions.pdf
ii.
The Company has followed the Accounting Standards laid down by The Companies (Accounting Standards)
Rules, 2006 in the preparation of its financial statements.
iii. There were no materially significant transactions with Related Parties during the financial year which were in
conflict with the interest of the Company. Suitable disclosure as required by the Accounting Standards (AS18)
has been made in the notes to the Financial Statements.
iv. The Board of Directors receive, from time to time, disclosures relating to financial and commercial transactions
from Key Managerial Personnel of the Company, where they and / or their relatives have personal interest.
v. The Company has complied with the requirements of the Stock Exchanges / Securities and Exchange Board of
India / Statutory Authorities on all matters relating to capital markets, during the last 3 years.
vi.
In accordance with requirement of the Companies Act as well as the Listing Agreement, the Company has
adopted the Whistle Blower Policy pursuant to which employees can raise their concerns relating to fraud,
malpractice or any other activity or event which is against the Companys interest by approaching the Ethics
Counsellor or Chairman of the Audit Committee. The policy has been disclosed on the website of the Company
under the link http://www.tajhotels.com/tajcorporate/PDF/Whistle_Blower_Policy_and_Vigil_Mechanism.pdf.
vii. The Company has adopted a Code of Conduct for Prevention of Insider Trading with a view to regulate trading
in securities by the Directors and Designated Employees of the Company.
viii. Pursuant to the provisions of subclause IX of Clause 49 of the Listing Agreement with the Stock Exchanges, the
Managing Director and CEO and the Executive Director & CFO have issued a certificate to the Board, for the year
ended March 31, 2015.
Subsidiary Companies
The Company has two material unlisted subsidiaries, viz. Piem Hotels Limited and Roots Corporation Limited. The
Audit Committee reviews the financial statements of the Companys unlisted subsidiary companies. The Minutes
of the subsidiary companies along with a report on significant developments are periodically placed before and
reviewed by the Board of Directors of the Company.
The Company has formulated a policy for determining material subsidiaries which has been disclosed on the website
of the Company under the link http://www.tajhotels.com/tajcorporate/PDF/POLICY-FOR-DETERMINING-MATERIAL-
SUBSIDIARIES.pdf.
During the year, the Company has not disposed of any shares in its material subsidiaries or disposed or leased the
assets amounting to more than twenty percent of the assets of the material subsidiary.
68
03 Corporate Governance.indd 69
Meetings Meetings
Meetings AGM
Salary & Sitting Commission Indian Foreign as as attended attended
attended
Perks Fees 20132014 Member Chairman
2014-2015 2014-2015
* Appointed as Managing Director and CEO effective September 1, 2014. Mr. Sarna also received remuneration of US $ 4,04,293 from IHMS Inc .
@ Appointed as Non- Executive Independent Directors effective September 10, 2014.
^ Retired as Director effective July 1, 2014
$ Resigned effective from September 8, 2014.
# Resigned effective from August 31, 2014.
NOTE:
raditionally, the Directors are paid commission each year, after the annual accounts are approved by the Members at the Annual General Meeting
T
of the Company.
However, the Non-Executive Directors decided to forgo their commission for the year 2013-14 on account of the financial performance of the Company.
69
03/07/15 6:41 PM
The Indian Hotels Company Limited
Means of Communication:
Quarterly, half-yearly and annual results of the Company were published in leading English and vernacular newspapers
viz. Financial Express and Loksatta. Additionally, the results and other important information are also periodically updated
on the Companys website viz. www.tajhotels.com, which also contains a separate dedicated section Investor Relations.
Further, the Company also holds Analysts Meets, where information is disseminated and analysed. Moreover, the Company
also gives important Press Releases from time to time.
The Stock Exchanges have the CFDS which is a portal jointly owned, managed and maintained by the BSE Limited (BSE)
and the National Stock Exchange of India Limited (NSE). It is a single source to view information filed by listed companies.
All disclosures and communications to the BSE and NSE are filed electronically through the CFDS portal www.corpfiling.co.in.
Hard copies of the said disclosures and correspondence are also filed with the BSE and NSE.
BSE Limited has launched an Online Portal - BSE Corporate Compliance & Listing Centre (the Listing Centre) for
submission of various filings by listed companies. All disclosures and periodic filings submitted to the BSE are also upload
on the Listing Centre.
The Company also files information through NEAPS a web based application provided by NSE which facilitates online
filing of Corporate Governance Report, the Shareholding Pattern by companies, Results and other disclosures.
XBRL is a language for electronic communication of business and financial data. It offers major benefits to all those who
have to create, transmit, use or analyze such information which aids better analysis and decision making. Ministry of
Corporate Affairs (MCA) vide its circular No. 37/2011 dated June 7, 2011, had mandated certain companies to file their
Annual Accounts vide this mode. The Company has filed its Annual Accounts on MCA through XBRL.
The Company has periodically filed all the necessary documents with the MCA.
A centralized web based complaints redress system which serves as a centralised database of all complaints received,
enables uploading of Action Taken Reports (ATRs) by the concerned companies and online viewing by the investors of
actions taken on the complaint and its current status.
Letters
Letters reminding the investors to claim their pending / unclaimed dividends and interest are regularly despatched to
investors before they are transferred to IEPF.
Annual Report
The Annual Report containing inter alia the Audited Financial Statements, Consolidated Financial Statements, Directors
Report, Auditors Report and other important information is circulated to the investors. Management Discussion and
Analysis forms part of the Annual Report. Pursuant to the Green Initiative launched by the MCA, the Company also sends
e-copies of the Annual Report to Members who have registered for the same.
The Annual Reports are also available in the Investor Relations section on the Companys web site www.tajhotels.com.
1. The Board : The Non-Executive Chairman has a separate office in his capacity as the Group Chairman at the Tata
Group headquarters at Bombay House, 24, Homi Mody Street, Mumbai - 400 001 and hence a separate office is not
maintained.
2. The Company has adopted the Tata Governance Guidelines on Board Effectiveness which cover aspects related to
composition and role of the Board, Chairman and Directors, Board diversity, definition of independence, Director term,
retirement age and Committees of the Board. It also covers aspects relating to nomination, appointment, induction
and development of Directors, Director remuneration, Subsidiary oversight, Code of Conduct, Board Effectiveness
Review and Mandates of Board Committees.
70
3. The Chairman of the Board is a Non-Executive Director and his position is separate from that of the Managing
Director & CEO.
4. Shareholders Rights : In addition to publishing its quarterly results in leading English and Marathi newspaper having
wide circulation, the Company uploads its quarterly results and shareholding pattern and corporate governance
reports on its website www.tajhotels.com. Additionally, the same is also available on www.corpfiling.co.in.
5. Audit qualifications: For the financial year 2014-15, there are no audit qualifications to the Companys financial statements.
6. The Internal Auditor reports to the Audit Committee.
7. As regards the other non-mandatory requirements, the Board has taken cognisance of the same and shall consider
adopting the same as and when necessary.
Share Transfer System All shares have been transferred and returned within 15
days from the date of lodgement, provided the necessary
documents were in order.
71
The Company has paid annual listing fees to the Stock Exchanges in respect of the financial year 2015-2016.
Stock Codes
Market Price Data: High, Low during each month in last financial year
Months BSE High BSE Low No. of Shares NSE High NSE Low No. of Shares
traded traded
Apr-14 79.00 70.00 24,27,565 77.30 70.45 98,99,553
May-14 92.50 68.00 40,99,426 93.00 68.00 2,54,35,676
Jun-14 116.60 85.25 95,31,807 112.00 84.50 3,37,49,814
Jul-14 109.85 92.50 32,80,121 109.80 92.45 2,11,57,002
Aug-14 97.20 79.65 90,57,443 98.00 79.70 1,71,07,269
Sep-14 106.60 91.20 55,39,856 106.55 91.00 2,11,71,348
Oct-14 111.10 92.95 26,02,563 111.00 92.65 1,64,29,564
Nov-14 111.90 102.95 34,71,910 112.00 103.00 1,38,87,893
Dec-14 127.25 106.75 46,30,780 127.50 106.65 1,93,84,985
Jan-15 126.85 112.00 20,95,113 126.90 112.00 1,36,27,548
Feb-15 126.95 108.00 12,47,480 126.80 108.00 1,48,07,963
Mar-15 118.10 101.45 19,06,980 118.45 101.55 1,37,22,726
Source : www.bseindia.com and www.nseindia.com
150
140
130
120
110
100
90
Rupees
80
70
60
50
40
30
20
10
Apr-14 May-14 Jun-14 Jul-14 Aug-14 Sep-14 Oct-14 Nov-14 Dec-14 Jan-15 Feb-15 Mar-15
Months
BSE / NSE High BSE / NSE Low
72
200
34000
190
32000
180
170 30000
160 28000
150 26000
140 24000
IHCL Closing Price on BSE
130
22000
120
20000
BSE Sensex
110
100 18000
90 16000
80 14000
70 12000
60 10000
50
8000
40
6000
30
20 4000
10 2000
0 0
Apr-14 May-14 Jun-14 Jul-14 Aug-14 Sep-14 Oct-14 Nov-14 Dec-14 Jan-15 Feb-15 Mar-15
Months
IHCL SHARE PRICE BSE SENSEX
The Indian Hotels Company Limited - Distribution of Shareholding as on March 31, 2015
73
Promoters 37.53
Others 0.15
% of Holding
Note: Others include Trusts, Clearing Members, Directors & their Relatives, Global Depository Receipts, Central / State
Governments and Foreign Banks.
Distribution of Equity Shareholding of The Indian Hotels Company Limited as on March 31, 2015
Total Total Total % to
No. of Shares held
Members Shares Paid up Capital
Upto 100 61,282 28,81,288 0.36
101 to 1000 54,293 2,16,59,621 2.68
1001 to 2500 12,082 1,97,74,846 2.45
2501 to 5000 5,130 1,87,10,143 2.32
5001 to 10000 3,169 2,25,57,062 2.79
10001 to 20000 1,403 1,93,65,264 2.40
20001 to 30000 340 82,77,503 1.02
30001 to 40000 135 47,31,925 0.59
40001 to 50000 84 37,98,588 0.47
50001 to 100000 164 1,12,63,198 1.39
100001 & above 220 67,44,53,349 83.53
Total 1,38,302 80,74,72,787 100.00
74
Unclaimed Suspense Account maintained under Clause 5A of the Listing Agreement with the Stock Exchanges
As per the provisions of clause 5A of the Listing Agreement, the unclaimed shares lying in the possession of the Company
are required to be dematerialized and transferred into a special demat account held by the Company. Accordingly,
unclaimed shares lying with the Company have been transferred and dematerialized in an `Unclaimed Suspense Account`
of the Company. This Account is being held by the Company purely on behalf of the shareholders entitled for these
shares. It may also be noted that all the corporate benefits accruing on these shares like bonus, split etc., if any, shall also
be credited to the said `Unclaimed Suspense Account` and the voting rights on these shares shall remain frozen until the
rightful owner has claimed the shares. Shareholders who have not yet claimed their shares are requested to immediately
approach the Share Department of the Company by forwarding a request letter duly signed by all the shareholders
furnishing their complete postal address along with PIN code, a copy of PAN card & proof of address, and for delivery in
demat form, a copy of Demat Account - Client Master Report duly certified by the Depository Participant (DP) and a recent
Demat Account Statement, to enable the Company to release the said shares to the rightful owner.
The status of equity shares lying in the Suspense Account as on March 31, 2015 is as under:
75
Rakesh Sarna
Managing Director & CEO
To,
The Members,
The Indian Hotels Company Limited
I have examined the compliance of the conditions of Corporate Governance by THE INDIAN HOTELS COMPANY LIMITED,
for the financial year ended March 31, 2015, as stipulated in Clause 49 of the Listing Agreement of the Company with
the Stock Exchanges.
The compliance of conditions of Corporate Governance is the responsibility of the management. My examination was
limited to a review of the procedures and implementation thereof, adopted by the Company for ensuring the compliance
of the conditions of Corporate Governance. It is neither an audit nor an expression of opinion on the financial statements
of the Company.
In my opinion and to the best of my information and according to the explanations given to me and representations made
by the Management, I certify that the Company has complied with the conditions of Corporate Governance as stipulated
in the above mentioned Listing Agreement in all respects.
I further state that such compliance is neither an assurance as to the future viability of the Company nor the efficiency or
effectiveness with which the Management has conducted the affairs of the Company.
76
77
78
We have audited the accompanying standalone financial statements of THE INDIAN HOTELS COMPANY LIMITED (the
"Company"), which comprise the Balance Sheet as at 31st March, 2015, the Statement of Profit and Loss, the Cash Flow
Statement for the year then ended, and a summary of the significant accounting policies and other explanatory information.
The Company's Board of Directors is responsible for the matters stated in Section 134(5) of the Companies Act, 2013 (the
"Act") with respect to the preparation of these standalone financial statements that give a true and fair view of the financial
position, financial performance and cash flows of the Company in accordance with the accounting principles generally
accepted in India, including the Accounting Standards specified under Section 133 of the Act, read with Rule 7 of the
Companies (Accounts) Rules, 2014. This responsibility also includes maintenance of adequate accounting records in accordance
with the provisions of the Act for safeguarding of the assets of the Company and for preventing and detecting frauds and
other irregularities; selection and application of appropriate accounting policies; making judgments and estimates that are
reasonable and prudent; and design, implementation and maintenance of adequate internal financial controls, that were
operating effectively for ensuring the accuracy and completeness of the accounting records, relevant to the preparation and
presentation of the financial statements that give a true and fair view and are free from material misstatement, whether
due to fraud or error.
Auditor's Responsibility
Our responsibility is to express an opinion on these standalone financial statements based on our audit. We have taken into
account the provisions of the Act, the accounting and auditing standards and matters which are required to be included in
the audit report under the provisions of the Act and the Rules made thereunder.
We conducted our audit in accordance with the Standards on Auditing specified under Section 143(10) of the Act. Those
Standards require that we comply with ethical requirements and plan and perform the audit to obtain reasonable assurance
about whether the financial statements are free from material misstatement.
An audit involves performing procedures to obtain audit evidence about the amounts and the disclosures in the financial
statements. The procedures selected depend on the auditor's judgment, including the assessment of the risks of material
misstatement of the financial statements, whether due to fraud or error. In making those risk assessments, the auditor
considers internal financial control relevant to the Company's preparation of the financial statements that give a true and
fair view in order to design audit procedures that are appropriate in the circumstances, but not for the purpose of expressing
an opinion on whether the Company has in place an adequate internal financial controls system over financial reporting and
the operating effectiveness of such controls. An audit also includes evaluating the appropriateness of the accounting policies
used and the reasonableness of the accounting estimates made by the Company's Directors, as well as evaluating the overall
presentation of the financial statements.
We believe that the audit evidence we have obtained is sufficient and appropriate to provide a basis for our audit opinion
based on the standalone financial statements.
Opinion
In our opinion and to the best of our information and according to the explanations given to us, the aforesaid standalone
financial statements give the information required by the Act in the manner so required and give a true and fair view in
conformity with the accounting principles generally accepted in India, of the state of affairs of the Company as at 31st
March, 2015, and its loss and its cash flows for the year ended on that date.
1. As required by the Companies (Auditor's Report) Order, 2015 (the "Order") issued by the Central Government in terms
of Section 143(11) of the Act, we give in the Annexure a statement on the matters specified in paragraphs 3 and 4
of the Order.
79
For DELOITTE HASKINS & SELLS LLP For PKF SRIDHAR & Santhanam llp
Chartered Accountants Chartered Accountants
(Firms Registration No. 117366W/W-100018) (Firms Registration No. 003990S/S200018)
80
(a) The Company has maintained proper records showing full particulars, including quantitative details and situation
of fixed assets.
(b) The fixed assets were physically verified during the year by the Management in accordance with a regular
programme of verification which, in our opinion, provides for physical verification of all the fixed assets at
reasonable intervals. According to the information and explanation given to us, no material discrepancies were
noticed on such verification.
(a) As explained to us, the inventories were physically verified during the year by the Management at reasonable
intervals.
(b) In our opinion and according to the information and explanations given to us, the procedures of physical
verification of inventories followed by the Management were reasonable and adequate in relation to the size
of the Company and the nature of its business.
(c) In our opinion and according to the information and explanations given to us, the Company has maintained
proper records of its inventories and no material discrepancies were noticed on physical verification.
(iii) According to the information and explanations given to us, the Company has not granted any loans, secured or
unsecured, to companies, firms or other parties listed in the Register maintained under Section 189 of the Companies
Act, 2013.
(iv) In our opinion and according to the information and explanations given to us, there is an adequate internal control
system commensurate with the size of the Company and the nature of its business with regard to purchase of
inventory and fixed assets and for sale of services and during the course of our audit we have not observed any
continuing failure to correct major weaknesses in such internal control system.
(v) In our opinion and according to the information and explanations given to us, the Company has complied with
the provisions of Sections 73 to 76 or any other relevant provisions of the Companies Act, 2013 and the Companies
(Acceptance of Deposits) Rules, 2014, as amended, with regard to the deposits accepted. According to the information
and explanations given to us, no order has been passed by the Company Law Board or the National Company Law
Tribunal or the Reserve Bank of India or any Court or any other Tribunal.
(vi) To the best of our knowledge and according to the information and explanations given to us, the Central Government
has not prescribed the maintenance of cost records under sub-section (1) of section 148 of the Companies Act, 2013
and the Companies (cost records and audit) Rules 2014, as amended for any services rendered by the Company.
(vii) According to the information and explanations given to us in respect of statutory dues:
(a) The Company has generally been regular in depositing undisputed dues, including Provident Fund, Employees'
State Insurance, Income-tax, Sales Tax, Wealth Tax, Service Tax, Duties of Customs, Duties of Excise, Value added
tax, Cess and other material statutory dues applicable to it with the appropriate authorities.
(b) There were no undisputed amounts payable in respect of Provident Fund, Employees' State Insurance, Income-
tax, Sales Tax, Wealth Tax, Service Tax, Customs Duty, Excise Duty, Value Added Tax, Cess and other material
statutory dues in arrears as at 31st March 2015 for a period of more than six months from the date they became
payable.
81
(c) Details of dues of lncome Tax, Sales Tax, Excise Duty and service tax which have not been deposited on account
of disputes are given below:
Name of Statute Nature of Dues Rs. Period to which the Forum where dispute is
Crore amount relates pending
Central Excise Act, 1994 Central Excise 0.08 Financial Year 2011-12 The District Excise Officer,
Tax Jodhpur
Central Sales Tax Act, VAT and Sales 0.45 Financial Year 1994-1998, Appellate & Revision Board
1956 and Sales Tax/Value Tax 2005-2006 to 2012-13
Added Tax Act of various 0.07 Financial Year 2000-2001 Assessing Officer, Sales Tax
states and 2002-2003
0.58 Financial Year 2002-03 to CESTAT
2010-11
0.14 Financial Year 1992-98, Deputy Commissioner of
2004-05, 2005-2006, Commercial Taxes
2006-09 and 2009-2010
to 2010-11 to 2012-13
0.70 Financial Year 1997-98, High Court
2003-04, 2007-09 and
2013-14
0.06 Financial Year 2003-05 Joint Commissioner of Sales
Tax
4.36 Financial Year 1999-2005 Joint Commissioner of Sales
Tax (Appeal)
0.92 Financial Year 2010-2011 Special commissioner VAT
and 2011-2012 authority
(viii) The Company has accumulated losses as at the end of the year which is less than fifty percent of its networth.
The Company has not incurred cash losses during the year covered by our audit and in the immediately preceding
financial year.
(ix) In our opinion and according to the information and explanations given to us, the Company has not defaulted in the
repayment of dues to financial institutions, banks and debenture holders.
(x) In our opinion and according to the information and explanations given to us, the terms and conditions of the
guarantees given by the Company for loans taken by others from banks and financial institutions are not, prima facie,
prejudicial to the interests of the Company.
82
(xi) In our opinion and according to the information and explanations given to us, the term loans have been applied by
the Company for the purposes for which they were obtained other than temporary deployment pending application.
(xii) To the best of our knowledge and belief and according to the information and explanations given to us, no fraud by
the Company and no material fraud on the Company has been noticed or reported during the year.
For DELOITTE HASKINS & SELLS LLP For PKF SRIDHAR & Santhanam llp
Chartered Accountants Chartered Accountants
(Firms Registration No. 117366W/W-100018) (Firms Registration No. 003990S/S200018)
83
Assets
Non-current Assets
Fixed Assets
Tangible Assets 13 1,988.60 1,677.65
Intangible Assets 14 23.20 19.76
Capital Work-in-Progress 140.46 430.46
Intangible Assets Under Development 1.40 1.42
2,153.66 2,129.29
Non-current Investments 15 2,546.14 2,761.64
Long-term Loans and Advances 16 1,439.55 1,556.15
Other Non-current Assets 17 3.28 4.70
6,142.63 6,451.78
Current Assets
Current Investments 18 431.82 -
Inventories 19 43.16 40.18
Trade Receivables 20 138.88 124.41
Cash and Cash Equivalents 21 355.83 43.17
Short-term Loans and Advances 22 53.24 66.24
Other Current Assets 23 32.82 40.59
1,055.75 314.59
Total 7,198.38 6,766.37
Summary of Significant Accounting Policies 2
The accompanying notes form an integral part of the Financial Statements 1 - 49
Mumbai, May 29, 2015 Beejal Desai Vice President - Legal & Company Secretary
84
Statement of Profit and Loss for the year ended March 31, 2015
March 31, 2015 March 31, 2014
Note ` crores ` crores
Revenue
Rooms, Restaurants, Banquets and Other Income from Operations 24 2,024.38 1,929.51
Other Income 25 79.22 47.82
Total 2,103.60 1,977.33
Expenses
Food and Beverages Consumed 26 181.88 176.83
Employee Benefit Expense and Payment to Contractors 27 531.37 472.53
Finance Costs 28 89.46 98.82
Depreciation and Amortisation 117.85 122.26
Other Operating and General Expenses 29 952.46 890.69
Total 1,873.02 1,761.13
Profit Before Tax and Exceptional Items 230.58 216.20
Exceptional Items 30 (228.70) (737.10)
Profit/ (Loss) Before Tax 1.88 (520.90)
Tax Expenses
Current Tax 41.37 58.06
Deferred Tax 83.90 16.37
Minimum Alternate Tax Credit (41.37) -
Short/ (Excess) Provision of Tax/ Deferred Tax of Earlier Years (net) - (4.84)
Total 83.90 69.59
Loss After Tax (82.02) (590.49)
Earnings Per Share - 48
Basic - (`) (1.02) (7.31)
Diluted - (`) (1.02) (7.31)
Face Value per Ordinary share - (`) 1.00 1.00
Summary of Significant Accounting Policies 2
The accompanying notes form an integral part of the Financial Statements 1 - 49
Mumbai, May 29, 2015 Beejal Desai Vice President - Legal & Company Secretary
85
Cash Flow Statement for the year ended March 31, 2015
March 31, 2015 March 31, 2014
Note ` crores ` crores
Cash Flow From Operating Activities
Profit/ (Loss) Before Tax 1.88 (520.90)
Adjustments For :
Depreciation and Amortisation 117.85 122.26
Amortisation of borrowing costs 1.31 1.35
Provision for Doubtful Debts and Advances 6.64 1.49
(Profit)/Loss on sale of investments 2.02 -
(Profit)/ Loss on sale of assets 0.23 1.26
Dividend Income (34.59) (22.55)
Interest Income (28.94) (7.61)
Interest Expense 88.15 97.47
Unrealised Exchange Loss 25.47 21.94
Expenditure on discontinued project written off 1.89 -
Advances written off 1.39 -
Provision for Contingent Claims 18.10 20.81
Provision for Diminution in value of long term Investments 213.49 687.00
Provision for Obligation of an Associate (11.56) 1.72
Provision for Loyalty Programmes (net of Redemptions) 0.37 3.02
Provision for Employee Benefits 7.20 (2.74)
409.02 925.42
Cash Operating Profit before working capital changes 410.90 404.52
Adjustments for (increase)/ decrease in operating assets:
Inventories (2.98) (1.81)
Trade Receivables (16.46) (0.27)
Short-term loans and advances 15.01 6.50
Long-term loans and advances (13.25) (18.91)
Other Current Assets 8.01 (0.02)
(9.67) (14.51)
Adjustments for increase/ (decrease) in operating liabilities:
Trade Payables (7.99) 21.84
Other Current Liabilities 1.92 (6.20)
Other Long Term Liabilities 1.34 1.96
(4.73) 17.60
86
Cash Flow Statement for the year ended March 31, 2015 (Contd.)
March 31, 2015 March 31, 2014
Note ` crores ` crores
Cash Flow From Financing Activities
Debenture Issue Costs (5.38) (0.24)
Interest Paid (93.79) (115.88)
Repayment of Long-term borrowings (477.68) (61.17)
Proceeds from Long-term borrowings 999.91 100.00
Short-term Loans raised/ (repaid) (160.60) (31.95)
Dividend Paid (Including tax on dividend) (0.50) (74.55)
Net Cash From/(Used In) Financing Activities (C) 261.96 (183.79)
Footnote :
Reconciliation of Cash and Cash Equivalents with the Balance Sheet
Cash and Cash equivalents as above 281.82 38.27
Add : Other Cash and Cash Equivalents
Short-term Deposits 70.33 0.34
Deposits pledged with others 0.62 0.61
Margin money deposits 0.99 0.94
Earmarked balances 3.20 4.25
Cash and Cash Equivalents as per the Balance Sheet 356.96 44.41
Less : Classified as Non-Current (Refer Note 17, page 107) 1.13 1.24
Cash and Cash Equivalents classified as Current (Refer Note 21, page 109) 355.83 43.17
Summary of Significant Accounting Policies 2
The accompanying notes form an integral part of the Financial Statements 1 - 49
Mumbai, May 29, 2015 Beejal Desai Vice President - Legal & Company Secretary
87
Notes to Financial Statements for the year ended March 31, 2015
Note 1 : Corporate Information
The Indian Hotels Company Limited (IHCL or the Company), is a listed public limited company incorporated in 1902.
It is promoted by Tata Sons Ltd., which holds a significant stake in the Company. The Company is primarily engaged in the
business of owning, operating & managing hotels, palaces and resorts.
These financial statements have been prepared in accordance with the Generally Accepted Accounting Principles in India
(Indian GAAP) to comply with the Accounting Standards specified under Section 133 of the Companies Act, 2013, read
with Rule 7 of the Companies (Accounts) Rules, 2014 and the relevant provisions of the Companies Act, 2013. The financial
statements have been prepared under the historical cost convention on an accrual basis. Current Assets do not include
elements which are not expected to be realised within 1 year andCurrent Liabilities do not include items which are due after
1 year, the period of 1 year being reckoned from the reporting date. The accounting policies adopted in the preparation of
these financial statements are consistent with those of the previous years.
The preparation of the financial statements requires the Management to make estimates and assumptions considered in the
reported amounts of Assets and Liabilities (including Contingent Liabilities) as of the date of the financial statements and
the reported income and expenses. The Management believes that the estimates used in the preparation of the financial
statements are prudent and reasonable. Future results could, however, differ from these estimates. The significant accounting
policies adopted in the presentation of the financial statements are as under:-
Revenue is recognised upon rendering of the service, provided pervasive evidence of an arrangement exists, tariff /
rates are fixed or are determinable and collectability is reasonably certain. Revenue comprises sale of rooms, food and
beverages and allied services relating to hotel operations, including management and operating fees. Rebates and
discounts granted to customers are reduced from revenue.
Interest
Interest income is accrued on a time proportion basis having regard to the amount outstanding and the rate applicable.
Dividend
Dividend income is recognised when the Companys right to receive the amount is established.
(b) Employee Benefits (other than for persons engaged through contractors):
i. Provident Fund
The eligible employees of the Company are entitled to receive benefits under the provident fund, a defined
contribution plan, in which both employees and the Company make monthly contributions at a specified percentage
of the covered employees salary (currently 12% of employees salary), which is recognised as an expense in the
Statement of Profit and Loss during the year. The contributions as specified under the law are paid to the provident
fund set up as irrevocable trust by the Company. The Company is generally liable for annual contributions and
any shortfall in the fund assets based on the minimum rates of return prescribed by the Central Government and
recognises such contributions and shortfall, if any, as an expense in the year in which the corresponding services
are rendered by the Company.
88
Notes to Financial Statements for the year ended March 31, 2015
ii. Gratuity Fund
The Company makes annual contributions to Gratuity fund administered by the trustees for amounts notified
by the funds. The Gratuity plan provides for lump sum payment to vested employees on retirement, death or
termination of employment of an amount based on the respective employees last drawn salary and tenure of
employment. The Company accounts for the net present value of its obligations for gratuity benefits, based on an
independent actuarial valuation, determined on the basis of the projected unit credit method, carried out as at the
Balance Sheet date. Actuarial gains and losses are recognised immediately in the Statement of Profit and Loss.
The net present value of the Companys obligation towards post retirement pension scheme for certain retired
whole time directors and post employment medical benefits to qualifying employees is actuarially determined,
based on the projected unit credit method. Actuarial gains and losses are recognised immediately in the Statement
of Profit and Loss.
iv. Superannuation
The Company has a defined contribution plan, wherein it annually contributes a sum equivalent to the eligible
employees annual basic salary to a fund administered by the trustees. The Company recognises such contributions
as an expense in the year in which the corresponding services are received from the employee.
The Company also has separate funded and unfunded schemes, which guarantee a minimum pension to certain
categories of employees. The Company accounts for the net present value of its obligations therein, based on an
independent actuarial valuation, carried out as at the Balance Sheet date, determined on the basis of the projected
unit credit method. Actuarial gains and losses are recognised immediately in the Statement of Profit and Loss.
v. Compensated Absences
The Company has a scheme for compensated absences for employees, the liability for which is determined on the
basis of an independent actuarial valuation using the projected unit credit method, carried out at the Balance
Sheet date.
Other benefits, comprising of discretionary Long Service Awards and Leave Travel Allowances, are determined on
an undiscounted basis and recognised based on the entitlement thereof.
Tangible fixed assets are stated at cost less depreciation/amortisation and impairment losses, if any. Cost includes
the acquisition cost or the cost of construction, including duties and taxes (other than those refundable), expenses
directly related to the location of assets and making them operational for their intended use and, in the case of
qualifying assets, the attributable borrowing costs (refer Note 2(l), page 93). Trade discounts, rebates and benefits
arising from utilisation of duty free scrips are deducted in determining the cost of purchase. Projects under which
the tangible fixed assets are not yet ready for their intended use are carried as capital work-in-progress at cost
determined as aforesaid. First time issues of operating supplies for a new hotel property, consisting of linen and
chinaware, glassware and silverware (CGS) are capitalised and depreciated over their estimated useful life.
89
Notes to Financial Statements for the year ended March 31, 2015
ii. Intangible Fixed Assets
Intangible fixed assets include cost of acquired software and designs, and cost incurred for development of the
Companys website and certain contract acquisition costs. Intangible assets are initially measured at acquisition
cost including any directly attributable costs of preparing the asset for its intended use. Internally developed
intangibles are capitalised if, and only if, all the following criteria can be demonstrated:
a) the technical feasibility and Companys intention and ability of completing the project;
b) the probability that the project will generate future economic benefits;
c) the availability of adequate technical, financial and other resources to complete the project; and
Expenditure on projects which are not yet ready for intended use are carried as intangible assets under development.
Also refer Note 2(l), page 93 below for the policy on capitalisation of borrowing costs.
(d) Depreciation/Amortisation:
Depreciable amount for assets is the cost of an asset, or other amount substituted for cost, less its estimated residual
value.
Depreciation on tangible fixed assets has been provided on the straight-line method as per the useful life prescribed
in Schedule II to the Companies Act, 2013 except in respect of the following categories of assets, in whose case the life
of the assets has been re-assessed as under based on technical evaluation, taking into the account the nature of the
asset, the estimated usage of the asset, the operating conditions of the asset, past history of replacement, anticipated
technological changes, manufacturers warranties and maintenance support, etc.
In respect of Leasehold Land, consideration paid is amortised from the date the land is put to use for commercial
operations, over the balance period of the lease. The renewal of such leases is regarded as expected where renewal
clause exists in view of past experience and depreciation of buildings on leased property is based on the lower of the
life of the buildings and the expected lease period including renewal. Improvements to buildings are depreciated on
the basis of their estimated useful lives.
Intangible assets with finite lives are amortised over their estimated useful economic life and assessed for impairment
whenever there is an indication that the intangible asset may be impaired. The amortisation periods are reviewed and
impairment evaluations are carried out at least once a year. The useful lives currently used for amortising intangible
assets are as under:
90
Notes to Financial Statements for the year ended March 31, 2015
(e) Impairment of Assets:
The carrying values of assets / cash generating units at each Balance Sheet date are reviewed for impairment of assets.
If any indication of such impairment exists, the recoverable amount of such assets is estimated and impairment is
recognised, if the carrying amount on these assets exceeds their recoverable amount. The recoverable amount is the
greater of the net selling price and value in use. Value in use is arrived at by discounting the future cash flow to their
present value based on an appropriate discount factor. When there is indication that factors that caused an impairment
loss to be recognised for an asset in prior accounting periods, no longer exist or that the intensity of impairment loss
may have decreased, the impairment loss, to the extent no longer necessary to hold, is reversed.
Initial Recognition
On initial recognition, all foreign currency transactions are recorded by applying to the foreign currency amount the
exchange rate between the reporting currency and the foreign currency at the date of the transaction.
Subsequent Recognition
As at the reporting date, non-monetary items which are carried at historical cost and denominated in a foreign currency
are reported using the exchange rate at the date of the transaction. All non-monetary items which are carried at fair
value or other similar valuation denominated in a foreign currency are reported using the exchange rates that existed
when the values were determined.
All monetary assets and liabilities in foreign currency are restated at the end of accounting period. With respect to
long-term foreign currency monetary items that have not been hedged, from April 1, 2011 onwards, the Company has
adopted the following policy:
Foreign exchange difference on account of a depreciable asset, is adjusted in the cost of the depreciable asset,
which would be depreciated over the balance life of the asset.
In other cases, the foreign exchange difference is accumulated in a Foreign Currency Monetary Item Translation
Difference Account, and amortized over the balance period of such long-term asset/ liability.
A monetary asset or liability is termed as a long-term foreign currency monetary item, if the asset or liability is expressed
in a foreign currency and has a term of 12 months or more at the date of origination of the asset or liability.
Exchange differences on restatement of other monetary items are recognised in the Statement of Profit and Loss.
Exchange differences on a monetary item that is receivable from or payable to foreign operations for which settlement
is neither planned nor likely to occur in the foreseeable future which, in substance, forms a part of the Companys net
investment in that foreign operation, are accumulated in the Foreign Currency Translation Reserve until the disposal
of the net investment. Upon disposal, such accumulation in the Foreign Currency Translation Reserve is recognised as
income or as expense in the Statement of Profit and Loss. The financial statements of an integral foreign operation are
translated using the principles and procedures as if the transactions of the foreign operation are those of the Company
itself.
Hedge Accounting
In accordance with its risk management policy, the Company has entered into cross currency swap contracts with a view
to convert its Indian Rupee borrowings into Foreign Currency borrowings in order to hedge the foreign exchange spot
retranslation risk of its net investment in a non-integral foreign operation. The Company applies net investment hedge
accounting such that the gains and losses on the foreign currency borrowings, to the extent effective, are recognised in
the Foreign Currency Translation Reserve (FCTR) under Reserves and Surplus (Refer Note 4, page 95). The exchange
91
Notes to Financial Statements for the year ended March 31, 2015
gains and losses on retranslating the net investments in the non-integral foreign operation are also recognised in the
FCTR. The ineffective portion of the hedge is recognised immediately into the Statement of Profit and Loss. Hedge
Accounting is discontinued when such swap contracts (hedging instrument) expire or are exercised or cancelled or no
longer qualify for hedge accounting. Hedge accounting of net investment in a non-integral foreign operation has been
applied prior to the revision of Accounting Standard (AS) 11 on The Effects of Changes in Foreign Exchange Rates by
notification no.G.S.R.914(E) dated 29th December, 2011.
The gains or losses recognised in FCTR as aforesaid, are reclassified to the Statement of Profit and Loss, on disposal of
the non-integral foreign operation.
Operating lease payments are recognised as expenditure in the Statement of Profit and Loss on a straight-line basis over
the lease term, unless another basis is more representative of the time pattern of benefits received from the use of the
assets taken on lease.
(h) Inventories:
Stock of food and beverages and stores and operating supplies are carried at the lower of cost (computed on a Weighted
Average basis) or net realisable value. Cost includes the cost of purchase including duties and taxes (other than those
refundable), inward freight, and other expenditure directly attributable to the purchase. Trade discounts, rebates and
benefits arising from utilisation of duty free scrips are deducted in determining the cost of purchase.
(i) Investments:
i. Long term investments are carried at cost. Provision is made for diminution in value, other than temporary, on an
individual basis.
ii. Current investments are carried at the lower of cost and fair value, determined on an individual basis.
i. Tax expenses are accounted in the same period to which the revenue and expenses relate. Provision for current
income tax is made for the tax liability payable on taxable income after considering tax allowances, deductions and
exemptions determined in accordance with the applicable tax rates and the prevailing tax laws. The differences
between the taxable income and the net profit or loss before tax for the year as per the financial statements are
identified and the tax effect of timing differences is recognised as a deferred tax asset or deferred tax liability. The
tax effect is calculated on accumulated timing differences at the end of the accounting year, based on tax rates
substantively enacted by the Balance Sheet date.
ii. Current tax assets and current tax liabilities are offset when there is a legally enforceable right to set off the
recognised amounts and there is an intention to settle the asset and the liability on a net basis. Deferred tax assets
and deferred tax liabilities are offset when there is a legally enforceable right to set off assets against liabilities
representing current tax and where the deferred tax assets and the deferred tax liabilities relate to taxes on
income levied by the same governing taxation laws.
iii. Deferred tax assets, other than on unabsorbed depreciation, carried forward losses and items relating to capital
losses, are recognised only if there is reasonable certainty that they will be realised in the future and are reviewed
for the appropriateness of their respective carrying values at each Balance Sheet date. In situations where the
Company has unabsorbed depreciation, carried forward losses and items relating to capital losses, deferred tax
assets are recognised only if there is virtual certainty, supported by convincing evidence, that the same can be
realised against future taxable profits. Deferred tax assets are reviewed at each Balance Sheet date for their
realisability.
92
Notes to Financial Statements for the year ended March 31, 2015
iv. Minimum Alternative Tax (MAT) credit is recognised as an asset only when and to the extent there is convincing
evidence that the Company will pay normal income tax during the specified period. Such asset is reviewed at
each Balance Sheet date and the carrying amount of the MAT credit asset is written down to the extent there is
no longer a convincing evidence to the effect that the Company will pay normal income tax during the specified
period.
Provisions are recognised, when there is a present legal obligation as a result of past events, where it is probable that
there will be outflow of resources to settle the obligation and when a reliable estimate of the amount of the obligation
can be made. Contingent liabilities are recognised only when there is a possible obligation arising from past events, due
to occurrence or non-occurrence of one or more uncertain future events, not wholly within the control of the Company,
or where any present obligation cannot be measured in terms of future outflow of resources, or where a reliable
estimate of the obligation cannot be made. Obligations are assessed on an ongoing basis and only those having a
largely probable outflow of resources are provided for. Contingent assets are not recognised in the financial statements.
General and specific borrowing costs directly attributable to the acquisition, construction or production of qualifying
assets, which are assets that necessarily take a substantial period of time to get ready for their intended use or sale,
are added to the cost of those assets, until such time as the assets are substantially ready for their intended use.
Debenture issue costs and the premium on redemption of debentures are adjusted against the available Securities
Premium Account in accordance with the provisions of section 52 of the Companies Act, 2013 (previously Section 78 of
the Companies Act, 1956). All other borrowing costs are charged to Statement of Profit and Loss over the tenure of the
borrowing.
Interest on Interest Rate Swap Contracts entered into, to manage interest risks on borrowings, is accounted in the
period in which it accrues as these contracts are intended to be held till the maturity of the underlying borrowings.
(m) Cash and Cash Equivalent (for the purpose of cash flow statements):
Cash comprises cash on hand and demand deposits with banks. Cash equivalents are short-term balances (with an
original maturity of three months or less from the date of acquisition), highly liquid investments that are readily
convertible into known amounts of cash and which are subject to insignificant risk of changes in value.
Cash flows are reported using the indirect method, whereby profit / (loss) before extraordinary items and tax is
adjusted for the effects of transactions of non-cash nature and any deferrals or accruals of past or future cash receipts
or payments. Cash flows for the year are classified by operating, investing and financing activities.
Basic earnings per share is computed by dividing the profit / (loss) after tax (including the post tax effect of extraordinary
items, if any) by the weighted average number of equity shares outstanding during the year. Diluted earnings per
share is computed by dividing the profit / (loss) after tax (including the post tax effect of extraordinary items, if any)
as adjusted for dividend, interest and other charges to expense or income (net of any attributable taxes) relating to
the dilutive potential equity shares, by the weighted average number of equity shares considered for deriving basic
earnings per share and the weighted average number of equity shares which could have been issued on the conversion
of all dilutive potential equity shares.
93
Notes to Financial Statements for the year ended March 31, 2015
Note 3 : Share Capital
Footnotes :
(i) The Company has one class of equity shares having a par value of ` 1 per share. Each shareholder is eligible for one
vote per share held. The dividend proposed by the Board of Directors is subject to the approval of the shareholders
in the ensuing Annual General Meeting, except in case of interim dividend. In the event of liquidation, the equity
shareholders are eligible to receive the remaining assets of the Company after distribution of all preferential amounts,
in proportion to their shareholding.
During the year ended March 31, 2015, no dividend is proposed as distribution to equity shareholders (Previous year
` Nil per share).
(ii) The shareholders have approved vide Postal Ballot dated May 23, 2014, the re-classification of the authorised Share
Capital of the Company which now comprises ` 200 crores equity shares of ` 1 each aggregating ` 200 crores.
(iii) The Company on September 1, 2014 has allotted 18,18,01,228 Compulsorily Convertible Debentures (CCDs) of ` 55 each
aggregating to ` 999.91 crores on a rights basis. Each CCD is convertible into 1 equity share of ` 1 each at a premium
of ` 54 per share after 18 months from the date of allotment of the CCD. The CCDs have been classified as a part of
Long term Borrowings.
(iv) Reconciliation of the shares outstanding at the beginning and at the end of the year
94
Notes to Financial Statements for the year ended March 31, 2015
(vii) Aggregate number and class of shares allotted as fully paid up pursuant to contract(s) without payment being received
in cash, bonus shares and shares bought back for the period of 5 years immediately preceding the balance sheet date
Nil (Previous year Nil)
(vii) As at the Balance Sheet date, the Company has 196,380 (Previous year 246,380) outstanding Global Depository Receipts
(GDRs) which are represented by equity shares of ` 1 each included in above. Whilst the GDRs are listed on the London
Stock Exchange, the Company has filed an application with the Exchange for delisting of the GDRs .
95
Notes to Financial Statements for the year ended March 31, 2015
March 31, 2015 March 31, 2014
` crores ` crores
Brought over 2,554.86 2,564.40
General Reserve
Opening Balance 484.61 484.61
Add : Transfer from Investment Reserve 5.00 -
Add : Transfer from Investment Allowance Utilised Reserve 4.03 -
Add : Transfer from Export Profits Reserve 0.41 -
Closing Balance 494.05 484.61
2,534.40 2,613.09
Footnotes :
(i) In accordance with its risk management policy, the Company has entered into cross currency swap contracts with a view
to convert its Indian Rupee borrowings into Foreign Currency borrowings in order to hedge the foreign exchange spot
retranslation risk of its net investment in a non-integral foreign operation. The Company applies net investment hedge
accounting such that the gains and losses on the foreign currency borrowings, to the extent effective, are recognised
in the Foreign Currency Translation Reserve (FCTR) under Reserve and Surplus(Refer Accounting Policy in Note 2(f)
page 91). The translation differences in respect of the foreign currency borrowings, which in the past were accumulated
in the Hedge Reserve have been transferred to FCTR in which the translation differences of the net investment in non
integral foreign operation reside.
(ii) From April 1, 2011, translation differences on other foreign currency borrowings/loan assets which have not been
hedged are being amortised over the tenure of the respective borrowing/loan assets in accordance with the revision
to Accounting Standard (AS) 11 on The Effects of Changes in Foreign Exchange Rates by notification no.G.S.R.914 (E)
dated 29th December, 2011 (Refer Note 37, page 117 and Accounting Policy in Note 2(f), page 91).
96
Notes to Financial Statements for the year ended March 31, 2015
Note 5 : Long-term Borrowings
March 31, 2015 March 31, 2014
` crores ` crores
Debentures
a) Non Convertible Debentures
Secured 700.00 790.00
Unsecured 586.00 586.00
1,286.00 1,376.00
b) Compulsorily Convertible Debentures
Unsecured 999.91 -
999.91 -
2,898.10 2,153.51
Footnotes :
(i) Current and Non-Current components of Long-term Borrowings as at:
March 31, 2015 March 31, 2014
` crores ` crores
Non-Current Current Non-Current Current
Non-Convertible Debentures (NCDs)
Secured (Refer Footnote (ii))
a) 10.10% Non-Convertible Debentures 300.00 - 300.00 -
b) 9.95% Non-Convertible Debentures 250.00 - 250.00 -
c) 2% Non-Convertible Debentures 150.00 90.00 240.00 60.00
700.00 90.00 790.00 60.00
Unsecured (Refer Footnote (iii))
a) 2% Non-Convertible Debentures 250.00 - 250.00 -
b) 9.90% Non-Convertible Debentures 136.00 - 136.00 -
c) 2% Non-Convertible Debentures - - - 150.00
d) 2% Non-Convertible Debentures 200.00 - 200.00 -
586.00 - 586.00 150.00
Compulsorily Convertible Debentures (CCDs)
Unsecured (Refer Footnote (iv)) 999.91 - - -
999.91 - - -
Term Loan from Banks (Unsecured)
(Refer Footnote (v))
Foreign Currency Term Loan From Banks 394.50 197.25 570.10 -
Term Loan From Bank - - - 100.00
394.50 197.25 570.10 100.00
Loans and Advances (Unsecured)
From Related Party 3.86 - 3.72 -
Liability on currency swap contracts
(Refer Footnote (vi)) 213.83 22.65 203.69 65.50
217.69 22.65 207.41 65.50
97
Notes to Financial Statements for the year ended March 31, 2015
(ii) Non Convertible Debentures - Secured include:
a) 3,000, 10.10% Secured Non-Convertible Debentures of ` 10 lakhs each aggregating ` 300 crores, allotted on
November 18, 2011 are repayable at par on November 18, 2021 i.e at the end of 10th year from the date of
allotment.
b) 2,500, 9.95% Secured Non-Convertible Debentures of ` 10 lakhs each aggregating ` 250 crores, allotted on July 27,
2011 are repayable at par on July 27, 2021 i.e at the end of 10th year from the date of allotment.
c)
3,000, 2% Secured Non-Convertible Debentures of ` 10 lakhs each aggregating ` 300 crores, allotted on
March 22, 2010 were repayable in 3 annual instalments commencing at the end of 5th, 6th & 7th year from the date
of allotment along with redemption premium of ` 6.13 lakhs per debenture. During the year, the Company has
repaid the first instalment of ` 60 crores on March 23, 2015. The second instalment of ` 90 crores due on March 22,
2016 has been classified under current maturities of long term borrowings. The third instalment is due on March
22, 2017.
All the Secured Non-Convertible Debentures are rated, listed and secured by a pari passu first charge created on all
the fixed assets of the Company, both present and future.
(iii) Non Convertible Debentures - Unsecured include:
a)
2,500, 2% Unsecured Non-Convertible Debentures of ` 10 lakhs each aggregating ` 250 crores, allotted on
December 9, 2009 are repayable on December 9, 2019 i.e at the end of the 10th year from the date of allotment,
along with redemption premium of ` 12.43 lakhs per debenture.
b) 1,360, 9.90% Unsecured Non-Convertible Debentures of ` 10 lakhs each aggregating ` 136 crores, allotted on
February 24, 2012 are repayable on February 24, 2017 i.e at the end of the 5th year from the date of allotment.
c)
1,500, 2% Unsecured Non-Convertible Debentures of ` 10 lakhs each aggregating ` 150 crores, allotted on
December 9, 2009 were repayable on December 9, 2014 i.e at the end of the 5th year from the date of allotment
along with redemption premium of ` 4.37 lakhs per debenture. During the year, the Company has repaid these
debentures on the due date.
d)
2,000, 2% Unsecured Non-Convertible Debentures of ` 10 lakhs each aggregating ` 200 crores, allotted on
April 23, 2012 are repayable on April 23, 2017, i.e at the end of the 5th year from the date of allotment along with
redemption premium of ` 4.71 lakhs per debenture.
(iv) Compulsorily Convertible Debentures - Unsecured include:
18,18,01,228 Unsecured Compulsorily Convertible Debentures (CCDs) of ` 55 each aggregating ` 999.91 crores, were
allotted on September 01, 2014 on a rights basis. Each CCD is convertible into 1 equity share of ` 1 each at a premium
of ` 54 per share on March 1, 2016 i.e. after 18 months from the date of allotment.
(v) Term Loan from Banks (Unsecured) include:
a) External commercial borrowing of US $ 95 million was taken on November 23, 2011. The loan is repayable at the
end of 50th, 60th, and 72nd month from November 23, 2011 in equal instalments to achieve the average maturity of
5.05 years and carries an interest which is based on a spread over LIBOR. The first instalment of US $ 31.67 million
(` 197.25 crores) due on January 22, 2016, has been classified under current maturities of long term borrowings.
b) Unsecured term loan from a bank of ` 100 crores was taken on August 26,2013 for 3 years carrying interest rate of
11.50% p.a. During the year, the Company has repaid the loan on September 30, 2014.
(vi)
The Company has entered into cross currency swap contracts as a part of its risk management strategy to convert
Indian Rupee borrowings into Foreign Currency borrowings which are used to hedge net investment in a non-integral
foreign operation (Refer Note 4, page 95). At the reporting date, the notional amounts are restated at the closing
exchange rates. As at March 31, 2015, the difference aggregating ` 236.48 crores (Previous Year ` 269.19 crores) on
restatement represents a liability which is classified as "unsecured loans and advances". The notional amount due
within twelve months of ` 22.65 crores has been classified under current maturities of long term borrowings.
98
Notes to Financial Statements for the year ended March 31, 2015
(vii) Maturity Profile of Debentures :
` crores
a) Non-Current
Non-Convertible Debentures (NCDs) Redeemable on Principal Premium Total
Secured
a) 10.10% Non-Convertible Debentures November 18, 2021 300.00 - 300.00
b) 9.95% Non-Convertible Debentures July 27, 2021 250.00 - 250.00
c) 2% Non-Convertible Debentures (3rd instalment) March 22, 2017 150.00 105.25 255.25
700.00 105.25 805.25
Unsecured
a) 2% Non-Convertible Debentures December 9, 2019 250.00 310.84 560.84
b) 9.90% Non-Convertible Debentures February 24, 2017 136.00 - 136.00
c) 2% Non-Convertible Debentures April 23, 2017 200.00 94.23 294.23
586.00 405.07 991.07
99
Notes to Financial Statements for the year ended March 31, 2015
Note 8 : Long-term Provisions
March 31, 2015 March 31, 2014
` crores ` crores
Provision For Employee Benefits (Refer Note 38, page 118 to 121)
Post-retirement compensated absences 13.79 10.26
Gratuity 3.84 -
Post-employment medical benefits 2.83 2.50
Post-retirement pension 6.85 6.50
27.31 19.26
0.99 161.59
Footnotes :
(i) Secured loan from Bank consists of overdraft facilities. These are secured by hypothecation of operating supplies, stores,
food and beverages and receivables.
(ii) During the previous year, the Company had taken an unsecured short term loan from a bank of ` 200 crores carrying
interest rate of 10.35% p.a. The loan was drawn down in tranches of ` 100 crores each on July 25, 2013 and July 30,
2013 with a put / call option at the end of six months from the draw down date. The Company has repaid ` 50 crores on
March 27, 2014 and ` 150 crores on August 30, 2014. The outstanding as on March 31, 2015 is Nil.
Footnotes :
(i) The amount due to Micro and Small Enterprises as defined in the The Micro, Small and Medium Enterprises Development
Act, 2006 has been determined to the extent such parties have been identified on the basis of information collected by
the Management. This has been relied upon by the auditors.
100
Notes to Financial Statements for the year ended March 31, 2015
(ii) The disclosures relating to Micro and Small Enterprises are as under:
(iii) For related party balances refer Note 45, page 123 to 130.
633.79 725.70
Footnotes :
(i) A sum of ` 0.34 crores (Previous year ` 0.29 crores) due for transfer to the Investor Education and Protection Fund during
the year has been transferred and there are no dues in this respect which have remained unpaid as at the Balance Sheet
date.
(ii) Other liabilities include accruals related to employee benefits ` 70.82 crores (Previous Year ` 66.43 crores). For related
party balances refer Note 45, page 123 to 130.
101
Notes to Financial Statements for the year ended March 31, 2015
Note 12 : Short-term Provisions
Provision - Others
Provision for Contingencies (Refer Footnote (i)) 41.49 52.65
Loyalty Programmes (Refer Footnote (ii)) 18.55 18.18
60.04 70.83
81.02 92.66
Footnotes :
(i) Provision for Contingencies include provisions for the following:
Opening Balance Addition / Closing Balance
(Deletion)
` crores ` crores ` crores
Disputed claims for taxes, levies and duties 21.99 17.65 39.64
1.18 20.81 21.99
Disputes on Contractual matters 29.43 (28.75) 0.68
27.71 1.72 29.43
Disputes in respect of Employee benefits 1.23 (0.06) 1.17
1.23 - 1.23
Total 52.65 (11.16) 41.49
30.12 22.53 52.65
a) The above matters are under litigation / negotiation and the timing of the cash flows cannot be currently determined.
102
Notes to Financial Statements for the year ended March 31, 2015
Note 13 : Tangible Assets (Owned)
Freehold Leasehold Buildings Plant and Furniture Office Vehicles Total
Land Land (Refer Footnote Equipment & Fixtures Equipment
(i) & (ii))
Net Block
At March 31, 2014 133.33 10.57 927.78 447.80 132.53 19.25 6.39 1,677.65
At March 31, 2015 132.99 10.81 1,148.14 524.52 143.81 22.06 6.27 1,988.60
Footnotes :
(i) ross Block includes improvements to buildings constructed on leasehold land - ` 613.06 crores (Previous year
G
` 611.95 crores).
(ii) Accumulated Depreciation includes adjustment for impairment made in earlier years of ` 6.61 crores (Previous year
` 6.61 crores), including ` 3.88 crores (Previous year ` 3.88 crores) on Freehold Land.
(iii) Depreciation charge for the year includes ` 0.03 crores (Previous year ` 0.04 crores) which is capitalised during the year.
103
Notes to Financial Statements for the year ended March 31, 2015
Note 14 : Intangible Assets (Acquired)
Amortisation
Net Block
Footnote :
104
Notes to Financial Statements for the year ended March 31, 2015
Note 15 : Non-current Investments (at cost)
105
Notes to Financial Statements for the year ended March 31, 2015
March 31, 2015 March 31, 2014
Holdings Holdings
Face Value As at ` crores As at ` crores
Brought over 3,686.67 3,705.43
Fully Paid Quoted Equity Investments :
Investments in Subsidiary Companies
Benares Hotels Ltd. ` 10 2,93,000 0.69 2,93,000 0.69
0.69 0.69
Investments in Jointly Controlled Entities
Taj GVK Hotels & Resorts Ltd. ` 2 1,60,00,000 40.34 1,60,00,000 40.34
40.34 40.34
Investments in Associate Companies
TAL Lanka Hotels PLC Sri Lankan 3,43,75,640 18.72 3,43,75,640 18.72
Rupees 10
Oriental Hotels Ltd. ` 1 3,37,64,550 28.73 3,37,64,550 28.73
47.45 47.45
Investment in Other Companies
Tourism Finance Corporation of India Ltd. ` 10 50,000 0.10 50,000 0.10
India Tourism Development Corporation Ltd. ` 10 67,50,275 44.58 67,50,275 44.58
44.68 44.68
106
Notes to Financial Statements for the year ended March 31, 2015
Note 16 : Long-term Loans and Advances
Loans and advances to related parties (Refer Note 45, page 123 to 130)
Subsidiary Companies (net) 1,112.39 1,221.71
Jointly Controlled Entities 14.70 14.35
Associates - considered doubtful (considered good in the previous year) 3.17 8.04
1,130.26 1,244.10
Less: Provision for Advances doubtful of recovery 3.17 -
1,127.09 1,244.10
Other loans and advances
Advance Income Tax paid (net) 33.27 76.09
MAT credit entitlement 74.68 33.31
Others 8.71 9.31
116.66 118.71
1,439.55 1,556.15
3.28 4.70
107
Notes to Financial Statements for the year ended March 31, 2015
Note 18 : Current Investments
431.82 -
Footnotes :
(i) Basis of valuation : Current investments are carried at the lower of cost and fair value, determined on individual basis.
(ii) Aggregate of Unquoted Investments - Gross : Cost 431.82
43.16 40.18
108
Notes to Financial Statements for the year ended March 31, 2015
Note 20 : Trade Receivables
March 31, 2015 March 31, 2014
` crores ` crores
(Unsecured) (Refer Footnote)
Outstanding over six months from the date they were due for payment:
Considered good 19.19 12.61
Considered doubtful 7.51 7.98
26.70 20.59
Others :
Considered good 119.69 111.80
Considered doubtful 0.04 -
119.73 111.80
146.43 132.39
Less : Provision for Debts doubtful of recovery 7.55 7.98
138.88 124.41
Footnotes :
(i) Trade Receivables include debts due from Directors - ` 2,26,884 (Previous year ` 1,82,699) in the ordinary course of
business.
(ii) For related party balances refer Note 45, page 123 to 130.
109
Notes to Financial Statements for the year ended March 31, 2015
Note 22 : Short-term Loans and Advances
March 31, 2015 March 31, 2014
` crores ` crores
(Unsecured, considered good unless stated otherwise)
Short-term loans and advances
Related Parties
Associates (Refer Note 45, page 123 to 130) 4.87 -
4.87 -
Others 0.34 0.33
5.21 0.33
Other advances
Considered good 39.87 57.46
Considered doubtful 4.04 2.56
43.91 60.02
Less: Provision for Advances doubtful of recovery 4.04 2.56
39.87 57.46
53.24 66.24
32.82 40.59
Footnote :
Represents expenses on loans to be amortised over the balance tenure of the loan.
110
Notes to Financial Statements for the year ended March 31, 2015
Note 24 : Rooms, Restaurants, Banquets and Other Income from Operations
March 31, 2015 March 31, 2014
` crores ` crores
Room Income 908.34 884.26
Food, Restaurants and Banquet Income 813.42 774.16
Shop rentals 30.68 28.94
Membership fees 59.08 53.93
Management and operating fees 137.74 125.54
Others 75.12 62.68
2,024.38 1,929.51
79.22 47.82
111
Notes to Financial Statements for the year ended March 31, 2015
Note 27 : Employee Benefit Expense and Payment to Contractors
March 31, 2015 March 31, 2014
` crores ` crores
Salaries, Wages, Bonus etc. 392.56 348.65
Companys Contribution to Provident and Other Funds (refer Note 38, page 118 to 121) 29.47 19.91
Reimbursement of Expenses on Personnel Deputed to the Company 12.69 10.55
Payment to Contractors 36.65 32.24
Staff Welfare Expenses 60.00 61.18
531.37 472.53
Footnote :
The Company has capitalised the Interest cost on borrowings relating to certain qualifying assets included within Capital
Work in Progress.
112
Notes to Financial Statements for the year ended March 31, 2015
(ii) General expenses consist of the following:
March 31, 2015 March 31, 2014
` crores ` crores
Rent 44.48 40.10
Licence Fees 128.39 125.74
Rates and Taxes 45.80 36.76
Insurance 6.17 6.04
Advertising and Publicity 96.66 92.29
Printing and Stationery 8.23 7.28
Passage and Travelling 9.65 10.31
Provision for Doubtful Debts (Refer Footnote (vi)) 1.99 1.08
Professional Fees 36.11 38.82
Outsourced Support Services 45.63 39.52
Exchange Loss (Net) 1.06 1.50
Loss on Sale of Fixed Assets (Net) 0.23 1.26
Payment made to Statutory Auditors (Refer Footnote (v)) 2.86 3.08
Directors Fees and Commission (Refer Footnote (iii)) 0.52 2.04
Other Expenses (Refer Footnote (iv)) 68.04 57.91
495.82 463.73
952.46 890.69
Footnotes :
(i) Expenditure recovered from other parties:
March 31, 2015 March 31, 2014
` crores ` crores
Fuel, Power and Light 4.26 4.59
Repairs to Buildings 0.08 0.07
Linen and Uniform Washing 1.21 1.39
Rent 0.18 0.28
Other Expenses 2.30 2.01
8.03 8.34
(ii) The following direct expenses incurred during the year and to the extent attributable to construction or renovation
of hotel buildings have been capitalised:
March 31, 2015 March 31, 2014
` crores ` crores
Employee benefits expense 0.50 1.26
Rent, Rates and Taxes - 2.49
Fuel, power and light 0.63 0.90
Depreciation 0.03 0.04
Other expenses (Net) 12.24 4.20
13.40 8.89
(iii) Directors Fees and Commission is net of Commission waived by Non-Executive Directors for the year 2013-14 - ` 1.96 crores.
113
Notes to Financial Statements for the year ended March 31, 2015
(iv) Other expenses include Advances written off ` 1.39 crores (Previous year ` 3.18 crores) and expenditure incurred on
Corporate Social Responsibility activities under Section 135 of the Companies Act, 2013 - ` 1.63 crores.
114
Notes to Financial Statements for the year ended March 31, 2015
Note 31 : Contingent Liabilities (to the extent not provided for):
The Company is involved in a number of appellate, judicial and arbitration proceedings (including those described below)
concerning matters arising in the course of conduct of the Companys businesses and is exposed to other contingencies
arising from having issued guarantees to lenders of its subsidiaries and other entities. Some of these proceedings in respect
of matters under litigation are in early stages, and in some other cases, the claims are indeterminate.
In respect of Income Tax matters, the Companys appeals are pending and the said amounts have been paid/ adjusted
and will be recovered as refund if the matters are decided in favour of the Company.
Further, a Notice of Motion has been issued by the Honourable High Court of Judicature at Bombay, inter alia, for a
stay against any further proceedings by the licensor, pending a resolution of this dispute by the Honourable Bombay
High Court. In view of this, and based on legal advice, the Company regards the likelihood of sustainability of the
lessors claim to be remote and the amount of any potential liability, if at all, is indeterminate.
ii) The Company owns 19.90% of the issued share capital of Lands End Properties Private Limited (LEPPL), a Company
owning 85.72% interest in the erstwhile Sea Rock hotel property through its wholly-owned subsidiary, Sky Deck
Properties & Developers Private Limited (SDPDPL). LEPPL has issued Zero coupon Non-Convertible Debentures
(NCDs) aggregating to ` 521 crores, redeemable at a premium, having a yield to maturity of 10% per annum
aggregating to ` 693.45 crores on maturity.
a) the first right to purchase the entire shareholding of SDPDPL held by LEPPL for an aggregate value of ` 693.45
crores; or
115
Notes to Financial Statements for the year ended March 31, 2015
b) the obligation to make good the value of the shortfall, if any, if lenders of LEPPL divest 100% of SDPDPL
shares and realise an amount lower than the redemption amount, in case the right referred in (i) above is not
exercised.
In addition, SDPDPL has availed of a secured zero coupon term loan of ` 508 crores from a financial institution for
which the total repayment obligation on the maturity date (being January 28, 2016) would be ` 708.93 crores. This
term loan has been secured by way of a pledge on all direct and indirect shareholding of ELEL Hotels & Investments
Ltd, the licensee of the erstwhile Hotel Sea Rock property.
In effect, the total future repayment obligation for LEPPL, on a consolidated basis, aggregates to ` 1402.38 crores
covering the current outstanding debt obligations of LEPPL and SDPDPL, its underlying subsidiary.
iii) The Company has given letters of support in case of select subsidiaries and jointly controlled entities during the year.
(d) Others:
Management is generally unable to reasonably estimate a range of possible loss for proceedings or disputes other than
those included in the estimate above, including where:
(i) plaintiffs / parties have not claimed an amount of money damages, unless management can otherwise determine
an appropriate amount;
(ii) the proceedings are in early stages;
(iii) there is uncertainty as to the outcome of pending appeals or motions or negotiations;
(iv) there are significant factual issues to be resolved; and/or there are novel legal issues presented
The Companys management does not believe, based on currently available information, that the outcomes of the
above matters, will have a material adverse effect on the Companys financial statements, though the outcomes could
be material to the Companys operating results for any particular period, depending, in part, upon the operating results
for such period. It is not practicable for the Company to estimate the timings of cash flows, if any, in respect of the
above.
The funds raised by way of rights issue of Compulsorily Convertible Debentures were utilised as under:
Particulars ` crores
Amounts raised through Rights Issue 999.91
Utilisation
Repayment of Debts 552.68
General corporate purposes 100.00
Capital expenditure on Projects 25.62
Renovation Capex 4.90
Issue Expenses 6.07
Total 689.27
Surplus amounts kept in Fixed Deposits with Banks and invested in Mutual Funds 310.64
116
Notes to Financial Statements for the year ended March 31, 2015
Note 34 : Depreciation impact
The Company has reassessed the useful lives of its tangible fixed assets during the year. Based on a technical evaluation, the
useful lives have been revised to match those specified in Part C of Schedule II to the Companies Act, 2013, for all classes
of assets, other than end-user Computers, Electrical Installation and Equipment, Plant and Machinery and select items of
Furniture. Management believes that the revised useful lives of the assets reflect the periods over which these assets are to
be used. As a result of the change, the charge on account of Depreciation for the twelve months ended March 31, 2015, is
lower by ` 0.57 crores as compared to the useful lives estimated in earlier periods.
* Net of notional amount of US$ 143.80 million (Previous year US$ 186.38 million) as cross currency interest rate swaps
referred to in footnote to Note 4, page 96.
117
Notes to Financial Statements for the year ended March 31, 2015
Note 38 : Employee Benefits
(a) The Company has recognised the following expenses as defined contribution plan under the head Companys
Contribution to Provident Fund and Other Funds(net of recoveries) :
March 31, 2015 March 31, 2014
` crores ` crores
Provident Fund 17.82 16.27
Superannuation Fund 4.85 4.00
22.67 20.27
(b) The Company operates post retirement defined benefit plans as follows :-
(i) Funded :
Post Retirement Gratuity
ension to Employees Post retirement minimum guaranteed pension scheme for certain categories of
P
employees, which is funded by the Company and the employees.
(ii) Unfunded :
ension to Executive Directors and Employees Post retirement minimum guaranteed pension scheme for
P
certain retired executive directors and certain categories of employees, which is unfunded.
Post Employment Medical Benefits to qualifying employees
(c) Pension Scheme for Employees:
The Company has formulated a funded pension scheme for certain employees. The actuarial liability arising on the
above, after allowing for employees contribution is determined as at the year end, on the basis of uniform accrual
benefit, with demographic assumptions taken as Nil.
(d) Defined Benefit Plans As per Actuarial Valuation on March 31, 2015 :-
i Amount to be recognised in Balance Sheet and movement in net liability
Gratuity Post Pension Pension Pension
Funded Employment Top-up Director Staff
Medical Unfunded Unfunded Funded
Benefits
Unfunded
` crores ` crores ` crores ` crores ` crores
Present Value of Funded Obligations 157.56 - - - 5.92
136.59 - - - 4.93
118
Notes to Financial Statements for the year ended March 31, 2015
ii Expenses recognised in the Statement of Profit & Loss
Gratuity Post Pension Pension Pension
Funded Employment Top-up Director Staff
Medical Unfunded Unfunded Funded
Benefits
Unfunded
` crores ` crores ` crores ` crores ` crores
Current Service Cost 7.01 0.03 0.32 - 0.10
7.61 0.04 0.30 - 0.12
Interest Cost 11.81 0.24 0.43 0.20 0.40
10.98 0.23 0.31 0.13 0.35
Expected return on Plan Assets (9.96) - - - (0.49)
(9.97) - - - (0.42)
Actuarial Losses / (Gain) recognised in (1.06) 0.45 0.15 0.31 0.48
the year (7.44) (0.12) (1.08) 1.41 (0.82)
Past service Cost - - - - 0.38
- - - - 0.38
Effect of the limit on Plan Asset - - - - (0.14)
- - - - 0.27
Expense 7.80 0.72 0.90 0.51 0.73
1.18 0.15 (0.47) 1.54 (0.12)
Footnote: Amount taken to Statement of Profit and Loss in respect of gratuity is net of recovery ` 1.07 crores
(Previous year ` 1.62 crores).
119
Notes to Financial Statements for the year ended March 31, 2015
iv Reconciliation of Fair Value of Plan Assets
Equity 16% - - - -
20% - - - -
Others 1% - - - 13%
1% - - - 6%
120
Notes to Financial Statements for the year ended March 31, 2015
vi Actuarial Assumptions
Mortality Table *
1% Increase 1% Decrease
` crores ` crores
Effect on the aggregate of service cost and interest cost
(1% Increase - ` 45,514 (Previous year ` 40,774)) - -
(1% Decrease - ` (40,205) (Previous year ` (45,556))) - -
121
Notes to Financial Statements for the year ended March 31, 2015
Note 39 : CIF Value of imports
The earnings in foreign exchange, as reported above, are on the basis of actual receipts during the year.
122
Notes to Financial Statements for the year ended March 31, 2015
Note 44 : Deposits and Advances in the nature of loans to Subsidiaries, Jointly controlled entities and Associates
123
Notes to Financial Statements for the year ended March 31, 2015
Name of the Company Country of Incorporation
TIFCO Security Services Ltd. * India
Taj Rhein Shoes Co. Ltd. * India
Ideal Ice & Cold Storage Co. Ltd. * India
* Ceased to be a subsidiary with effect from March 30, 2015.
International
Samsara Properties Ltd. British Virgin Islands
Apex Hotel Management Services (Pte) Ltd. Singapore
Chieftain Corporation NV Netherlands Antilles
IHOCO BV Netherlands
St. James Court Hotel Ltd. United Kingdom
Taj International Hotels Ltd. United Kingdom
IHMS (Australia) Pty. Ltd. ** Australia
International Hotel Management Services Inc. United States of America
Taj International Hotels (H.K.) Ltd. Hong Kong
PIEM International (H.K.) Ltd. Hong Kong
BAHC 5 Pte Ltd. Singapore
Apex Hotel Management Services (Australia) Pty. Ltd. Australia
** Ceased to be a subsidiary with effect from November 1, 2014.
International
TAL Hotels & Resorts Ltd. Hong Kong
IHMS Hotels (SA) (Proprietary) Ltd. South Africa
iv. Associates
International
Lanka Island Resort Ltd. Sri Lanka
TAL Lanka Hotels PLC Sri Lanka
BJETS Pte Ltd., Singapore Singapore
124
Notes to Financial Statements for the year ended March 31, 2015
v. Key Management Personnel
Particulars Relation
Rakesh Sarna * Managing Director & CEO
Raymond N. Bickson ** Ex-Managing Director
Anil P. Goel Executive Director & CFO
Abhijit Mukerji Executive Director - Hotel Operations
Mehernosh S. Kapadia Executive Director - Corporate Affairs
* for part of the year with effect from September 1, 2014.
** for part of the year upto August 31, 2014.
(b) Details of related party transactions during the year ended March 31, 2015 and outstanding balances as at March 31,
2015:
125
Notes to Financial Statements for the year ended March 31, 2015
Particulars Company Key Subsidiaries Associates Jointly controlled
having Management entities
substantial Personnel
interest
` crores ` crores ` crores ` crores ` crores
Sale of Shares (Refer Footnote ii) - - - - -
- - - - -
Shareholders Deposit placed - - - - -
- - 67.41 - -
Shareholders Deposit encashed - - 153.84 - -
- - - - -
Share Application money paid - - - - -
- - - 14.61
Share Holders Deposits converted - - - - -
into Equity / Share Application Money - - 64.89 - -
(Refer Footnote iii)
Remuneration Paid / Payable - 24.47 - - -
(Refer Footnote iv) - 16.50 - - -
Transfer of Project - - - - -
- - (8.90) - -
Provision for Advances doubtful of - - - 3.17 -
recovery - - - - -
Provision for Obligation no longer - - - 11.56 -
required - - - - -
Current account dues written off - - - 1.37 -
- - - - -
Guarantees/Letter of Comfort - - 251.00 - -
given on behalf(net) - - 90.52 - -
(Refer Note 31(c)(i), page 115)
126
Notes to Financial Statements for the year ended March 31, 2015
Footnotes:
Subsidiaries
TIFCO Holdings Ltd.
Interest Paid/ Provided - 0.33
Dividend Received 4.08 6.52
ICD raised during the year - 32.75
ICD repaid during the year - 32.75
Other liabilities 3.33 -
127
Notes to Financial Statements for the year ended March 31, 2015
Name of the Company March 31, 2015 March 31, 2014
` crores ` crores
Piem Hotels Ltd.
Interest Paid/ Provided - 2.14
Dividend Received 5.92 4.44
Operating/ Licence Fees Received/Accrued 27.77 27.14
Sale of goods and services - 1.39
Deputed Staff costs 4.09 -
Other Cost reimbursements 0.71 -
Due on current account (Net) - Receivable/(Payable) - 0.01
ICD raised during the year - 30.00
ICD repaid during the year - 75.00
Transfer of Project - (8.90)
Inditravel Ltd.
Purchase of goods and services 7.54 10.48
Sale of goods and services 3.69 3.88
Trade Payables - 2.30
ICD raised during the year - 19.00
ICD repaid during the year - 19.00
128
Notes to Financial Statements for the year ended March 31, 2015
Name of the Company March 31, 2015 March 31, 2014
` crores ` crores
Jointly Controlled Entities
Taj GVK Hotels & Resorts Ltd.
Due on current account (Net) Receivable/(Payable) 1.61 1.92
Deputed Staff reimbursement 1.48 -
Operating/Licence Fees Received/Accrued 14.04 14.19
Deputed Staff costs 1.48 -
Trade Receivables 10.19 7.41
ICD Encashed - 5.00
Associates
Taida Trading & Industries Ltd.
Interest received/ accrued 0.80 0.79
Interest Receivable 1.34 0.61
ICD Closing Position - Receivable 8.04 8.04
Provision for Advances doubtful of recovery 3.17 -
129
Notes to Financial Statements for the year ended March 31, 2015
Name of the Company March 31, 2015 March 31, 2014
` crores ` crores
Oriental Hotels Ltd.
Operating/Licence Fees Received/ Accrued 25.02 23.69
Deputed Staff reimbursement 2.48 -
Other costs reimbursement 1.45 -
Trade Receivables 7.54 7.79
Due on current account (Net) Receivable/(Payable) - 0.36
Amount of Interest based on the Audited Accounts for the year ended
March 31, 2015
Name of the Company Country of Holding Assets Liabilities Income Expenditure Contingent Capital
Incorporation Liabilities Commitment
(%) ` crores ` crores ` crores ` crores ` crores ` crores
Taj Safaris Ltd. India 29.46 7.14 5.65 6.29 6.82 - 0.03
35.07 8.72 8.42 6.51 7.32 0.41 -
Taj GVK Hotels and India 25.52 185.55 97.12 63.80 64.31 11.03 0.04
Resorts Ltd. 25.52 170.18 81.25 62.56 61.29 11.12 0.38
Name of the Company Country of Holding Assets Liabilities Income Expenditure Contingent Capital
Incorporation Liabilities Commitment
(%) ` crores ` crores ` crores ` crores ` crores ` crores
Taj Karnataka Hotels India 44.27 3.82 6.71 2.82 2.79 - 0.01
and Resorts Ltd. 44.27 3.89 6.80 2.88 2.75 - -
Taj Kerala Hotels Ltd. India 28.30 18.73 3.98 12.11 12.05 2.64 0.09
28.30 18.75 4.07 12.15 12.12 1.27 0.24
Kaveri Retreat & Resorts India 50.00 47.29 32.94 15.26 16.72 1.07 0.30
Limited 50.00 49.91 34.10 12.48 15.86 1.07 0.34
Taj Madras Flight India 50.00 23.68 2.91 16.57 16.50 12.75 -
Kitchen Pvt. Ltd. 50.00 22.86 2.16 15.24 14.45 12.71 0.36
TAL Hotels & Resorts Hong Kong 27.49 166.13 64.56 84.02 77.60 0.13 2.58
Ltd. 27.49 160.16 66.02 73.01 93.60 0.13 0.39
IHMS Hotels (SA) South Africa 50.00 119.54 163.29 34.39 75.58 - -
(Proprietary) Ltd. 50.00 132.93 148.49 34.82 60.10 - -
Footnote: Figures in the italics relate to the previous year.
130
Notes to Financial Statements for the year ended March 31, 2015
Note 48 : Earnings Per Share (EPS)
Earnings Per Share is calculated in accordance with Accounting Standard 20 Earnings Per Share (AS-20) specified under
Section 133 of the Companies Act, 2013, read with Rule 7 of the Companies (Accounts) Rules, 2014.
131
Notes to Financial Statements for the year ended March 31, 2015
Financial Statistics
Capital Account
Year Share Reserves and Borrowings Gross Block Net Block Investments
Capital Surplus
` crores ` crores ` crores ` crores ` crores ` crores
1974-75 2.35 1.94 4.55 10.99 8.09 0.20
1975-76 2.35 2.21 4.21 11.82 8.42 0.20
1976-77 # 3.07 2.38 3.98 12.21 8.30 0.25
1977-78 3.07 3.39 4.73 13.14 8.69 0.34
1978-79 3.07 5.41 6.17 17.81 12.68 0.55
1979-80 * 5.09 5.58 5.56 20.48 14.31 0.74
1980-81 5.09 8.53 7.76 25.01 17.60 1.10
1981-82 ** 6.90 9.20 8.87 28.79 20.06 1.13
1982-83 *** 6.35 12.34 26.71 49.54 39.22 2.65
1983-84 6.35 17.45 32.25 58.48 44.40 3.77
1984-85 6.35 22.23 42.20 67.77 44.55 11.70
1985-86 a 7.85 28.70 38.82 71.69 53.72 6.21
1986-87 7.85 32.73 53.58 89.73 67.56 5.53
1987-88 + 9.86 41.97 63.47 107.70 80.08 6.90
1988-89 9.86 48.54 74.06 127.39 93.56 9.34
1989-90 !! 14.78 51.44 97.13 161.28 119.95 11.19
1990-91 14.78 56.77 121.07 178.61 128.43 12.37
1991-92 14.78 73.72 123.53 194.44 135.89 13.76
1992-93 !!! 19.96 124.44 106.86 210.68 142.53 16.93
1993-94 19.96 165.65 100.86 234.64 156.21 32.54
1994-95 39.92 205.84 245.05 293.59 201.92 36.04
1995-96 = 45.12 567.16 200.18 384.01 273.21 142.09
1996-97 45.12 671.86 219.75 500.10 364.08 214.80
1997-98 45.12 767.68 197.31 581.48 414.57 218.09
1998-99 45.12 844.35 178.42 665.67 466.77 259.09
1999-00 45.12 913.96 432.32 842.01 606.86 337.75
2000-01 45.12 980.10 555.31 942.16 665.06 422.13
2001-02 45.12 844.13 809.21 946.15 655.08 541.34
2002-03 45.12 842.17 799.50 985.71 677.77 571.64
2003-04 45.12 844.79 1412.46 1159.69 813.13 600.83
2004-05 50.25 1081.80 1052.03 1290.70 885.20 607.01
2005-06 58.41 1657.83 544.34 1308.34 843.01 656.57
2006-07 60.29 1738.39 943.94 2014.34 1360.05 962.81
2007-08 60.29 1956.29 1134.18 2072.16 1371.60 977.58
2008-09 72.34 2975.29 1766.47 2362.23 1585.40 2026.88
2009-10 72.35 2616.87 2650.55 2408.32 1561.26 2445.63
2010-11 & 75.95 3028.59 2341.44 2605.18 1725.74 3026.78
2011-12 75.95 3176.70 2679.38 2830.66 1838.75 3622.19
2012-13 80.75 3226.90 2522.27 2861.65 1756.46 3369.14
2013-14 80.75 2613.09 2690.60 2910.27 1697.41 2761.64
2014-15 80.75 2534.40 3208.99 3329.33 2011.80 2977.96
# Issue of Bonus Shares in the Ratio 2:5 !!! After Right issue of Shares in the Ratio of 1:3
* Issue of Bonus Shares in the Ratio 4:5 Issue of Bonus Shares in the Ratio of 1:1
** Issue of Bonus Shares in the Ratio 2:5 = Issue of Global Depository Shares
*** After redemption of Preference Share of ` 0.55 crores Conversion of foreign currency bonds into share capital.
a After conversion of a part of the 15,000,000 Convertible Split of Shares of face value ` 10/ each to share of Face
debenture at a premium of ` 15 per share value ` 1 each
+ After conversion of a part of the 20,01,121 Convertible After Right issue of Shares in the Ratio of 1:5
debenture at a premium of ` 15 per share & Allotment of Shares on preferential basis to promoters
!! After issue of bonus share in the Ratio 1:2 Conversion of Warrants into Equity on exercise of
warrants
132
Notes to Financial Statements for the year ended March 31, 2015
Financial Statistics
Revenue Account
Year Gross Expenditure Depreciation Profit / Tax Profit / Net Dividend Rate of
Revenue (including (Loss) Expenses (Loss) Transfer Dividend
Interest) before after to General on Ordinary
Tax Tax Reserves Shares
` crores ` crores ` crores ` crores ` crores ` crores ` crores ` crores %
1974-75 7.26 5.79 0.49 0.98 0.00 0.98 3.61 0.37 18.00
1975-76 8.61 6.73 0.50 1.38 0.33 1.05 0.64 0.41 20.00
1976-77 10.77 8.45 0.52 1.80 0.75 1.05 0.49 0.56 20.00
1977-78 13.92 9.76 0.53 3.63 1.94 1.69 1.01 0.68 25.00
1978-79 18.42 13.63 0.69 4.10 1.40 2.70 2.02 0.68 25.00
1979-80 26.49 18.59 1.04 6.86 3.63 3.23 2.18 1.05 25.00
1980-81 31.54 23.13 1.24 7.17 3.17 4.00 2.95 1.45 22.00
1981-82 36.09 26.72 1.33 8.04 4.10 3.94 2.49 1.45 22.00
1982-83 42.98 36.87 1.62 4.49 0.00 4.49 2.99 1.50 23.00
1983-84 54.69 43.79 3.80 7.10 0.40 6.70 5.11 1.59 25.00
1984-85 65.50 55.39 2.66 7.45 1.08 6.37 4.78 1.59 25.00
1985-86 78.48 69.32 3.44 7.66 1.60 6.06 4.22 1.84 25.00
1986-87 93.05 79.68 4.25 9.12 2.75 6.37 4.02 2.35 30.00
1987-88 105.69 90.98 5.55 9.16 2.40 6.76 4.23 2.53 30.00
1988-89 117.72 100.61 6.24 10.87 1.50 9.37 6.42 2.96 30.00
1989-90 141.50 120.93 7.80 12.77 1.25 11.52 7.83 3.70 25.00
1990-91 159.11 139.42 9.11 10.58 1.55 9.03 5.33 3.70 25.00
1991-92 206.79 169.52 ++8.85 27.58 6.50 21.08 16.75 5.17 35.00
1992-93 239.21 188.24 9.77 41.20 9.00 32.20 24.86 8.68 50.00
1993-94 301.92 223.49 10.90 67.53 15.50 52.03 41.21 13.97 70.00
1994-95 381.88 263.20 13.67 105.11 23.00 82.11 60.15 21.96 55.00
1995-96 547.36 347.42 20.37 179.57 39.00 140.57 107.10 33.47 75.00
1996-97 613.33 405.67 27.18 180.48 33.60 146.48 104.70 38.35 85.00
1997-98 623.91 427.53 32.42 163.96 26.00 137.96 95.78 38.35 85.00
1998-99 623.34 435.36 33.84 154.14 35.00 119.14 76.57 38.35 85.00
1999-00 650.91 482.49 37.69 130.73 17.50 113.23 70.66 @ 38.35 85.00
2000-01 742.92 560.47 45.16 137.29 20.50 116.79 67.07 45.12 100.00
2001-02 617.55 589.81 47.49 98.14 17.44 80.70 40.00 36.09 80.00
2002-03 609.91 575.43 38.98 53.80 13.72 40.48 7.50 31.58 70.00
2003-04 727.09 646.89 48.58 80.20 19.55 60.65 8.57 36.09 80.00
2004-05 896.23 754.55 56.77 141.68 35.82 105.86 11.00 50.25 100.00
2005-06 1154.80 890.90 65.90 272.00 88.22 183.78 20.00 77.95 130.00
2006-07 1618.83 1146.47 91.44 474.64 152.25 322.39 35.00 96.46 160.00
2007-08 1823.16 1254.11 85.48 580.47 203.01 377.46 38.00 114.54 190.00
2008-09 1706.52 1348.42 94.46 362.30 128.27 234.03 30.00 86.81 120.00
2009-10 1520.36 1358.48 104.14 218.25 65.15 153.10 15.31 72.35 100.00
2010-11 1737.14 1509.90 108.40 221.45 80.20 141.25 14.13 75.95 100.00
2011-12 1864.72 1628.69 113.90 229.92 84.57 145.35 14.54 75.95 100.00
2012-13 1924.79 1701.67 125.02 (209.79) 66.82 (276.61) - * 69.40 80.00
2013-14 1977.33 1761.13 122.26 (520.90) 69.59 (590.49) - - -
2014-15 2103.60 1873.02 117.85 1.88 83.90 (82.02) - - -
Preference and Ordinary Dividend
++ After deterring ` 0.04 crores towards excen prorations depreciation over previous year.
@ Ordinary / Interim dividend for the year
* Includes ` 4.80 crores dividend paid for previous year
133
134
as considered in the consolidated financial statements. The consolidated financial statements also include the Group's
share of net loss of ` 0.04 crore for the year ended 31st March, 2015, as considered in the consolidated financial
statements, in respect of six associates, whose financial statements have not been audited by us. These financial
statements have been audited by other auditors whose reports have been furnished to us by the Management and
our opinion, in so far as it relates to the amounts and disclosures included in respect of these subsidiaries, jointly
controlled entities and associates and our report in terms of sub-sections (3) and (11) of Section 143 of the Act, insofar
as it relates to the aforesaid subsidiaries, jointly controlled entities and associates, is based solely on the reports of
the other auditors.
Report on Other Legal and Regulatory Requirements
6. As required by the Companies (Auditor's Report) Order, 2015 (the "Order"), issued by the Central Government of
India in terms of sub-section (11) of Section 143 of the Act, based on the comments in the auditors' reports of the
Holding company, subsidiary companies, associate companies and jointly controlled companies incorporated in India,
we give in the Annexure a statement on the matters specified in paragraphs 3 and 4 of the Order, to the extent
applicable.
7. As required by Section143(3) of the Act, we report, to the extent applicable, that:
a. We have sought and obtained all the information and explanations which to the best of our knowledge and
belief were necessary for the purposes of our audit of the aforesaid consolidated financial statements.
b. In our opinion, proper books of account as required by law relating to preparation of the aforesaid consolidated
financial statements have been kept so far as it appears from our examination of those books and the reports
of the other auditors.
c. The Consolidated Balance Sheet, the Consolidated Statement of Profit and Loss and the Consolidated Cash Flow
Statement dealt with by this Report are in agreement with the relevant books of account maintained for the
purpose of preparation of the consolidated financial statements.
d. In our opinion, the aforesaid consolidated financial statements comply with the Accounting Standards specified
under Section 133 of the Act, read with Rule 7 of the Companies (Accounts) Rules, 2014.
e. On the basis of the written representations received from the directors of the Holding Company as on 31st
March, 2015 taken on record by the Board of Directors of the Holding Company and the reports of the statutory
auditors of its subsidiary companies, associate companies and jointly controlled companies incorporated in
India, none of the directors of the Group companies, its associate companies and jointly controlled companies
incorporated in lndia is disqualified as on 31st March, 2015 from being appointed as a director in terms of
Section 164 (2) of the Act.
f. With respect to the other matters to be included in the Auditor's Report in accordance with Rule II of the
Companies (Audit and Auditor's) Rules, 2014, in our opinion and to the best of our information and according
to the explanations given to us:
i. The consolidated financial statements disclose the impact of pending litigations on the consolidated
financial position of the Group, its associates and jointly controlled entities - Refer (a) Notes 13, 32 and 33
to the consolidated financial statements in respect of such items as it relates to the Group, its associates and
jointly controlled entities and (b) the Group's share of net loss in respect of its associates.
ii. Provision has been made in the consolidated financial statements, as required under the applicable law or
accounting standards, for material foreseeable losses, if any, on long-term contracts including derivative
contracts- Refer (a) Notes 2(f) and 4 to the consolidated financial statements in respect of such items as it
relates to the Group, its associates and jointly controlled entities and (b) the Group's share of net loss in
respect of its associates.
iii. There has been no delay in transferring amounts, required to be transferred, to the Investor Education and
Protection Fund by the Holding Company and its subsidiary companies, associate companies and jointly
controlled companies incorporated in India
For DELOITTE HASKINS & SELLS LLP For PKF SRIDHAR & SANTHANAM LLP
Chartered Accountants Chartered Accountants
(Firm's Registration No. 117366W / W-100018) (Firm's Registration No. 003990S / S200018)
135
(Referred to in paragraph 6 under 'Report on Other Legal and Regulatory Requirements' section of our report of even date)
Our reporting on the Order includes twenty two subsidiary companies, five jointly controlled companies and six associate
companies incorporated in India (herein after collectively referred to as "respective entities" / "aforesaid companies"), to
which the Order is applicable, which have been audited by other auditors and our report in respect of these entities is
based solely on the reports of the other auditors, to the extent considered applicable for reporting under the Order in the
case of the consolidated financial statements.
(i) ln respect of the Company's fixed assets of the Holding Company, subsidiary companies, associate companies and
jointly controlled companies incorporated in India:
(a) The respective entities have maintained proper records showing full particulars, including quantitative details
and situation of fixed assets.
(b) Some of the fixed assets were physically verified during the year by the Management of respective entities in
accordance with a regular programme of verification which, in our opinion and in the opinion of other auditors,
provides for physical verification of all the fixed assets at reasonable intervals. According to the information and
explanation given to us and other auditors, no material discrepancies were noticed on such verification.
(ii) In respect of its inventories of the Holding Company, subsidiary companies, associate companies and jointly controlled
companies incorporated in India which hold inventories:
(a) As explained to us, the inventories were physically verified during the year by the Management of the respective
entities at reasonable intervals.
(b) In our opinion and the opinion of the other auditors and according to the information and explanations given
to us, the procedures of physical verification of inventories followed by the Management of respective entities
were reasonable and adequate in relation to the size of the respective entities and the nature of its business.
(c) In our opinion and according to the information and explanations given to us and the other auditors, the
respective entities have maintained proper records of its inventories and no material discrepancies were noticed
on physical verification.
(iii) According to the information and explanations given to us, the Holding Company, subsidiary companies, associate
companies and jointly controlled companies incorporated in India have granted loans, to the extent included in the
consolidated financial statements, secured or unsecured, to companies, firms or other parties covered in the Register
maintained under Section 189 of the Companies Act, 2013 by the respective entities. In respect of such loans:
a. The receipts of principal amounts and interest have been regular.
b. There is no overdue amount in excess of ` 1 lakh remaining outstanding as at the year-end.
(iv) In our opinion and the opinion of the other auditors and according to the information and explanations given to
us and the other auditors, there is an adequate internal control system in the respective entities commensurate with
the size of the respective entities and the nature of its business with regard to purchase of inventory and fixed assets
and for sale of services and during the course of our and other auditors audit no continuing failure to correct major
weaknesses in such internal control system has been observed.
(v) According to the information and explanations given to us, the Holding Company, subsidiary companies, associate
companies and jointly controlled companies incorporated in India have not accepted any deposit during the year.
In respect of unclaimed deposits, the Holding Company, subsidiary companies, associate companies and jointly
controlled companies incorporated in India have complied with the provisions of Sections 73 to 76 or any other
relevant provisions of the Companies Act, 2013. According to the information and explanations given to us and the
other auditors, no order has been passed by the Company Law Board or the National Company Law Tribunal or the
Reserve Bank of lndia or any Court or any other Tribunal in respect of any of the respective entities.
(vi) To the best of our knowledge and knowledge of other auditors and according to the information and explanations
given to us and to other auditors, the Central Government has not prescribed the maintenance of cost records under
sub-section (1) of section 148 of the Companies Act, 2015 and the Companies (cost records and audit) Rules 2014, as
amended for any services rendered by the Company.
136
(vii) According to the information and explanations given to us and to other auditors in respect of statutory dues:
(a) The respective entities have generally been regular in depositing undisputed dues, including Provident Fund,
Employees' State Insurance, Income-tax, Sales Tax, Wealth Tax, Service Tax, Duties of Customs, Duties of Excise,
Value Added Tax, Cess and other material statutory dues applicable to it with the appropriate authorities except
in case of one subsidiary which has not been regular in depositing dues relating to service tax.
(b) There were no undisputed amounts payable in respect of Provident Fund, Employees' State Insurance, Income-
tax, Sales Tax, Wealth Tax, Service Tax, Customs Duty, Excise Duty, Value Added Tax, Cess and other material
statutory dues in arrears as at 31st March, 2015 for a period of more than six months from the date they became
payable except for the following:
Name of Statute Nature of Dues Amount Period to which the Due Date
` Crore Amount Relates
Puducherry Value Added Tax Work Contract Tax, 0.07 July 2008 21-Aug-08
Act, 2007 Pondicherry
Kerala Value Added Tax, 2003 Work Contract Tax, -* July 2014 21-Aug-14
Trivandrum
Rajasthan Value added Tax Work Contract Tax, 0.02 December 2012 15-Jan-13
Jaipur
Tamil Nadu Value Added Tax, Work Contract Tax, 0.01 January 2014 20-Feb-14
2006 Chennai
* amount less than ` 0.01 crore
(c) Details of dues of Income-tax, Sales Tax, Wealth Tax, Service Tax, Customs Duty, Excise Duty, Value Added Tax and
Cess which have not been deposited as on 31st March, 2015 on account of disputes by the aforesaid entities are
given below:
Name of Statute Nature of Dues Forum where Dispute is Period to which the Amount
Pending Amount Relates
` crore
Central Excise Act,1994 Excise Commissioner (Appeal) March 1994 to January 0.39
Central Excise 1995
September 1994 to 0.10
November 1994
Customs Excise and Service 2003-04 to 2007-08 0.30
Tax Appellate Tribunal 2004-05 to 2006-07 5.41
(CESTAT) 2004-05 to 2006-07 8.21
2008-09 0.01
March 1994 to January 1.81
1995
The District Excise Officer 2011-12 0.08
Central Sales Tax Act, VAT and Sales Additional Commissioner
2005-06 0.42
1956 and SalesTax / Tax of Commercial & Sales Tax
Value Added Tax Act of
various states 2011-12 1.01
137
Name of Statute Nature of Dues Forum where Dispute is Period to which the Amount
Pending Amount Relates
` crore
Central Sales Tax Act, VAT and Sales Appellate,Tribunal and 1994-95 0.05
1956 and SalesTax / Tax Provisional Boards setup 1998-99 to 2000-01 0.35
Value Added Tax Act of under the Central Sales 2006-07 0.83
various states Tax Act,1956 or Sales Tax
/ Value Added Tax Act of 2006-07 and 2007-08 0.26
various states 2008-09 0.07
2010-1 1 0.15
AY 2001 -02 to 2003-04 0.01
2010-11 to 2012- 13 0.01
2009-10 to 2011-12 0.15
1994-1998, 2005-2006 to 0.45
2012- 13
1994-95, 2004-05,2006-09, 0.45
2010- 11to 2012-13
Commissioner of Sales Tax 2006-07 0.15
2007-08 to 2010-11 -*
Customs Excise and Service 2002-03 to 2010-11 0.58
Tax Appellate Tribunal
(CESTAT)
Deputy Commissioner of AY 2004-05 0.01
Commercial Taxes
1992-98, 2004-05,2005- 0.14
2006, 2006-09 and
2009-2010 to 2010-11 to
2012-13
High Court 1997-98, 2003-04, 2007-09 0.70
and 2013-14
1995-96 0.39
1992-93 to 1996-97 0.06
2008-09 to 2010-11 0.75
Senior Deputy 2003-04 0.07
Commissioner of Sales Tax 2004-05 0.10
Special commissioner VAT 2010-2011and 2011-2012 0.92
authority
The Joint Commissioner of 2000-01 0.02
Sales Tax 2001-02 1.20
2002-03 1.04
2004-05 1.46
2007-08 0.10
2008-09 1.19
2009-10 0.36
2010-11 1.05
2003-05 0.06
1999-2005 4.36
Appellate Assistant 1990-91 and 1991-92 0.08
Commissioner
Assistant Commissioner of 2009-10 0.01
(Commercial Taxes) 2004-05 and 2005-06 0.11
The Appellate Deputy 2012-13 to 2013- 14 0.07
Commissioner
138
Name of Statute Nature of Dues Forum where Dispute is Period to which the Amount
Pending Amount Relates
` crore
Central Sales Tax Act, VAT and Sales Appellate Deputy 2012-13 1.03
1956 and SalesTax / Tax Commissioner
Value Added Tax Act of Assessing Officer 2000-2001 and 2002-2003 0.07
various states
Finance Act, 1994 and Service Tax Additional Commjssioner 2008-09 to 2011-12 0.19
Service Tax Laws of Excise,Customs &
Service Tax
Commissioner of Excise, 2004-2005 to 2012-2013 4.62
Customs & Service Tax
2005-06 and 2010-11 0.71
2006-07 to 2010-11 0.98
2007-08 and 2008-09 0.22
2009-10 1.30
2010-11 0.28
2011-12 0.06
2003-04 to 2010-11 0.45
2005-06 to 2010-11 0.04
2006-07 to 2009-10 and 1.08
2011-12
2002-2006, 2010-11 and 1.29
2011-12
Commissioner of Service 2004-05 to 2011-12 3.01
Tax 2011-12 1.81
Customs Excise and Service 2002-03 to 2010-11 6.27
Tax AppellateTribunal 2003-04 to 2012-13 1.26
(CESTAT) 2006-07 to 2009-10 3.50
2006-07 to 2010-11 6.32
2010-11 0.14
June 2006 to 31 March 0.11
2011
2004-05 and 2005-06 0.03
2005-06 to 2010-11 0.04
Local Service Tax Authority 2013-14 and 2014-15 -*
State Luxury Tax Luxury Tax Deputy Commissioner 2006-07 to 2011-12 0.18
Statutes of Commercial Taxes 2010-11 -*
(Appeals) 2006-07, 2010-11 and 0.03
2011-12
High Court of Kerala 1996-97 to 2005-06 0.21
2004-05 & 2005-06 0.10
Sales Tax Appellate 2009-10 -*
Tribunal
Deputy Commissioner 2008-09 to 2009-10 0.20
of Commercial Taxes
(Appeals)
139
Name of Statute Nature of Dues Forum where Dispute is Period to which the Amount
Pending Amount Relates
` crore
The Income Tax Act, Income Tax Appellate Dy. Assessment year 2009-10 0.04
1961 Commissioner, (CT)
Assistant Commissioner of Assessment year 2005-06 0.02
Income Tax Assessment year 2009-10 0.16
Commissioner of Income Assessment year 2011-12 0.98
Tax (Appeals) Assessment year 2005-06 0.34
Assessment year 2011-12 0.28
Assessment year 2012-13 0.58
Assessments year 2006-07 0.13
Assessment year 2009-10 0.02
2005-08 0.30
Commissioner of Income Assessment year 2010-11 0.08
Tax Penalty (Appeals)
Hon'ble High Court of Assessment year 1998-99 0.99
Delhi
Income Tax Appellate Assessment year 2006-07 0.15
Tribunal (ITAT)
Assessment year 2008-09 1.41
to 2011-12
Assessment year 1996-97 -*
Assessment year 2010-11 0.10
Assessment Year 2003-04, 0.45
2004-05, 2005-06, 2008-09
and 2009-10
Wealth Tax Act, 1957 Wealth Tax Commissioner of Wealth Assessment year 2004-05 0.05
Tax (Appeals) Assessment year 2006-07 0.03
* amount less than ` 0.01 crore.
(d) The respective entities have been generally regular in transferring amounts to the Investor Education and
Protection Fund in accordance with the relevant provisions of the Companies Act, 1956 (1 of 1956) and Rules
made thereunder within time.
(viii) The consolidated accumulated losses of the Group, its associates and jointly controlled entities at the end of the
financial year are not less than fifty percent of the consolidated net worth. The Group, its associates and jointly
controlled entities have not incurred cash losses on a consolidated basis during the financial year covered by our audit
and in the immediately preceding financial year.
(ix) In our opinion and the opinion of the other auditors and according to the information and explanations given to us
and to the other auditors, the Holding Company, subsidiary companies, associate companies and jointly controlled
companies incorporated in India have not defaulted in the repayment of dues to financial institutions, banks and
debenture holders.
(x) In our opinion and the opinion of the other auditors and according to the information and explanations given to
us and the other auditors, the terms and conditions of the guarantees given by the Holding Company, subsidiary
companies, associate companies and jointly controlled companies incorporated in India for loans taken by others
outside of the Group its associates and jointly controlled entities from banks and financial institutions are not, prima
facie, prejudicial to the interests of the Group, its associates and jointly controlled entities.
140
(xi) In our opinion and the opinion of the other auditors and according to the information and explanations given to us
and the other auditors, the term loans have been applied by the Holding Company, subsidiary companies, associate
companies and jointly controlled companies incorporated in India during the year for the purposes for which they
were obtained, other than temporary deployment pending application.
(xii) To the best of our knowledge and according to the information and explanations given to us and the other auditors,
no fraud by the Holding Company, its subsidiary companies, associate companies and jointly controlled companies
incorporated in India has been noticed or reported during the year and no material fraud on the Holding Company,
its subsidiary companies, associate companies and jointly controlled companies incorporated in India has been noticed
or reported during the year.
For DELOITTE HASKINS & SELLS LLP For PKF SRIDHAR & SANTHANAM LLP
Chartered Accountants Chartered Accountants
(Firm's Registration No. 117366W / W-100018) (Firm's Registration No. 003990S / S200018)
141
Non-current liabilities
Long-term borrowings 5 4,597.67 3,023.88
Deferred tax liabilities (net) 6 251.64 165.58
Other Long-term liabilities 8 585.91 639.76
Long-term provisions 9 54.44 42.43
5,489.66 3,871.65
Current liabilities
Short-term borrowings 10 33.39 221.25
Trade payables 11 331.15 341.33
Other current liabilities 12 957.06 1,534.97
Short-term provisions 13 110.66 177.05
1,432.26 2,274.60
Total 9,886.98 9,518.57
Assets
Non-current assets
Fixed Assets
Tangible assets 14 5,766.89 5,585.83
Intangible assets 15 53.85 48.87
Capital work-in-progress 302.76 548.96
Intangible assets under development 2.97 5.23
6,126.47 6,188.89
Goodwill on consolidation (net) 478.45 580.09
Non-current investments 16 1,040.59 1,319.28
Deferred tax assets (net) 7 3.10 4.09
Long-term loans and advances 17 498.79 459.89
Other non-current assets 18 17.09 28.95
8,164.49 8,581.19
Current assets
Current investments 19 546.31 107.93
Inventories 20 102.96 102.07
Trade receivables 21 299.82 280.49
Cash and cash equivalents 22 503.57 183.55
Short-term loans and advances 23 195.33 190.42
Other current assets 24 74.50 72.92
1,722.49 937.38
Total 9,886.98 9,518.57
Summary of significant accounting policies 2
The accompanying notes form an integral part of the consolidated financial statements 1 - 46
Mumbai, May 29, 2015 Beejal Desai Vice President - Legal & Company Secretary
142
Consolidated Statement of Profit and Loss for the year ended March 31, 2015
Note March 31, 2015 March 31, 2014
` crores ` crores
Income
Rooms, Restaurants, Banquets and Other income from operations 25 4,188.64 4,066.19
Other Income 26 98.71 59.75
Total Income 4,287.35 4,125.94
Expenditure
Food and beverages consumed 443.09 427.07
Employee benefit expenses and Payment to Contractors 27 1,462.46 1,372.19
Finance costs 28 175.57 168.51
Depreciation and amortisation expenses 14 291.29 308.13
Other operating and general expenses 29 1,794.51 1,707.36
Total Expenses 4,166.92 3,983.26
Profit Before Tax and Exceptional Items 120.43 142.68
Exceptional Items Gain / (Loss) 30 (352.91) (554.84)
Loss Before Tax (232.48) (412.16)
Tax Expense
Current Tax 72.31 94.35
Deferred Tax 87.28 42.03
Minimum Alternate Tax Credit (42.94) (0.59)
Short / (Excess) Provision of Tax / Deferred Tax of earlier years (Net) (2.05) (24.84)
Total Tax Expenses 114.60 110.95
Loss After Tax before Minority Interest & Share of Associates (347.08) (523.11)
Profit attributable to Minority Interest (30.98) (17.49)
Share of Profit / (Loss) of Associates (0.04) (13.25)
Loss After Tax, Minority Interest & Share of Associates (378.10) (553.85)
Mumbai, May 29, 2015 Beejal Desai Vice President - Legal & Company Secretary
143
Consolidated Cash Flow Statement for the year ended March 31, 2015
Note March 31, 2015 March 31, 2014
` crores ` crores
Cash Flow From Operating Activities
Loss Before Tax (232.48) (412.16)
Adjustments For :
Depreciation and Amortisation 291.29 308.13
(Profit) / Loss on sale of investments (46.83) (0.04)
(Profit) / Loss on sale of assets 1.21 2.37
Impairment of Goodwill 16.00 -
Expenditure on discontinued project written off 1.89 29.78
Provision for Doubtful Debts and advances (Including Advances written off) 45.86 64.94
Dividend Income (25.77) (13.01)
Interest Income (48.89) (23.26)
Finance Cost 175.57 168.51
Unrealised Exchange Loss / (Gain) 30.12 39.04
Miscellaneous Expenditure written off 0.07 0.07
Reversal of Liabilities (4.69) 0.52
Provision for Loyalty Programmes (net of Redemptions) 0.12 1.25
Provision for Stock 0.14 0.18
Provision for Diminution in value of investment 306.51 304.61
Provision / (Reversal) for obligation of an Associate (11.56) -
Provision for contingencies 26.26 81.98
Provision for Employee Benefits 10.28 (2.60)
767.58 962.47
Cash Operating Profit before working capital changes 535.10 550.31
Adjustments For :
Trade and Other Receivables (32.82) 49.51
Inventories (3.19) (3.97)
Trade and Other Payables 15.41 21.28
(20.60) 66.82
Cash Generated from Operating Activities 514.50 617.13
Direct Taxes Paid (19.73) (78.21)
Net Cash From Operating Activities (A) 494.77 538.92
Cash Flow From Investing Activities
Purchase of Fixed Assets (including CWIP) (315.13) (342.17)
Sale of Fixed Assets 4.00 2.21
Purchase of Investments (including advance paid) (12.27) (1.54)
Purchase of current investments (1,386.64) (84.11)
Proceeds from sale / redemption of current investments 948.80 19.14
Proceeds from sale of subsidiaries 164.31 -
Interest Received 47.47 30.31
Dividend Received 25.77 13.01
Bank Balances not considered as Cash & Cash Equivalents (42.88) 54.22
Long Term Deposits refunded / (placed) with Other Companies (141.59) (1.29)
Short term Loans repaid by other company (32.05) 0.83
Deposits Refunded by / (Placed with) Other Companies 14.42 8.35
Net Cash Used In Investing Activities (B) (725.79) (301.04)
144
Consolidated Cash Flow Statement for the year ended March 31, 2015
Footnote :
Reconciliation of Cash and cash equivalents with Cash and bank balances
as per the Balance Sheet
Cash and cash equivalents as above 412.93 153.24
Add : Other Cash and Bank Balances
Call and Short-term Deposits 85.59 33.79
Deposits pledged with others 0.76 0.80
Margin money deposits 8.63 8.51
Earmarked balances 3.97 12.24
Cash and cash equivalents as per the Balance Sheet 511.88 208.58
Less : Classified as Non-Current Assets (Refer Note 18, page 170) 8.31 25.03
Cash and cash equivalents classified as current in Note 22, page 172 503.57 183.55
Mumbai, May 29, 2015 Beejal Desai Vice President - Legal & Company Secretary
145
Notes to Consolidated Financial Statements for the year ended March 31, 2015
Note 1. Basis of consolidation :
(a) The consolidated financial statements relate to The Indian Hotels Company Ltd. (the Company), its subsidiaries, jointly
controlled entities and associates. The Company, its subsidiaries and jointly controlled entities together constitute the
Group. The consolidated financial statements have been prepared on the following basis:
(i) The financial statements of the Company and its subsidiaries have been combined on a line-by-line basis by
adding together the book values of like items of assets, liabilities, income and expenses, after eliminating
intra-group balances, intra-group transactions and unrealised profits or losses as per Accounting Standard 21
Consolidated Financial Statements, as specified under section 133 of the Companies Act, 2013, read with Rules 7
of the Companies (Accounts) Rules, 2014.
(ii) In the case of foreign subsidiaries and foreign jointly controlled entities, revenue items are consolidated at the
average exchange rate prevailing during the year. The opening balance in the Statement of Profit and Loss and
the opening balance in Reserves and Surplus have been converted at the rates prevailing as at the respective
Balance Sheet dates. All assets and liabilities as at the year-end are converted at the rates prevailing as on that
date. Any exchange difference arising on consolidation is shown under Foreign Currency Translation Reserve.
(iii) Investments in Associate Companies have been accounted for under the equity method as per Accounting
Standard 23 Accounting for Investments in Associates in Consolidated Financial Statements, as specified under
section 133 of the Companies Act, 2013, read with Rules 7 of the Companies (Accounts) Rules, 2014. The share of
profits / (loss) of each of the Associate Companies (the loss being restricted to the cost of investment) has been
added to / deducted from the cost of investments.
(iv) Interests in Jointly Controlled Entities have been accounted for by using the proportionate consolidation
method as per Accounting Standard (AS) 27 Financial Reporting of Interests in Joint Ventures, as specified
under section 133 of the Companies Act, 2013, read with Rules 7 of the Companies (Accounts) Rules, 2014.
Share of profit / loss, assets and liabilities in the Jointly Controlled Entities, which are not subsidiaries, have
been consolidated on a line-by-line basis by adding together the book values of like items of assets, liabilities,
incomes and expenses on a proportionate basis to the extent of the Groups equity interest in such entity
as per AS 27. The intra-group balances, intra-group transactions and unrealised profits / (loss) have been
eliminated to the extent of the Groups share in the entity.
(v) The financial statements of subsidiaries, jointly controlled entities and associates consolidated are drawn upto
the same reporting date as that of the Company except in the case of an Associate Company where the financial
statements have been drawn upto December 31, 2014.
(vi) The excess of cost to the Group of its investment in the subsidiaries and jointly controlled entities over the
Groups portion of equity as at the date of making the investment is recognised in the financial statements as
Goodwill on Consolidation.
(vii) The excess of the Groups share in equity of each subsidiary, jointly controlled entity and associate over the cost of
its acquisition at the date on which the investment is made, is recognised as Capital Reserve on Consolidation
and included as Reserves and Surplus under Shareholders Equity in the Consolidated Balance Sheet.
(viii) Goodwill
a. Goodwill comprises the portion of the purchase price for an acquisition that exceeds the Groups share in
the identifiable assets, with deductions for liabilities, calculated on the date of acquisition.
b. Goodwill arising from the acquisition of associates is included in the carrying value of the investment in
associates.
c. Goodwill is deemed to have an indefinite useful life and is reported at acquisition value with deduction for
accumulated impairments. An impairment test of goodwill is conducted once every year or more often if
there is an indication of a decrease in value. The impairment loss on goodwill is reported in the Statement
of Profit and Loss.
d. Goodwill on acquisition of the foreign subsidiaries is restated at the rate prevailing at the end of the year.
(ix) Minority Interest comprises:
a. The amount of equity attributable to the minorities at the date on which investment in a subsidiary is
made; and
b. The minorities share of movements in equity since the date the parent-subsidiary relationship came into
existence.
Minority interests share of net profit / (loss) for the year of consolidated subsidiaries is identified and adjusted
against the profit / (loss) after tax of the Group. The losses attributable to the minority are restricted to the
extent of Minoritys equity.
146
Notes to Consolidated Financial Statements for the year ended March 31, 2015
(b) The list of subsidiaries, jointly controlled entities and associates, which are included in the consolidation with their
respective country of incorporation and the Groups holding therein, is given below:-
(i) Subsidiary Companies
As at March 31, 2015 As at March 31, 2014
Held Effective Held Effective
directly by Holding directly by Holding
Country of Parent or Parent or
Incorporation through its through its
subsidiaries subsidiaries
(%) (%) (%) (%)
Domestic
Benares Hotels Ltd. India 53.70 51.68 53.70 51.68
Ideal Ice & Cold Storage Co. Ltd. * India - - 55.00 47.43
Inditravel Ltd. India 96.67 77.19 96.67 77.19
KTC Hotels Ltd. India 100.00 100.00 100.00 100.00
Northern India Hotels Ltd. India 93.14 48.03 93.14 48.03
Piem Hotels Ltd. India 51.57 51.57 51.57 51.57
Residency Foods & Beverages Ltd.* India - - 100.00 99.36
Roots Corporation Ltd. India 66.93 63.25 66.93 63.25
Taj Enterprises Ltd. India 90.59 74.70 90.59 74.70
Taj Rhein Shoes Co. Ltd.* India - - 92.50 71.63
Taj SATS Air Catering Ltd. India 51.00 51.00 51.00 51.00
Taj Trade & Transport Ltd. India 89.51 72.73 89.51 72.73
TIFCO Holdings Limited India 100.00 100.00 100.00 100.00
TIFCO Security Services Ltd.* India - - 100.00 100.00
United Hotels Ltd. India 55.00 55.00 55.00 55.00
International
Apex Hotel Management Services (Pte) Ltd. Singapore 100.00 100.00 100.00 100.00
Apex Hotel Management Services
Australia 100.00 100.00 - -
(Australia) Pty Ltd. (Refer Footnote ii)
Netherlands
Chieftain Corporation NV 100.00 100.00 100.00 100.00
Antilles
IHMS (Australia) Pty. Ltd.* Australia - - 100.00 100.00
IHOCO BV Netherlands 100.00 100.00 100.00 100.00
International Hotel Management
United States
Services Inc. and its Limited Liability 100.00 100.00 100.00 100.00
of America
companies (IHMS Inc.)
Piem International (HK) Ltd. Hong Kong 100.00 51.57 100.00 51.57
British Virgin
Samsara Properties Ltd. 100.00 100.00 100.00 100.00
Islands
United
St. James Court Hotel Ltd. 89.39 72.25 89.39 72.25
Kingdom
Taj International Hotels (HK) Ltd. Hong Kong 100.00 100.00 100.00 100.00
United
Taj International Hotels Ltd. 100.00 100.00 100.00 100.00
Kingdom
* Sold during the year
Footnotes:
(i) Investments in the following subsidiaries are held for disposal.
BAHC 5 Pte Ltd.
Premium Aircraft Leasing Corporation Ltd.
(ii) This subsidiary has been acquired / created during the year.
147
Notes to Consolidated Financial Statements for the year ended March 31, 2015
(ii) Jointly Controlled Entities
As at March 31, 2015 As at March 31, 2014
Domestic
Taj Madras Flight Kitchen Private Ltd. India 50.00 50.00 50.00 50.00
Taj Karnataka Hotels & Resorts Ltd. India 49.40 44.27 49.40 44.27
Taj Kerala Hotels & Resorts Ltd. India 28.30 28.30 28.30 28.30
Taj GVK Hotels & Resorts Ltd. India 25.52 25.52 25.52 25.52
Kaveri Retreat & Resorts Ltd. India 50.00 50.00 50.00 50.00
International
TAL Hotels & Resorts Ltd. Hong Kong 28.26 27.49 28.26 27.49
IHMS Hotels (SA)(Pty) Ltd. South Africa 50.00 50.00 50.00 50.00
(iii) Associates
Domestic
Taida Trading and Industries Ltd. India 48.74 34.76 48.74 34.76
(Refer Footnote ii)
International
BJets Pte Ltd. (Refer Footnote ii & iii) Singapore 45.69 45.69 45.69 45.69
Lanka Island Resorts Limited Sri Lanka 24.66 24.66 24.66 24.66
TAL Lanka Hotels PLC Sri Lanka 24.62 24.62 24.62 24.62
Footnotes:
(i) Including 5.40% (Previous year 5.40%) of the shares held in the form of Global Depository Receipts (GDR).
(ii) The carrying amount of the investment has been reported as Nil, as the Groups share of losses exceeds the
cost / carrying value.
(iii)
Audited financial statements as at and for the year ended December 31, 2014 have been used in the
preparation of the consolidated financial statement of the Group.
148
Notes to Consolidated Financial Statements for the year ended March 31, 2015
(c) The following amounts are included in the financial statements in respect of the Jointly Controlled Entities based on
the proportionate consolidation method prescribed in the Accounting Standard relating to Financial Reporting of
Interests in Joint Ventures (AS 27) as specified under section 133 of the Companies Act, 2013, read with Rules 7 of
the Companies (Accounts) Rules, 2014 (Post Elimination):-
Income
Income from operations 232.79 217.31
Other income 2.42 3.32
235.21 220.63
Expenses
Food & Beverages consumed 27.83 24.60
Employee benefit expenses 58.76 56.18
Depreciation 26.26 26.43
Finance Cost 21.43 18.46
Other operating & general expense 98.77 101.45
233.05 227.12
Tax Expenses
Tax expenses 1.81 3.45
149
Notes to Consolidated Financial Statements for the year ended March 31, 2015
(a) Revenue recognition :
Revenue is recognised upon rendering of the service, provided pervasive evidence of an arrangement exists, tariff /
rates are fixed or are determinable and collectability is reasonably certain. Revenue comprises sale of rooms, food
and beverages and allied services relating to hotel operations, including management and operating fees. Rebates
and discounts granted to customers are reduced from revenue.
Revenue from in-flight catering and institutional catering of food and beverages and other allied services rendered to
airlines and other institutions are recognised, net of trade discounts, deductions and cost reimbursements, on transfer
of significant risks and rewards of ownership to the buyer, which generally coincides with the delivery of food and
beverages to airlines and other customers. Sales include excise duty but exclude sales tax and value added tax.
Revenue from sale of goods is net of sales tax, returns and trade discounts. Service income is net of service tax.
Interest
Interest income is accrued on a time proportion basis having regard to the amount outstanding and the rate
applicable.
Dividend
Dividend income is recognised when the Groups right to receive the amount is established.
(b) Employee Benefits (other than persons engaged through contractors):
(i) Defined Contribution Schemes
i. Provident Fund
The eligible employees of domestic components of the Group are entitled to receive benefits under the
Provident Fund, a defined contribution plan, in which both employees and the Company make monthly
contributions at a specified percentage of the covered employees salary (currently 12% of employees
salary), which is recognised as an expense in the Statement of Profit and Loss during the period. The
contributions as specified under the law are paid to the provident fund set up as irrevocable trust by the
Group. The Group is generally liable for annual contributions and any shortfall in the fund assets based on
the government specified minimum rates of return and recognises such contributions and shortfall, if any,
as an expense in the year in which the corresponding services are rendered by the employee.
Employee benefits arising out of contributions towards Provident Fund and Family Pension Scheme to
Regional Provident Fund Commissioner or the Central Provident Commissioner and Social Security etc. paid
/ payable during the year are recognised as expense in the Statement of Profit and Loss account in the
period in which the employee renders services.
Eligible employees of some of the overseas components of the Group are members of defined contribution
plans. These plans, in addition to employee contribution, require the Group to make contributions equivalent
to a pre-define percentage of each eligible participants plan compensation for each year. The Group may
also make a profit sharing contribution of uniform percentage of eligible participants plan compensation
based on profit as defined. The Group recognised such contribution as an expense in the year in which the
employee renders services.
ii. Others
The Group also has separate funded and unfunded schemes, which guarantee a minimum pension to certain
categories of employees. The Group accounts for the net present value of its obligation therein, based on
an independent external actuarial valuation carried out at the Balance Sheet date.
Certain international subsidiaries operate a defined contribution pension scheme and the pension charge
represents the amounts paid / payable by them to the Fund in the period in which the employee renders
services.
(ii) Gratuity Fund
The Group makes annual contributions to gratuity funds administered by the trustees for amounts notified by
the funds in respect of employee of domestic components. The Group accounts for the net present value of its
obligations for gratuity benefits, based on an independent actuarial valuation, determined on the basis of the
projected unit credit method, carried out as at the Balance Sheet date. Actuarial gains and losses are recognised
immediately in the Statement of Profit and Loss.
150
Notes to Consolidated Financial Statements for the year ended March 31, 2015
(iii) Post-Retirement Pension Scheme and Medical Benefits
The net present value of the Groups obligation towards post retirement pension scheme for retired whole time
directors and post- employment medical benefits to qualifying employees is actuarially determined, based on the
projected unit credit method. Actuarial gains and losses are recognised immediately in the Statement of Profit
and Loss. The Group also participates in an industry-wide defined benefit plan which provides pension linked to
final salaries in respect of employees of certain overseas hotel properties. The plan is funded in a manner such
that contributions are set at a level that is expected to be sufficient to pay the benefits falling due in the same
period. It is not practicable to determine the present values of the Groups obligations as the covered hotel
properties have not received information from the plans administrator. In the absence of sufficient information
the plan has been accounted as if it was a defined contribution plan.
(iv) Superannuation
The Group has a defined contribution plan for employees of its domestic components, wherein it annually
contributes a sum equivalent to the eligible employees annual basic salary to a fund administered by the
trustees. The Group recognises such contributions as an expense in the year in which the corresponding services
are received from the employees.
The Group also has separate funded and unfunded schemes, which guarantee a minimum pension to certain
categories of employees. The Group accounts for the net present value of its obligations therein, based on an
independent external actuarial valuation, carried out as at the Balance Sheet date, which is determined on the
basis of the projected unit credit method. Actuarial gains and losses are recognised immediately in the Statement
of Profit and Loss.
(v) Compensated Absences
The Group has a scheme for compensated absences for employees, the liability for which is determined on the
basis of an actuarial valuation, carried out at the Balance Sheet date.
(vi) Other Employee Benefits
Other benefits, comprising of discretionary Long Service Awards and Leave Travel Allowances, are determined
on an undiscounted basis and recognised based on the likely entitlement thereof.
(c) Fixed Assets:
Tangible Fixed Assets:
Tangible fixed assets are stated at cost less depreciation / amortisation and impairment losses, if any. Cost includes the
acquisition cost or the cost of construction, including duties and taxes (other than those refundable), expenses directly
related to the location of assets and making them operational for their intended use and, in the case of qualifying
assets, the attributable borrowing costs (refer Note 2(l), page 155). Trade discounts, rebates and benefits arising from
utilisation of duty free scrips are deducted in determining the cost of purchase. Projects under which the tangible
fixed assets are not yet ready for their intended use are carried as capital work in progress at cost determined
as aforesaid. First time issues of operating supplies for a new hotel property, consisting of Linen and Chinaware,
Glassware and Silverware (CGS) are capitalised and depreciated over their estimated useful life.
Intangible Fixed Assets:
Intangible fixed assets include cost of acquired software and designs and cost incurred for development of the
Companys website and certain contract acquisition costs. Intangible assets are initially measured at acquisition cost
including any directly attributable costs of preparing the asset for its intended use. Internally developed intangibles
are capitalised if, and only if, all the following criteria can be demonstrated:
a) the technical feasibility and Companys intention and ability of completing the project;
b) the probability that the project will generate future economic benefits;
c) the availability of adequate technical financial and other resources to complete the project; and
d) the ability to measure the development expenditure reliably.
Expenditure on projects which are not yet ready for intended use are carried as intangible assets under development.
151
Notes to Consolidated Financial Statements for the year ended March 31, 2015
(d) Depreciation / Amortisation:
i. Depreciation:
Indian Entities
Depreciable amount for assets is the cost of an asset or other amount substituted for cost, less its estimated
residual value.
Depreciation on tangible fixed assets has been provided on the Straight Line Method (SLM) as per the useful
life prescribed in Schedule II to the Companies Act, 2013 except in respect of the following categories of assets,
in whose case the life of the assets has been re-assessed as under based on technical evaluation, taking into the
account the nature of the asset, the estimated usage of the asset, the operating conditions of the asset, past
history of replacement, anticipated technological changes, manufacturers warranties and maintenance support, etc.
152
Notes to Consolidated Financial Statements for the year ended March 31, 2015
(e) Impairment of Assets:
The carrying values of assets / cash generating units at each Balance Sheet date are reviewed for impairment of
assets. If any indication of such impairment exists, the recoverable amount of such assets is estimated and impairment
is recognised, if the carrying amount on these assets exceeds their recoverable amount. The recoverable amount is
the greater of the net selling price and value in use. Value in use is arrived at by discounting the future cash flow
to their present value based on an appropriate discount factor. When there is indication that factors that caused an
impairment loss to be recognised for an asset in prior accounting periods, no longer exist or that the intensity of
impairment loss may have decreased, the impairment loss, to the extent no longer necessary to hold, is reversed.
(f) Foreign Currency Translation :
Initial Recognition
On initial recognition, all foreign currency transactions are recorded by applying to the foreign currency amount the
exchange rate between the reporting currency and the foreign currency at the date of the transaction.
Subsequent Recognition
As at the reporting date, non-monetary items which are carried at historical cost and denominated in a foreign
currency are reported using the exchange rate at the date of the transaction. All non-monetary items which are
carried at fair value or other similar valuation denominated in a foreign currency are reported using the exchange
rates that existed when the values were determined.
All monetary assets and liabilities in foreign currency are restated at the end of accounting period. In case of the
Group, with respect to long-term foreign currency monetary items that have not been hedged, from April 1, 2011
onwards, the Group has adopted the following policy:
(i) Foreign exchange difference on account of a depreciable asset, is adjusted in the cost of the depreciable asset,
which would be depreciated over the balance life of the asset;
(ii) In other cases, the foreign exchange difference is accumulated in a Foreign Currency Monetary Item Translation
Difference Account and amortised over the balance period of such long term asset / liability.
A monetary asset or liability is termed as a long-term foreign currency monetary item, if the asset or liability is
expressed in a foreign currency and has a term of 12 months or more at the date of origination of the asset or liability.
Exchange differences on restatement of other monetary items are recognised in the Statement of Profit and Loss.
Translation of Financial Statements of Foreign Operation
Assets and liabilities of foreign entities are translated into Indian Rupees on the basis of the closing exchange rates as
at the end of the period. Income and expenditure and cash flow are generally translated using average exchange rates
for the period unless those rates do not approximate the actual exchange rates at the dates of specific transactions,
in which case the exchange rates as at the dates of transaction are used. Foreign exchange differences resulting
from such transactions are recorded in the Foreign Currency Translation Reserves (for the Groups share) or under
minority interest (for the minoritys share). Upon disposal of the foreign entity, such accumulation in Foreign Currency
Translation Reserve is recognised as income or expense in the Statement of Profit and Loss.
Hedge Accounting
In accordance with its risk management policy, the Company has entered into Cross Currency Swap contracts with
a view to convert its Indian Rupee borrowings into Foreign Currency Borrowings in order to hedge the foreign
exchange spot retranslation risk of the Groups net investment in foreign entities. The Group applies net investment
hedge accounting such that the gains and losses on the foreign currency borrowings, to the extent effective, are
recognised in the Foreign Currency Translation Reserve (FCTR) under Reserves and Surplus (Refer Note 4, page
157). The exchange gains and losses on retranslating the net investments in the non-integral foreign operation are
also recognised in the FCTR. The ineffective portion of the hedge is recognised immediately into the Statement of
Profit and Loss. Hedge Accounting is discontinued when such swap contracts (hedging instrument) expire or are
exercised or cancelled or no longer qualify for hedge accounting. Hedge accounting of net investment in a non-
integral foreign operation has been applied prior to the revision of Accounting Standard (AS) 11 on The Effects of
Changes in Foreign Exchange Rates by notification no. G.S.R.914(E) dated 29th December, 2011.
The gains or losses recognised in FCTR as aforesaid are reclassified to the Statement of Profit and Loss, on disposal of
the non-integral foreign operation.
153
Notes to Consolidated Financial Statements for the year ended March 31, 2015
(g) Assets Taken On Lease:
Operating lease payments are recognised as expenditure in the Statement of Profit and Loss on a straight-line basis,
unless another basis is more representative of the time pattern of benefits received from the use of the assets taken
on lease.
Assets taken on finance lease in one of the subsidiaries and a jointly controlled entity are capitalised as tangible
fixed assets. Finance leases are those where substantially all of the benefits and risks of ownership are assumed by
the Company. Obligations under such agreements are included in borrowings, net of the finance charge allocated to
future periods. Assets acquired by finance lease are depreciated over the shorter of the lease term and their useful
lives. Assets acquired by hire purchase are depreciated over their useful lives.
(h) Inventories:
Stock of Food and Beverages and Stores and Operating Supplies are carried at the lower of cost (computed on a
Weighted Average basis) or net realisable value. Cost include the cost of purchase including duties and taxes (other
than those refundable), inward freight and other expenditure directly attributable to the purchase. Trade discounts,
rebates and benefits arising from utilisation of duty free scrips are deducted in determining the cost of purchase.
In respect of three subsidiaries and two jointly controlled entities, Stock of Food and Beverages and Stores and
Operating supplies the cost is determined on a First in First Out (FIFO) basis, amounts in respect of which are not
material.
All other inventories are carried at cost or net realizable value, whichever is lower.
(i) Investments:
i) Long term investments are carried at cost. Provision is made for diminution in value, other than temporary, on
an individual basis.
ii) Current investments are carried at the lower of cost and fair value, determined on an individual basis.
(j) Taxes on Income:
(i) Tax expenses are accounted in the same period to which the revenue and expenses relate. Provision for current
income tax is made for the tax liability payable on taxable income after considering tax allowances, deductions
and exemptions determined in accordance with the prevailing tax laws. The differences between the taxable
income and the net profit or loss before tax for the year as per the financial statements are identified and the
tax effect of timing differences is recognised as a deferred tax asset or deferred tax liability. The tax effect is
calculated on accumulated timing differences at the end of the accounting year, based on tax rates substantively
enacted by the Balance Sheet date.
(ii) Current tax assets and current tax liabilities are offset when there is a legally enforceable right to set off the
recognised amounts and there is an intention to settle the asset and the liability on a net basis. Deferred tax
assets and deferred tax liabilities are offset when there is a legally enforceable right to set off assets against
liabilities representing current tax and where the deferred tax assets and the deferred tax liabilities relate to
taxes on income levied by the same governing taxation laws.
(iii) Deferred tax assets, other than on unabsorbed depreciation and carried forward losses, are recognised only if
there is reasonable certainty that they will be realised in the future and are reviewed for the appropriateness
of their respective carrying values at each Balance Sheet date. In situations where the Group has unabsorbed
depreciation and carried forward losses, deferred tax assets are recognised only if there is virtual certainty
supported by convincing evidence that the same can be realised against future taxable profits. Deferred Tax
assets are reviewed at each Balance Sheet date for their realisability.
(iv) Minimum Alternative Tax (MAT) credit is recognised as an asset only when and to the extent there is convincing
evidence that the Group will pay normal income tax during the specified period. Such asset is reviewed at each
Balance Sheet date and the carrying amount of the MAT credit asset is written down to the extent there is no
longer a convincing evidence to the effect that the Company will pay normal income tax during the specified period.
154
Notes to Consolidated Financial Statements for the year ended March 31, 2015
(k) Accounting for Provisions, Contingent Liabilities and Contingent Assets:
Provisions are recognised, when there is a present legal obligation as a result of past events, where it is probable
that there will be outflow of resources to settle the obligation and when a reliable estimate of the amount of the
obligation can be made. Contingent liabilities are recognised only when there is a possible obligation arising from
past events, due to occurrence or non-occurrence of one or more uncertain future events, not wholly within the
control of the Group or where any present obligation cannot be measured in terms of future outflow of resources,
or where a reliable estimate of the obligation cannot be made. Obligations are assessed on an ongoing basis and
only those having a largely probable outflow of resources are provided for. Contingent assets are not recognised in
the financial statements.
(l) Borrowing Costs:
General and specific borrowing costs directly attributable to the acquisition, construction or production of qualifying
assets, which are assets that necessarily take a substantial period of time to get ready for their intended use or sale,
are added to the cost of those assets, until such time as the assets are substantially ready for their intended use.
Debenture issue costs and the premium on redemption of debentures are adjusted against the available Securities
Premium Account in accordance with the provisions of Section 52 of the Companies Act, 2013 (previously Section 78
of the Companies Act, 1956). All other borrowing costs are charged to Statement of Profit and Loss over the tenure
of the borrowing.
Interest Rate Swap Contracts entered to manage interest risks on borrowings, is accounted in the period in which it
accrues as these contracts are intended to be held till the maturity of the underlying borrowing.
(m) Cash and Cash Equivalents (for the purpose of cash flow statements):
Cash comprises cash on hand and demand deposits with banks. Cash equivalents are short-term balances (with an
original maturity of three months or less from the date of acquisition), highly liquid investments that are readily
convertible into known amounts of cash and which are subject to insignificant risk of changes in value.
(n) Cash Flow Statement:
Cash flows are reported using the indirect method, whereby profit / (loss) before extraordinary items and tax is
adjusted for the effects of transactions of non-cash nature and any deferrals or accruals of past or future cash receipts
or payments. Cash flows for the year are classified by operating, investing and financing activities.
(o) Earnings Per Share:
Basic earnings per share is computed by dividing the profit / (loss) after tax (including the post-tax effect of
extraordinary items, if any) by the weighted average number of equity shares outstanding during the year. Diluted
earnings per share is computed by dividing the profit / (loss) after tax (including the post-tax effect of extraordinary
items, if any) as adjusted for dividend, interest and other charges to expense or income (net of any attributable taxes)
relating to the dilutive potential equity shares, by the weighted average number of equity shares considered for
deriving basic earnings per share and the weighted average number of equity shares which could have been issued
on the conversion of all dilutive potential equity shares.
(p) Segment Reporting
The Group identifies primary segments based on the dominant source, nature of risks and returns and the internal
organisation and management structure. The operating segments are the segments for which separate financial
information is available and for which operating profit / loss amounts are evaluated regularly by the executive
management in deciding how to allocate resources and in assessing performance.
The accounting policies adopted for segment reporting are in line with the accounting policies of the Group. Segment
revenue, segment expenses, segment assets and segment liabilities have been identified to segments on the basis of
their relationship to the operating activities of the segment.
Inter-segment revenue is accounted on the basis of transactions which are primarily determined based on market /
fair value factors. Revenue, expenses, assets and liabilities which relate to the Group as a whole and are not allocable
to segments on reasonable basis have been included under unallocated revenue / expenses / assets / liabilities.
155
Notes to Consolidated Financial Statements for the year ended March 31, 2015
Note 3 : Share capital
March 31, 2015 March 31, 2014
` crores ` crores
Authorised Share Capital
Ordinary Shares
200,00,00,000 (Previous year 100,00,00,000) Ordinary Shares of ` 1 each 200.00 100.00
Preference Shares
Nil (Previous year 1,00,00,000) Cumulative Redeemable Preference Shares of - 100.00
`100 each (Refer Footnote (ii))
200.00 200.00
Issued Share Capital
80,74,89,291 (Previous year 80,74,89,291) Ordinary Shares of ` 1 each 80.75 80.75
80.75 80.75
Subscribed and Paid Up
Ordinary Shares
80,74,72,787 (Previous year 80,74,72,787) Ordinary Shares of ` 1 each, Fully 80.75 80.75
Paid (Refer Footnotes iii, iv and vi)
80.75 80.75
Footnotes :
(i) The Company has one class of equity shares having a par value of ` 1 per share. Each shareholder is eligible for one
vote per share held. The dividend proposed by the Board of Directors is subject to the approval of the shareholders
in the ensuing Annual General Meeting, except in case of interim dividend. In the event of liquidation, the equity
shareholders are eligible to receive the remaining assets of the Company after distribution of all preferential amounts,
in proportion to their shareholding.
During the year ended March 31, 2015, no dividend is proposed as distribution to equity shareholders (Previous year
Nil per share).
(ii) The shareholders have approved vide Postal Ballot dated May 23, 2014, the re-classification of the authorised Share
Capital of the Company which now comprises ` 200 crores equity shares of ` 1 each aggregating ` 200 crores.
(iii) The Company on September 1, 2014 has allotted 18,18,01,228 Compulsorily Convertible Debentures (CCDs) of ` 55
each aggregating to ` 999.91 crores on a rights basis. Each CCD is convertible into 1 equity share of ` 1 each at a
premium of ` 54 per share after 18 months from the date of allotment of the CCD. The CCDs have been classified as
a part of Long term Borrowings.
(iv) Reconciliation of the shares outstanding at the beginning and at the end of the year
March 31, 2015 March 31, 2014
No. of shares ` crores No. of shares ` crores
As at the beginning of the year 80,74,72,787 80.75 80,74,72,787 80.75
Add : Issued during the year - - - -
As at the end of the year 80,74,72,787 80.75 80,74,72,787 80.75
(v) Shareholders holding more than 5% shares in the Company :
March 31, 2015 March 31, 2014
No. of shares % of Holding No. of shares % of Holding
Equity share of ` 1 each fully paid
Tata Sons Limited 20,20,52,004 25.02 20,20,52,004 25.02
Life Insurance Corporation of India 6,57,52,493 8.14 6,77,97,250 8.40
Sir Dorabji Tata Trust 5,02,21,040 6.22 5,02,21,040 6.22
Government Pension Fund Global - - 4,04,54,747 5.01
(vi) 16,504 (Previous year 16,504) Ordinary Shares were issued but not subscribed to as at the end of the respective years
and have been kept in abeyance pending resolution of legal dispute.
(vii) Aggregate number and class of shares allotted as fully paid up pursuant to contract(s) without payment being
received in cash, bonus shares and shares bought back for the period of 5 years immediately preceding the Balance
Sheet date Nil (Previous year Nil).
(viii) As at the Balance Sheet date, the Company has 1,96,380 (Previous year 2,46,380) outstanding Global Depository
Receipts (GDRs) which are represented by equity shares of ` 1 each included in above . Whilst the GDRs are listed on
the London Stock Exchange, the Company has filed an application with the Exchange for delisting of the GDRs.
156
Notes to Consolidated Financial Statements for the year ended March 31, 2015
Note 4 : Reserves and surplus
March 31, 2015 March 31, 2014
` crores ` crores
Capital Reserve
Opening Balance 43.97 43.97
Less : Reduction on disposal of a subsidiary (0.06)
Closing Balance 43.91 43.97
Capital Reserve on Consolidation
Opening Balance 112.64 112.64
Add : Due to dilution of stake in a jointly controlled entity 1.78 -
Closing Balance 114.42 112.64
Capital Redemption Reserve
Opening and Closing Balance 10.59 10.59
Securities Premium Reserve
Opening Balance 2,095.00 2,095.14
Less : Issue expenses written off (net of tax) (3.55) (0.14)
Closing Balance 2,091.45 2,095.00
Revaluation Reserve
Opening Balance 56.15 46.75
Add / (Less) : Change in Revaluation Reserves of an associate company (1.13) 0.18
Less : Depreciation (net of deferred tax) transferred during the year (0.68) (0.68)
Add / (Less) : Foreign Exchange fluctuation for the year (net) (3.95) 9.90
Closing Balance 50.39 56.15
Reserve Fund (In terms of Section 45-IC of the Reserve Bank of India Act,1934)
Opening Balance 36.10 33.60
Add : Transferred from Surplus in Statement of Profit and Loss 3.00 2.50
Closing Balance 39.10 36.10
Debenture Redemption Reserve
Opening Balance 305.97 440.97
Less : Transferred to Surplus in Statement of Profit and Loss - (135.00)
Closing Balance 305.97 305.97
Investment Reserve
Opening Balance 5.00 5.00
Less : Transferred to General Reserve (5.00) -
Closing Balance - 5.00
Investment Allowance Utilised Reserve
Opening Balance 4.24 4.24
Less : Transferred to General Reserve (4.24) -
Closing Balance 4.24
Export Profits Reserve
Opening Balance 0.41 0.41
Less : Transferred to General Reserve (0.41) -
Closing Balance - 0.41
157
Notes to Consolidated Financial Statements for the year ended March 31, 2015
March 31, 2015 March 31, 2014
` crores ` crores
Brought over 2,655.83 2,670.07
Hedge Reserve
Opening Balance (283.24) (176.90)
Less : Exchange Translation Difference for the year on foreign currency borrowings - (106.34)
Add : Transferred to Foreign Currency Translation Reserve Account 283.24 -
Closing Balance - (283.24)
Foreign Currency Translation Reserve
Opening Balance 963.67 607.79
Less : Transferred from Hedge Reserve (283.24) -
Add / (Less) : Foreign Exchange fluctuation for the year (net) (20.96) 355.88
Closing Balance 659.47 963.67
Foreign Currency Monetary Item Translation Difference (Refer Note 39, page 181)
Opening Balance (66.09) (25.56)
Less : Exchange translation difference for the year (37.41) (69.78)
Add : Transferred to Statement of Profit and Loss on amortisation 51.07 29.15
Add / (Less) : Share in Reserves of an associate company (0.61) 0.10
Closing Balance (53.04) (66.09)
General Reserve
Opening Balance 565.84 562.39
Add : Transferred from Surplus in Statement of Profit and Loss 1.65 3.45
Add : Transferred from Investment Reserve 5.00 -
Add : Transferred from Investment Allowance Utilised Reserve 4.24 -
Add : Transferred from Export Profit Reserve 0.41 -
Less: Due to change in Associate reserves (12.11) -
Closing Balance 565.03 565.84
Surplus in Statement of Profit and Loss
Opening Balance (1,294.54) (862.50)
Less : Net Loss for the current year (378.10) (553.85)
Add : Transferred from Debenture Redemption Reserves - 135.00
Less : Transferred to General Reserve (1.65) (3.45)
Less : Transferred to Reserve Fund (3.00) (2.50)
Less : Proposed Dividend - -
Less : Tax on Dividend (3.53) (7.24)
Closing Balance (1,680.82) (1,294.54)
2,146.47 2,555.71
Footnote :
(i) In accordance with its risk management policy, the Company has entered into cross currency swap contracts with
a view to convert its Indian Rupee borrowings into Foreign Currency borrowings in order to hedge the foreign
exchange spot retranslation risk of its net investment in a non-integral foreign operation. The Company applies
net investment hedge accounting such that the gains and losses on the foreign currency borrowings, to the extent
effective, are recognised in the Foreign Currency Translation Reserve (FCTR) under Reserve and Surplus(Refer
Accounting Policy in Note 2(f)), page 153. The translation differences in respect of the foreign currency borrowings,
which in the past were accumulated in the Hedge Reserve have been Transfer to FCTR in which the translation
differences of the net investment in non integral foreign operation reside.
(ii) From April 1, 2011 translation differences on other foreign currency borrowings / loan assets which have not been hedged,
are being amortised over the tenure of the respective borrowing / loan assets in accordance with the revision to
Accounting Standard (AS) 11 on The Effects of Changes in Foreign Exchange Rates by notification no.G.S.R.914 (E)
dated 29th December, 2011 (Refer Note 39, page 181 and Accounting Policy in Note 2(f), page 153).
158
Notes to Consolidated Financial Statements for the year ended March 31, 2015
Note 5 : Long-term borrowings
4,597.67 3,023.88
Footnote :
(i) Details of Borrowings as at:
March 31, 2015 March 31, 2014
` crores ` crores
Non-Current Current Non-Current Current
Debentures
Non Convertible Debentures
Secured
10.10% Non-Convertible Debentures 300.00 - 300.00 -
9.95% Non-Convertible Debentures 250.00 - 250.00 -
2% Non-Convertible Debentures 150.00 90.00 240.00 60.00
700.00 90.00 790.00 60.00
Unsecured
2% Non-Convertible Debentures 250.00 - 250.00 -
9.90% Non-Convertible Debentures 136.00 - 136.00 -
2% Non-Convertible Debentures - - - 150.00
2% Non-Convertible Debentures 200.00 - 200.00 -
586.00 - 586.00 150.00
1,286.00 90.00 1,376.00 210.00
Compulsorily Convertible Debentures
Unsecured 999.91 - - -
999.91 - - -
2,285.91 90.00 1,376.00 210.00
159
Notes to Consolidated Financial Statements for the year ended March 31, 2015
March 31, 2015 March 31, 2014
` crores ` crores
Non-Current Current Non-Current Current
Term Loan From Banks
Secured 1,700.90 133.17 871.13 630.77
Unsecured 394.50 197.25 570.10 100.00
2,095.40 330.42 1,441.23 730.77
Term Loans From Others
Liability on currency swap contracts 213.83 22.65 203.69 65.50
Others 2.53 0.35 2.96 0.61
216.36 23.00 206.65 66.11
160
Notes to Consolidated Financial Statements for the year ended March 31, 2015
(v) Term Loan from Banks - Secured include:
a. US $ 50 million was taken during the year by a wholly owned overseas subsidiary, Taj International Hotels (H.K)
Limited, to refinance its existing loan of US $ 30 million. The loan bears interest at LIBOR plus 2.95% per annum,
US $49 million is repayable on November 23, 2019 and the balance US $ 1 million on December 23, 2019. This
loan is secured by pledge of Group's Investment in Belmond Ltd.
b.
In September 2014, International Hotel Management Services, Inc. entered into a term loan facility for
US $ 120 million, of which US $ 108 million was utilised and outstanding as at March 31, 2015. The Term
loan matures on September 15, 2022 and requires monthly interest only computed at LIBOR plus 3.81%, as
defined (4.14% at March 31, 2015) through March 15 2017. Thereafter, principal payments are due every six
months, as defined. The Term Loan Facility is secured, by amongst other things, the Boston LLC's and the
San Francisco LLC's hotel property.
c.
St James Court Hotels, an overseas subsidiary of the Company, entered into a term loan facility for
GBP 55 million, of which GBP 54 million was utilised and GBP 47 million outstanding as at March 31, 2015. The
Loan is secured by a first mortgage charge on the assets of that subsidiary. This loan is for five years from August
2011 and is repayable by quarterly instalments of GBP 0.5 million, the balance is payable on the maturity. Interest
on this loan is payable at a floating rate of one month Sterling LIBOR plus a margin based on a ratchet between
2% and 3% based on the interest cover achieved by the subsidiary, which is currently 2% and should continue
to apply for the next financial year.
d. Roots Corporation Limited (RCL), a domestic subsidiary of the Company, has taken a term loan of ` 50 crores
during the year, carrying interest rate of 10.50% p.a. payable at monthly rests. This loan is repayable in 4 equal
quarterly instalments of 8%, 16%, 20%, 26% and 30% of the loan amount starting from the 3rd year till the
7th year. RCL is in process of creating a charge by providing hypothecation of certain hotel properties and fixed
assets contained therein.
In addition, loan of ` 21.6 crores (of which ` 4.8 crores is classified as current maturity of long term loans)
carrying interest rate of 11.75% p.a. payable at monthly rests is repayable in equal quarterly instalments of
` 1.2 crores ending in May 2019. The Loan is secured by way of hypothecation of certain hotel properties of RCL.
e. One of the overseas jointly controlled entity (effective holding 50%), has during the year, obtained a new term
loan of US $ 40 million to repay its existing loan. The Loan is secured by a first mortgage charge on the assets.
This loan is payable on quarterly basis of US $ 0.625 million till August 2020 and balance with a bullet payment
of US $ 30 million on November 6, 2020. This loan carries interest of LIBOR plus 3.5%. The Group has accounted
it's share in this loan on proportionate basis.
f. The balance term loan consists of loan taken by various jointly controlled entities with balance outstanding as at
March 31, 2015 of ` 127.78 crores (current maturity ` 16.47 crores) for which rate of interest and maturity varies.
(vi) Term Loan from Banks - Unsecured include:
a. External commercial borrowing of US $ 95 million was taken on November 23, 2011. The loan is repayable at
the end of 50th, 60th, and 72nd month from November 23, 2011 in equal instalments to achieve the average
maturity of 5.05 years and carries an interest which is based on a spread over LIBOR. The first instalment of
US $ 31.67 million (` 197.25 crores) due on January 22, 2016, has been classified under current maturities of long
term borrowings.
b. Unsecured term loan from a bank of ` 100 crores was taken on August 26, 2013 for 3 years carrying interest rate
of 11.50% p.a. During the year, the Company has repaid the loan on September 30, 2014.
(vii) The Company has entered into cross currency swap contracts as a part of its risk management strategy to convert
Indian Rupee borrowings into Foreign Currency borrowings which are used to hedge net investment in a non-integral
foreign operation (Refer Note 4, page 157). At the reporting date, the notional amounts are restated at the closing
exchange rates. As at March 31, 2015, the difference aggregating ` 236.48 crores (Previous Year ` 269.19 crores) on
restatement represents a liability which is classified as "unsecured loans and advances". The notional amount due
within twelve months of ` 22.65 crores has been classified under current maturities of long term borrowings.
161
Notes to Consolidated Financial Statements for the year ended March 31, 2015
(viii) Maturity Profile of Debentures : ` crores
(a) Non Current
Non Convertible Debentures (NCDs) Redeemable on Principal Premium Total
Secured
10.10% Non-Convertible Debentures November 18, 2021 300.00 - 300.00
9.95% Non-Convertible Debentures July 27, 2021 250.00 - 250.00
2% Non-Convertible Debentures March 22, 2017 150.00 105.25 255.25
(3rd installment)
700.00 105.25 805.25
Unsecured
2% Non-Convertible Debentures December 9, 2019 250.00 310.84 560.84
9.90% Non-Convertible Debentures February 24, 2017 136.00 - 136.00
2% Non-Convertible Debentures April 23, 2017 200.00 94.23 294.23
586.00 405.07 991.07
Net Deferred tax liabilities (A-B) (Refer Footnote ii) 251.64 165.58
Footnotes :
i. Deferred tax asset on unabsorbed depreciation has been recognised by a subsidiary to the extent of deferred tax
liability arising on timing difference in respect of depreciation on fixed assets of that entity.
ii. Deferred tax liabilities and deferred assets of entities within the group have been offset as they relate to the same
governing taxation laws.
162
Notes to Consolidated Financial Statements for the year ended March 31, 2015
Note 7 : Deferred tax assets (net)
March 31, 2015 March 31, 2014
` crores ` crores
Deferred tax assets:
Provision for doubtful debts 0.28 1.04
Provision for Employee Benefits 0.34 0.50
Depreciation on fixed assets 2.58 3.18
Others 1.16 0.31
Total (A) 4.36 5.03
Deferred tax liabilities:
Depreciation on fixed assets 1.26 0.94
Total (B) 1.26 0.94
Provision for Employee Benefits (Refer Note 41, page 181 to 187) 54.29 42.28
Provision for Contingencies (Refer Footnote) 0.15 0.15
54.44 42.43
Footnote :
Provision for contingencies on standard assets has been made by a subsidiary engaged in business of non-banking financial
services.
163
Notes to Consolidated Financial Statements for the year ended March 31, 2015
Note 10 : Short-term borrowings
March 31, 2015 March 31, 2014
` crores ` crores
Loans repayable on demand
From Bank
Secured (Refer Footnote i) 4.14 10.88
Unsecured 14.96 36.60
19.10 47.48
Other short-term loans and advances
From Bank
Unsecured (Refer Footnote ii) 4.17 160.37
4.17 160.37
From Others
Unsecured (Refer Footnote iii) 10.12 13.40
10.12 13.40
14.29 173.77
33.39 221.25
Footnote :
i. Loans repayable on demand from Bank consist of overdraft facilities. These are secured by hypothecation of operating
supplies, stores, food and beverages and receivables.
ii. During the previous year, the Company had taken an unsecured short term loan from a bank of ` 200 crores carrying interest
rate of 10.35% p.a. The loan was drawn down in tranches of ` 100 crores each on July 25, 2013 and July 30, 2013 with a put
/ call option at the end of six months from the draw down date. The Company has repaid ` 50 crores on March 27, 2014
and ` 150 crores on August 30, 2014. The outstanding as on March 31, 2015 is Nil.
iii. Unsecured Short-term loans from other consists of inter-corporate deposits, Commercial paper and other loans.
164
Notes to Consolidated Financial Statements for the year ended March 31, 2015
Note 13 : Short-term provisions
March 31, 2015 March 31, 2014
` crores ` crores
Provision for Employees Benefits (Refer Note 41, page 181 to 187) 36.55 37.25
Provision - Others
Provision for Contingent Claims (Refer Footnote i) 48.72 114.38
Proposed Dividend - -
Tax on Dividend 5.40 5.92
Loyalty Programmes (Refer Footnote ii) 18.55 18.43
Provision for Tax (net of advances) 1.44 1.07
74.11 139.80
110.66 177.05
Footnotes :
(i) Provision for Contingencies include provisions for the following:
Reversal
Opening Foreign
(withdrawn Closing
Balance Additions Utilisation currency
as no longer Balance
translation
required)
` crores ` crores ` crores ` crores ` crores ` crores
Disputed claims for taxes, levies 21.81 25.44 - 0.56 0.01 46.70
and duties 1.43 20.38 - - - 21.81
Dispute on contractual matters 91.34 0.06 30.16 61.43 1.04 0.85
28.19 63.15 - - - 91.34
Dispute in respect of employee 1.23 - 0.06 - - 1.17
benefits 1.23 - - - - 1.23
Total 114.38 25.50 30.22 61.99 1.05 48.72
30.85 83.53 - - - 114.38
a) The above matters are under litigation / negotiation and the timing of the cash flows cannot be currently determined.
b) Figures in italics are in respect of previous year.
165
Notes to Consolidated Financial Statements for the year ended March 31, 2015
Note 14 : Tangible Assets (Owned, unless otherwise stated)
Freehold Leasehold Plant and Furniture Office
Buildings Vehicles Total
Land Land Machinery & Fixtures Equipment
(Refer (Refer (Refer
Footnote i) Footnote ii) Footnote ii)
` crores ` crores ` crores ` crores ` crores ` crores ` crores ` crores
Gross Block at Cost
At April 1, 2013 487.52 266.13 4,233.94 1,553.33 881.68 127.91 54.75 7,605.26
Translation Adjustment 30.72 45.12 309.20 10.93 38.44 2.36 0.30 437.07
(Refer Footnote iii)
Additions 1.26 - 89.70 59.71 34.41 11.36 2.30 198.74
Disposals 0.02 - 1.81 16.70 12.99 4.79 2.57 38.88
At March 31, 2014 519.48 311.25 4,631.03 1,607.27 941.54 136.84 54.78 8,202.19
Translation Adjustment 11.70 (18.65) (31.03) (6.04) (8.91) 0.66 0.12 (52.15)
(Refer Footnote iii)
Reduction due to stake change (0.04) (0.01) (1.02) (0.43) (0.17) (0.04) (0.08) (1.79)
(Refer Footnote vii)
Additions (0.24) 0.36 301.34 162.05 65.02 14.44 6.61 549.58
Disposals - - 108.25 22.08 45.09 3.70 3.31 182.43
At March 31, 2015 530.90 292.95 4,792.07 1,740.77 952.39 148.20 58.12 8,515.40
Depreciation (Refer Footnote vi)
At April 1, 2013 3.88 37.57 772.64 775.85 546.63 93.14 33.07 2,262.78
Translation Adjustment - 5.82 53.09 6.75 22.96 1.39 0.24 90.25
(Refer Footnote iii)
Charge for the year - 3.01 119.59 91.57 66.22 12.50 4.08 296.97
(Refer Footnote iv and v)
Disposals - - 0.35 14.51 12.43 4.22 2.13 33.64
At March 31, 2014 3.88 46.40 944.97 859.66 623.38 102.81 35.26 2,616.36
Translation Adjustment - (2.25) (13.59) (2.24) (7.39) (0.46) (0.01) (25.94)
(Refer Footnote iii)
Reduction due to stake change - - (0.20) (0.20) (0.12) (0.03) (0.05) (0.60)
(Refer Footnote vii)
Charge for the year - 3.09 117.89 86.38 55.22 13.05 3.36 278.99
(Refer Footnote iv and v)
Disposals - - 54.23 17.87 41.79 3.38 3.03 120.30
At March 31, 2015 3.88 47.24 994.84 925.73 629.30 111.99 35.53 2,748.51
Net Block
At March 31, 2014 515.60 264.85 3,686.06 747.61 318.16 34.03 19.52 5,585.83
At March 31, 2015 527.02 245.71 3,797.23 815.04 323.09 36.21 22.59 5,766.89
Footnotes :
(i) Gross Block includes buildings constructed on leasehold land and improvements thereto - ` 2,440.94 crores (Previous year
` 2,447.23 crores).
(ii) Furniture, Fixtures and Office Equipment as at the year end include assets on finance lease: Gross Block - ` 1.47 crores
(Previous year ` 1.59 crores), Accumulated Depreciation - ` 0.70 crores (Previous year ` 0.80 crores), Depreciation for the
year - ` 0.04 crores (Previous year ` 0.04 crores).
(iii) Adjustment on account of foreign exchange translation difference on opening balance and depreciation charge for the year
is reflected as "Translation Adjustment".
(iv) Depreciation charge for the year includes ` 0.10 crores (Previous year ` 0.05 crores) which is capitalised during the year.
(v) Depreciation / Amortisation for the year includes ` 1.31 crores (Previous year ` 1.32 crores) recouped from Revaluation
Reserve.
(vi) Accumulated Depreciation includes adjustment for impairment of ` 6.79 crores (Previous year ` 6.79 crores) including
` 3.88 crores (Previous year ` 3.88 crores) on Freehold Land, made in earlier years.
(vii) Represent the impact of decrease in share of the Group in a jointly controlled entity.
166
Notes to Consolidated Financial Statements for the year ended March 31, 2015
Note 15 : Intangible Assets
Footnotes :
(i) Software includes Customer Reservation System and Licensed Software.
(ii) Adjustment on account of foreign exchange translation difference on opening balance and depreciation charge for
the year is reflected as "Translation Adjustment".
(iii) Represent the impact of decrease in share of the Group in a jointly controlled entity.
167
Notes to Consolidated Financial Statements for the year ended March 31, 2015
Note 16 : Non-current investments (at cost)
March 31, 2015 March 31, 2014
Holdings Holdings
Face Value As at ` crores As at ` crores
Trade Investments :
Equity Investments in Associate Companies
226.71 242.28
(Refer Note 1(b)(iii), page 148)
[Includes Goodwill of ` 70.80 crores (Previous year
` 70.80 crores) and is net of capital reserve of ` 0.68 crore
(Previous year ` 0.68 crore) arising on the acquisition of
associates]
1,676.04 1,616.34
Total Trade Investment 2,095.84 2,034.84
* to the extent held by a jointly controlled entity
168
Notes to Consolidated Financial Statements for the year ended March 31, 2015
March 31, 2015 March 31, 2014
Holdings Holdings
Face Value As at ` crores As at ` crores
Non Trade Investments :
Investment in Equity Instruments (Quoted) (Refer Footnote i)
Asian Hotels (East) Ltd. (` 75) ` 10 2 - 2 -
Asian Hotels (North) Ltd. (` 75) ` 10 2 - 2 -
Asian Hotels (West) Ltd. (` 75) ` 10 2 - 2 -
Crest Ventures Ltd. (Formerly Sharyans Resources Ltd.) ` 10 42,000 0.10 42,000 0.10
EIH Ltd. (` 75) ` 2 37 - 37 -
Graviss Hospitality Ltd. (` 4,500) ` 2 4,500 - 4,500 -
HDFC Bank Ltd. (` 5,000) ` 2 2,500 - 2,500 -
Hotel Leela Venture Ltd. (` 75) ` 2 25 - 25 -
Timex Group India Ltd. ` 1 1,000 0.01 1,000 0.01
Titan Industries Ltd. ` 1 18,06,000 1.01 18,06,000 1.01
1.12 1.12
Investment in Property
Immovable properties 0.27 -
169
Notes to Consolidated Financial Statements for the year ended March 31, 2015
March 31, 2015 March 31, 2014
Face Value ` crores ` crores
Footnotes :
(i) Aggregate of Quoted Investments - Gross
: Cost 1,677.16
1,617.46
: Carrying Value 622.42 901.35
: Market Value 694.16 774.42
(ii) Aggregate of Unquoted Investments - Gross : Cost 193.09 176.22
(iii) Aggregate of Investment in Government Security : Cost 0.01 0.02
(iv) Aggregate of Investment in immovable properties : Cost 0.27 0.00
(v) Unquoted Investment, includes Investment in TRIL Infopark Limited for which transfer of shares are restricted due
to an option granted for 10 years upto July, 2021 to Tata Realty and Infrastructure Ltd. for repurchase of the shares
at par value. Tata Realty and Infrastructure Ltd. has deposited a sum of ` 71.10 crores (Previous year ` 71.10 crores)
as Option Deposit, which shall be adjusted upon exercise of the option or refunded.
(vi) The Group has felt it prudent to recognise diminution, other than temporary of ` 306.51 crores (Previous year
` 351.71 crores) in respect of its long term investments (including Belmond Ltd.) as the cost of these investment
exceed the market / fair value for a sustained period. This sum has been charged to the Statement of Profit and
Loss and has been classified as Exceptional items (Refer Note 30, page 176).
498.79 459.89
Note 18 : Other Non-Current Assets
March 31, 2015 March 31, 2014
` crores ` crores
Deposits with Banks (Refer Note 22, page 172) 8.31 25.03
Unamortised borrowing costs (Refer Note 24, page 173) 7.97 3.77
Interest receivable 0.81 0.15
17.09 28.95
170
Notes to Consolidated Financial Statements for the year ended March 31, 2015
Note 19 : Current Investments
March 31, 2015 March 31, 2014
Holding Holding
As at ` crores As at ` crores
Investments in Mutual Fund Units (Unquoted)
Birla Sun Life Cash Plus - Daily Dividend-Regular Plan - Reinvestment - - 15,16,679 15.22
Birla Sun Life Cash Plus - Regular Plan - Daily Dividend 4,36,553 4.37 1,52,291 1.53
Birla Sun Life Cash Plus 1,07,170 1.07 1,00,705 1.01
Birla Sun Life Floating Rate Short Term growth - - 776 0.01
BSL Cash Plus - Daily Dividend - Regular Plan - Reinvestment 4,19,059 4.19 - -
BSL Floating rate Fund - STP - Daily Dividend - Reinvestment 4,29,524 4.29 - -
Franklin India TMA - Daily Dividend 9,57,763 95.95 - -
Franklin India TMA - Super IP - Daily Dividend 3,84,693 38.50 - -
Franklin India Treasury Management Account - Super IP - Daily Dividend - Reinvestment 1,44,102 14.42 - -
Franklin Templeton Mutual Fund - Daily Dividend 41,024 4.11 8,762 1.75
HDFC Cash Management Fund - Savings Plan - Daily Dividend 1,78,71,081 19.01 - -
ICICI Prudential Liquid - Daily Dividend 43,49,927 43.52 - -
ICICI Prudential Liquid - Regular Plan - Daily Dividend - - 9,68,374 9.69
ICICI Prudential Liquid Fund - Regular Plan - Daily Dividend - Reinvestment - - 1,42,324 1.42
ICICI Prudential Money Market Fund - Daily Dividend 38,00,558 38.06 - -
ICICI Prudential Money Market Fund - Regular Plan- Daily Dividend 30,991 0.31 69,226 0.69
ICICI Prudential Mutual Fund 3,19,806 3.20 3,00,839 3.01
IDFC Cash Fund - Daily Dividend 3,51,699 35.19 - -
JM High Liquidity Fund - Super Institutional Plan - Daily Dividend 48,20,799 5.03 - -
JM High Liquidity - Daily Dividend 2,13,88,157 22.31 - -
JM High Liquidity - Daily Dividend 2,50,23,711 26.10 - -
JM High Liquidity Fund - Dividend Option 99,79,571 10.41 - -
JP Morgan India Liquid Fund - Super Institutional Daily Dividend Plan - Reinvestment - - 1,51,39,459 15.20
JP Morgan India Liquid Fund - Super IP - Daily Dividend - Reinvestment - - 50,70,277 5.08
JP Morgan India 10,64,375 1.07 10,00,924 1.00
JP Morgan India Liquid Fund Super Institutional - Daily Dividend 5,19,190 0.52 5,03,976 0.51
Kotak Floater - Short Term - Daily Dividend 84,180 8.51 - -
Kotak Floater Short Term - Daily Dividend 69,259 7.01 41,013 4.15
Kotak Liquid Scheme Plan A - Daily Dividend 463 0.06 435 0.05
LIC Nomura MF Liquid Fund - Daily Dividend 5,71,094 62.71 - -
LIC Nomura MF Liquid Fund - Dividend Plan - - 1,00,563 11.04
Peerless Liquid Fund - Super Institutional Plan - Daily Dividend - - 43,569 0.04
Peerless Liquid Fund - Super Institutional - Daily Dividend - - 5,09,624 0.51
Reliance Liquid Fund - Treasury Plan - Daily Dividend - Reinvestment - - 30,569 4.67
Reliance Liquid Fund - Treasury Plan - Institutional Option - Daily Dividend Option - - 20,307 3.12
Religare Invesco Liquid Fund - Daily Dividend 2,93,358 29.36 - -
Tata Fixed Maturity Plan Series 42 Scheme F - - 25,00,000 2.50
Tata Fixed Maturity Plan Series 47 Scheme A - - 35,00,000 3.50
Tata Floater Fund Direct Plan - Daily Dividend 85,177 8.55 1,604 0.16
Tata Floater Fund Plan A - Daily Dividend - - 10,347 1.04
Tata Liquid Fund Plan A - Daily Dividend 75,236 8.39 - -
Tata Money Market Fund - Daily Dividend 1,25,837 12.60 - -
Tata Money Market Fund Plan A - Daily Dividend 83,499 8.36 - -
Taurus Liquid Fund - Existing Plan - Super IP - Daily Dividend - Reinvestment - - 79,625 7.96
Taurus Liquid Fund - Super Institutional Daily Dividend Reinvestment 1,40,999 14.10 20,466 2.05
Templeton India Treasury Management Account Super Institutional Plan - Daily
150,069 15.02 1,10,083 11.02
Dividend Reinvestment
546.30 107.93
Investments in Government Security (Unquoted)
Government Securities - 6 Year National Savings Certificates 0.01 -
0.01 -
Investments in Subsidiaries (Refer Footnote)
BAHC 5 Pte Ltd. - -
1 (Previous year 1) equity shares of US $ 1 each (` 51 (Previous year ` 51))
Premium Aircraft Leasing Corporation Ltd. - -
10 (Previous year 10) equity shares of US $ 1 each (` 512 (Previous year ` 512))
Footnote: - -
These shares are held for disposal.
546.31 107.93
171
Notes to Consolidated Financial Statements for the year ended March 31, 2015
Note 20 : Inventories (At lower of cost and net realisable value)
March 31, 2015 March 31, 2014
` crores ` crores
Food and Beverages 41.32 38.78
Stores and Operating Supplies 49.70 50.08
Apartments held for sale 11.94 13.21
102.96 102.07
172
Notes to Consolidated Financial Statements for the year ended March 31, 2015
Note 23 : Short-term loans and advances
March 31, 2015 March 31, 2014
` crores ` crores
(Unsecured, considered good unless stated otherwise)
Short-term loans and advances 99.74 76.63
Other advances :
Considered good 84.76 102.85
Considered doubtful 5.18 10.38
89.94 113.23
Less : Provision for doubtful advances 5.18 10.38
84.76 102.85
195.33 190.42
173
Notes to Consolidated Financial Statements for the year ended March 31, 2015
Note 26 : Other Income
March 31, 2015 March 31, 2014
` crores ` crores
Interest Income
Inter-corporate deposits 12.44 10.70
Deposits with banks 27.08 3.10
Interest on Income Tax Refunds 5.30 5.02
Others 4.07 6.20
48.89 25.02
Dividend Income from long term Investments 6.10 9.51
Dividend Income from Current Investments 19.67 3.50
Profit on Sale of Investments (Net)
From Long Term Investments 0.31 -
From Current Investments 0.02 0.04
Exchange Gain (Net) - 0.52
Others 23.72 21.16
98.71 59.75
174
Notes to Consolidated Financial Statements for the year ended March 31, 2015
Note 29 : Operating and general expenses
March 31, 2015 March 31, 2014
` crores ` crores
(i) Operating expenses consist of the following :
Linen and Room Supplies 73.53 70.89
Catering Supplies 38.34 36.23
Other Supplies 9.59 8.69
Fuel, Power and Light 320.43 311.15
Repairs to Buildings 56.21 52.03
Repairs to Machinery 72.84 69.25
Repairs to Others 33.19 32.36
Linen and Uniform Washing and Laundry Expenses 48.20 48.48
Payment to Orchestra Staff, Artistes and Others 33.03 32.09
Guest Transportation 21.05 9.91
Travel Agents' Commission 73.27 67.83
Discount to Collecting Agents 50.21 47.36
Other Operating Expenses 121.31 136.40
951.20 922.67
(ii) General expense consist of the following :
Rent 65.58 60.07
Licence Fees 209.61 208.15
Rates and Taxes 96.28 93.58
Insurance 18.67 19.12
Advertising and Publicity 127.66 130.26
Printing and Stationery 16.38 15.68
Passage and Travelling 20.41 21.14
Provision for Doubtful Debts and advances 8.00 4.28
Professional Fees 88.64 55.49
Support services 47.84 40.93
Expenditure on Corporate Social Responsibility 2.69 -
Exchange Loss (Net) 4.56 -
Loss on Sale of Fixed Assets (Net) 1.21 2.37
Provision Diminution in Value of Investment - 0.30
Payment made to Statutory Auditors (Refer Footnote) 8.52 9.11
Directors' Fees and Commission 1.46 3.08
Other Expenses 125.80 121.13
843.31 784.69
1,794.51 1,707.36
Footnotes :
Payment made to Statutory Auditors:
As auditors * 6.70 6.49
For other services (including tax audit and company law matters) 1.66 2.53
Expenses and incidentals 0.16 0.09
8.52 9.11
* Excludes ` 0.76 crores (Previous year ` 0.14 crores) adjusted against Securities Premium Account
175
Notes to Consolidated Financial Statements for the year ended March 31, 2015
Note 30 : Exceptional Items
March 31, 2015 March 31, 2014
` crores ` crores
Exceptional Items comprises of the following :
Exchange Gain / (Loss) on long term borrowings / assets (51.07) (29.15)
Profit on sale of an international subsidiary 27.97 -
Profit on sale of investment arising out of divestment in certain domestic subsidiaries 18.55 -
Impairment of goodwill by a jointly controlled entity (16.00) -
Provision for diminution in value of long term investments (Refer Note 16, page 169 to 170) (306.51) (351.71)
Provision / Settlement of financial exposure in an associate (25.85) (100.47)
Provision for contingency for property tax - (19.04)
Project written off for commercial reason - (29.78)
Provision for diminution in long term advances by a jointly controlled entity - (21.42)
Voluntary Retirement Scheme expenses of a subsidiary - (3.27)
(352.91) (554.84)
176
Notes to Consolidated Financial Statements for the year ended March 31, 2015
((b) On account of Lease Agreements:
(i) In respect of a plot of land provided to the Company under a license agreement, on which the Company has
constructed a hotel, the licensor has made a claim of ` 266.11 crores to date, (13 times the existing annual rental)
for increase in the rentals with effect from 2006 / 07. The Company believes these claims to be untenable. The
Company has contested the claim, based upon legal advice, by filing a suit in the Honourable High Court of
Judicature at Bombay on grounds of the licensors inconsistent stand on automatic renewal of lease, levy of lease
rentals and method of computing such lease rent, within the terms of the existing license agreement as also a
Supreme Court judgment on related matters. Even taking recent enactments into consideration, in the opinion
of the Company, the computation cannot stretch more than ` 60.52 crores (excluding interest / penalty) and this
too is being contested by the Company on merit.
Further, a Notice of Motion has been issued by the Honourable High Court of Judicature at Bombay, inter alia,
for a stay against any further proceedings by the licensor, pending a resolution of this dispute by the Honourable
Bombay High Court. In view of this and based on legal advice, the Company regards the likelihood of sustainability
of the lessors claim to be remote and the amount of any potential liability, if at all, is indeterminate.
(ii) The Group had invested ` 8.09 crores (written down value ` 5.19 crores as on March 31, 2015 (previous year
` 5.52 crores)) in its hotel located at Ludhiana. The Group had suspended its operations and gave termination
notice to terminate lease agreement w.e.f. July 31, 2012 on the grounds that the lessor has not fulfilled his
obligations to provide critical services such as food and beverage, electricity, power backup, security etc. for the
mall including the Hotel among other obligations.
The Group has filed a suit seeking interim relief to restrain the lessor from preventing the Group from removing
its moveable assets from the said property.
The lessor, has disputed the validity of the notice of the Group and has raised a claim for ` 44.12 crores towards
arrears of rentals, common area maintenance charges and rentals for period between August 2012 till end of
lease period i.e., October, 2038. The Group neither expects any loss on account of the amount invested in the
property nor any legal liability to arise for claims raised by the lessor.
(c) Other claims against the Group not acknowledge as debt :
(i) Legal and statutory matters ` 1.16 crores (Previous year ` 1.28 crores)
(ii) Management is generally unable to reasonably estimate a range of possible loss for proceedings or disputes
other than those included in the estimates above, including where:
a)
plaintiffs / parties have not claimed an amount of money damages, unless management can otherwise
determine an appropriate amount;
b) the proceedings are in early stages;
c) there is uncertainty as to the outcome of pending appeals or motions or negotiations;
d) there are significant factual issues to be resolved; and / or there are novel legal issues presented.
The Groups management does not believe, based on currently available information, that the outcomes of the
above matters will have a material adverse effect on the Groups financial statements, though the outcomes could
be material to the Groups operating results for any particular period, depending, in part, upon the operating results
for such period. It is not practicable for the Company to estimate the timings of cash flows, if any, in respect of the
above.
177
Notes to Consolidated Financial Statements for the year ended March 31, 2015
In respect of such debentures issued by LEPPL, the Company has:-
(i) the first right to purchase the entire shareholding of SDPDPL held by LEPPL for an aggregate value of ` 693.45
crores; or
(ii) the obligation to make good the value of the shortfall, if any, if lenders of LEPPL divest 100% of SDPDPL shares
and realise an amount lower than the redemption amount, in case the right referred in (i) above is not exercised.
In addition, SDPDPL has availed of a secured zero coupon term loan of ` 508 crores from a financial institution
for which the total repayment obligation on the maturity date (being January 28, 2016) would be ` 708.93
crores. This term loan has been secured by way of a pledge on all direct and indirect shareholding of ELEL Hotels
& Investments Ltd, the licensee of the erstwhile Sea Rock Hotel property.
In effect, the total future repayment obligation for LEPPL, on a consolidated basis, aggregates to ` 1402.38
crores covering the current outstanding debt obligations of LEPPL and SDPDPL, its underlying subsidiary.
(b) The Group has pledged its investment in BAHC 5 Pte Ltd. (BAHC 5) with a net book value of US$ 1 and issued guarantee for
` 454.06 crores (US$ 73 million) to a third party, against a loan of like amount provided by the third party to BAHC 5.
No amount has been charged for the issue of the guarantee. The management considers it highly unlikely that any
claim will ever be made against the Group under the guarantee.
(c) Guarantees given by the Group and outstanding as on March 31, 2015 - ` 12.31 crores (Previous year ` 89.08 crores).
(d) The Group has given letters of support in case of select associate and jointly controlled companies during the year.
(e) The Group, together with an associate and a third party entered into an agreement with the bank, in consideration
for the lender providing a credit facility of up to ` 56.06 crores (US $9 million) to Lanka Island Resorts Limited, an
associate of the Group. The Group has agreed to execute a shortfall undertaking and a non-disposal undertaking for
shares in Lanka Island Resorts Limited in favour of the bank as security for repayment of credit facilities and monies
payable by the associate to the bank under the facility agreement and performance and observance by the bank of
all its obligations and covenants under the Facility Agreement.
` crores
Amounts raised through Rights Issue 999.91
Utilisation
Repayment of Debts 552.68
General corporate purposes 100.00
Capital expenditure on Projects 25.62
Renovation Capex 4.90
Issue Expenses 6.07
Total 689.27
Surplus amounts kept in Fixed Deposits with Banks and invested in Mutual Funds 310.64
178
Notes to Consolidated Financial Statements for the year ended March 31, 2015
Note 36. Depreciation Impact :
In respect of the domestic companies in the Group, the useful lives of tangible fixed assets have been reassessed during the
year. Based on a technical evaluation, the useful lives have been revised to match those specified in Part C of Schedule II
to the Companies Act, 2013, for all classes of assets, other than end-user Computers, Electrical Installation and Equipment,
Plant and Machinery and select items of Furniture. Management believes that the revised useful lives of the assets reflect
the periods over which these assets are to be used. As a result of the change, the charge on account of Depreciation for
the twelve months ended March 31, 2015, is lower by ` 5.10 crores as compared to the useful lives estimated in earlier
periods.
Further, effective April 1, 2014, certain subsidiary companies have, with retrospective effect, changed method of providing
depreciation on fixed assets from the Written Down Value method to the Straight Line method, and also revised the
estimated useful lives of its fixed assets. Accordingly, these subsidiaries have recognised a credit of ` 5.12 crores in the
depreciation in order to give the retrospective effect of the change in the policy till March 31, 2014. Due to these changes,
the charge on account of depreciation for the year is higher by ` 0.03 crore.
(ii) Spend not less than ` 218.01 crores ($35 million) on renovations of the property not later than June 30, 2007.
(iii) In November 2007, the New York LLC entered into a lease modification agreement with its landlord. The principal
modification extended the lease term for an additional 10 years, to June 30, 2025 and increased the New York
LLCs renovation commitment to ` 498.32 crores ($80 million). The New York LLC Spent approximately ` 651.80
crores ($104.64 million) towards the renovation project and substantially completed the renovation project on
June 30, 2010.
Future fixed and minimum rentals, exclusive of formula or percentage rentals for the period ending March 31,
are approximately as under:-
The New York LLC assumed a lease agreement with Barneys New York, which was originally scheduled to expire
in August 2013, for the use of Hotel Pierres ballroom, and with some other individuals for the use of their
cooperative apartments as hotel rooms and suites. Such leases require the New York LLC to pay minimum rent
which increase annually by the change in the Consumer Price Index and to reimburse the owners for their actual
cooperative maintenance charges. On March 12, 2012, the lease agreement with Barneys was amended wherein,
179
Notes to Consolidated Financial Statements for the year ended March 31, 2015
among other things, the scheduled expiration was extended to December 31, 2018 and the annual fixed rent was
increased to US$ 1,700,000 (Amended Lease Agreement). In addition, the Amended Lease Agreement required a
one-time rent adjustment fee of US$ 1,000,000 (Rent Adjustment). The Rent Adjustment is included in intangible
as lease acquisition rights and are amortised over the term of the Amended Lease Agreement. Accumulated
amortisation of the Rent Adjustment amounted to ` 2.85 crores (US $457,826) and ` 1.88 crores (US $313,251) at
March 31, 2015 and March 31, 2014 respectively. Future fixed minimum rentals, exclusive of formula or percentage
rentals for the years ending March 31 are approximately as follows:
(v) IHMS New York LLC, IHMS San Francisco LLC and IHMS Boston LLC, as lessors under various operating leases,
will receive base rents over the next five years and in the aggregate, over the remaining terms of the leases as
follows :-
Later than one year but not 0.03 15.78 8.78 24.59
later than five years 0.26 13.41 8.38 22.05
(c) The Group has taken assets on finance lease, certain assets, the minimum future lease rentals on which are as follows:
180
Notes to Consolidated Financial Statements for the year ended March 31, 2015
Note 38 : Derivative Instruments and Un-hedged Foreign Currency Exposure :
The Company uses forward exchange contracts, interest rate swaps, currency swaps and options to hedge its exposure in
foreign currency and interest rates. The information on derivative instruments is as follows:-
181
Notes to Consolidated Financial Statements for the year ended March 31, 2015
Multi-Employer Benefit Plans
One of the international subsidiaries, IHMS Inc. along with its two LLPs namely the New York LLC and the Boston
LLC participates in the multi-employer plans with the Industry Wide Plan (IWP). The New York LLC is a party to the
Industrywide Collective Bargaining Agreement between the New York Hotel Trades Council (NYC Union) and the
Hotel Association of New York City, Inc. The Boston LLC, along with certain other hotel operators and owners in
Boston, Massachusetts, is a party to the Collective Bargaining Agreement with UNITE HERE Local 26 (Boston Union).
The respective collective bargaining agreements provide for Union sponsored multi-employer defined benefit plans
(the Plans) to which the New York LLC and the Boston LLC make contributions for the benefit of their employees
covered by the collective bargaining agreements. The New York LLC and the Boston LLC have not received information
from the Plans administrators to determine their share of unfunded benefit obligations, if any. The New York LLC
and the Boston LLC have not undertaken to terminate, withdraw or partially withdraw from the Plans. The risks of
participating in the multi-employer plan are different from a single-employer plan in the following aspects:
a. Assets contributed to the multi-employer plan by one employer may be used to provide benefits to employees
of other participating employers.
b. If a participating employer stops contributing to the Plan, the unfunded obligations of the plan may be borne
by the remaining participating employers.
c. If an employer chooses to stop participating in some of its multi-employer plans, the employer may be required
to pay those plans an amount based on the underfunded status of the plan, referred to as a withdrawal liability.
The New York LLCs and the Boston LLCs participation in the Plans for the years ended December 31, 2014 and 2013
and March 31, 2015 and 2014, respectively, is outlined in the table below. The EIN Number column provides the
Employer Identification Number (EIN). The most recent Pension Protection Act (PPA) zone status available is for the
Plans year-end at December 31, 2014. The zone status is based on information that the New York LLC and the Boston
LLC received from the Plans and is certified by the actuaries of the Plans. Among other factors, pension plans in the
red zone are generally less than 65% funded, pension plans in the yellow zone are less than 80% funded and pension
plans in the green zone are at least 80% funded.
The FIP / RP Status Pending / Implemented column indicates pension plans for which a Financial Improvement
Plan (FIP) or a Rehabilitation Plan (RP) is pending or has been implemented. The New York LLCs and the Boston
LLCs contributions to its respective Plans did not exceed more than 5% of the total contributions to the Plans by all
participating Employers.
The following is a summary of the Plans to which the New York LLC and the Boston LLC make contributions for the
benefit of their employees covered by the collective bargaining agreements.
March March
31, 2015 31, 2014
US $ US $
Boston LLC
Pension Fund (4) 45-4227067 001 Green Yellow Yes 363,312 303,375
Health Benefits
04-6048964 501 NA NA Yes 3,050,416 2,925,334
Fund (5)
Other Fund 131,311 131,409
Total - Boston LLC 3,545,039 3,360,118
12,371,797 12,583,505
182
Notes to Consolidated Financial Statements for the year ended March 31, 2015
1. New York Hotel Trades Council and Hotel Association of New York City, Inc. Pension Fund
2. New York Hotel Trades Council and Hotel Association of New York City, Inc. Health Benefits Fund
3. New York Hotel Trades Council and Hotel Association of New York City, Inc. Prepaid Legal Services Fund
4. Unite Here Local 26 Workers & Hospitality Employers VDB Pension Trust
5. Greater Boston Hotel Employees Local 26 Health and Welfare Plan
Defined Contribution 401(k) Plans
IHMS Inc. and its LLC (Subsidiaries) have defined contribution plans for the benefit of their eligible employees
pursuant to Section 401(k) of the Internal Revenue Code. In addition to employee 401(k) contributions, the plans
require employer contributions of 3% of each eligible participants plan compensation for each year. The employer
may also make a profit sharing contribution of a uniform percentage of eligible participants plan compensation
based on profits as defined. The employer contributions charged to the Companys and the Subsidiaries operations
for the years ended March 31, 2015 and 2014 are as follows:
(b) The Group operates post retirement defined benefit plans as follows :-
i. Funded :
Post Retirement Gratuity.
Pension to Employees Post retirement minimum guaranteed pension scheme for certain categories of
employees, which is funded by the Company and the employees.
ii. Unfunded :
Post Retirement Gratuity.
ension to Executive Directors and Employees Post retirement minimum guaranteed pension scheme for
P
certain retired executive directors and certain categories of employees, which is unfunded.
Post-Employment Medical Benefits to qualifying employees.
Post-Employment Compensated Absence Benefit for certain categories of employees.
(c) Pension Scheme for Employees:
The Company has formulated a funded pension scheme for certain employees. The actuarial liability arising on the
above, after allowing for employees contribution is determined as at the year end, on the basis of uniform accrual
benefit, with demographic assumptions taken as Nil.
(d) Defined Benefit Plans :
The disclosure given below exclude amount of entities who have not obtained such information as these have been
classified as small and medium company and have been exempt from making such disclosure :-
183
Notes to Consolidated Financial Statements for the year ended March 31, 2015
(i) Amount to be recognised in Balance Sheet and movement in net liability
184
Notes to Consolidated Financial Statements for the year ended March 31, 2015
(iii) Reconciliation of Defined Benefit Obligation
Gratuity Gratuity Post-Employment Pension Pension Pension
Funded Unfunded Medical Benefits Top-up Director Staff
Unfunded Unfunded Unfunded Funded
` crores ` crores ` crores ` crores ` crores ` crores
Opening Defined Benefit 179.51 2.14 2.74 5.27 2.61 4.93
Obligation 183.44 1.88 2.86 5.83 1.85 5.12
Additions Due to - (0.07) - - - -
Acquisitions 0.89 - - - - -
Current Service Cost 9.26 0.25 0.03 0.35 - 0.10
9.97 0.24 0.04 0.33 - 0.12
Interest Cost 15.65 0.22 0.24 0.47 0.20 0.40
14.36 0.19 0.23 0.35 0.13 0.35
Actuarial Losses / (Gain) 20.13 0.21 0.45 - 0.31 0.68
(7.92) 0.10 (0.12) (1.24) 1.41 (0.53)
Benefits Paid (16.88) (0.41) (0.37) (0.60) (0.30) (0.18)
(21.34) (0.31) (0.27) - (0.78) (0.13)
Curtailment / Settlement - (0.12) - - - -
0.10 - - - - -
Foreign currency translation - - - - - -
- 0.05 - - - -
Closing Defined Benefit 207.67 2.22 3.09 5.49 2.82 5.93
Obligation 179.50 2.15 2.74 5.27 2.61 4.93
185
Notes to Consolidated Financial Statements for the year ended March 31, 2015
(v) Description of Plan Assets (Managed by an Insurance Company)
Equity 14% - - - - -
17% - - - - -
1% Increase 1% Decrease
` crores ` crores
Effect on the aggregate of service cost and interest cost - -
(1% increase - ` 45,514) (1% Decrease (` 40,205)) - -
(PY (1% increase - ` 40,774) (1% Decrease (` 45,556))
186
Notes to Consolidated Financial Statements for the year ended March 31, 2015
(viii) Experience Adjustments
Designation
Rakesh Sarna* Managing Director & CEO
Raymond N. Bickson** Ex-Managing Director
Anil P. Goel Executive Director & CFO
Abhijit Mukerji Executive Director - Hotel Operation
Mehernosh S. Kapadia Executive Director - Corporate Affairs
* for part of the year with effect from September 1, 2014.
** for part of the year upto August 31, 2014.
187
Notes to Consolidated Financial Statements for the year ended March 31, 2015
(b) Details of related party transactions during the year ended March 31, 2015 and outstanding balances as at March 31, 2015:
188
Notes to Consolidated Financial Statements for the year ended March 31, 2015
(c) Statement of Material Transactions
Associates
Oriental Hotels Ltd.
Interest received / accrued - 1.66
Interest Payable 0.30 -
Dividend Paid 0.03 -
Dividend Received 3.43 3.59
Operating / Licence Fees Paid 1.28 2.38
Operating / Licence Fees Received 25.02 23.69
Purchase of goods and services 0.28 -
Sale of goods and services 0.34 3.09
Due on current account (Net) Payable - 3.61
Trade Receivables 7.54 8.31
Trade Payables - 4.03
ICD Placed during the year 18.00 21.50
ICD Encashed during the year 15.00 36.00
Deposits (Net) 6.48 3.48
189
Notes to Consolidated Financial Statements for the year ended March 31, 2015
Company Name March 31, 2015 March 31, 2014
` crores ` crores
TAL Lanka Hotels Plc.
Trade Receivables - 0.87
190
Notes to Consolidated Financial Statements for the year ended March 31, 2015
Company Name March 31, 2015 March 31, 2014
` crores ` crores
IHMS Hotels (SA) (Proprietary) Ltd.
Due on current account (Net) Receivable 29.19 26.60
Subscription of Shares - 14.62
Trade Receivables - 1.67
Investing parties
Malaysian Airlines Systems
Sale of goods and services - 1.52
191
Notes to Consolidated Financial Statements for the year ended March 31, 2015
Hoteliering Others Total
March 31, March 31, March 31, March 31, March 31, March 31,
2015 2014 2015 2014 2015 2014
` crores ` crores ` crores ` crores ` crores ` crores
Footnotes :
(i) Unallocated assets include Goodwill on consolidation, Non-Current and Current Investments, Interest receivable, Cash
and Bank Balance, Deferred Tax Assets, Loans and advances, Advance Tax and other current assets which are not
directly attributable to segments
(ii) Unallocated Liabilities includes Long Term Borrowings including current maturities of Long-Term Borrowings, Deferred
Tax Liabilities, Provision for Tax, Short Term Borrowings, Premium on redemption of debenture, Interest accrued but
not due, Interest accrued and due and other current liabilities which are not directly attributable to segments
(iii) Figures pertaining to subsidiaries and jointly controlled entities have been reclassified wherever necessary in order to
conform to the presentation in the consolidated financial statements.
192
Notes to Consolidated Financial Statements for the year ended March 31, 2015
Note 44 : A
dditional information as required under Schedule III to the Companies Act, 2013, of enterprises
consolidated as subsidiary / associates / joint ventures :
March 31, 2015
Net assets, i.e.,
total assets minus total Share in profit or loss
liabilities
As % of As % of
consolidated consolidated
net assets ` crores profit or loss ` crores
Parent
The Indian Hotels Company Ltd 115.25% 2,566.77 (21.69%) (82.02)
Subsidiaries
Indian
Piem Hotels Ltd. 21.57% 480.47 8.42% 31.83
Benares Hotels Ltd. 2.21% 49.21 2.44% 9.23
United Hotels Ltd. 1.18% 26.25 1.41% 5.34
Roots Corporation Ltd. 13.27% 295.45 0.37% 1.40
Taj SATS Air Catering Ltd. 9.71% 216.33 2.42% 9.13
TIFCO Holdings Ltd 9.36% 208.44 3.86% 14.59
Inditravel Ltd. 1.18% 26.29 (1.19%) (4.49)
Taj Trade & Transport Co Ltd. 0.68% 15.10 0.55% 2.09
KTC Hotels Ltd. 0.06% 1.31 0.04% 0.15
Northern India Hotels Limited 0.90% 20.05 0.61% 2.32
Taj Enterprises Limited 0.14% 3.11 0.14% 0.51
Ideal Ice & Cold Storage Co. Ltd. (Refer Footnote i) - - - -
Taj Rhein Shoes Co. Ltd. (Refer Footnote i) - - - (0.01)
Residency Foods & Beverages Ltd. (Refer Footnote i) - - 0.02% 0.08
TIFCO Security Services Limited (Refer Footnote i) - - - -
Foreign
IHMS, Inc. 42.46% 945.62 (46.71%) (176.60)
St. James Court Hotel Ltd. 22.31% 496.94 2.50% 9.45
IHMS (Australia) Pty Ltd. (Refer Footnote i) - - (1.68%) (6.37)
Taj International Hotels Ltd. 1.23% 27.42 2.15% 8.14
Taj International Hotels (H.K.) Ltd. (16.33%) (363.81) (13.03%) (49.26)
Samsara Properties Ltd. (64.81%) (1,443.54) (76.71%) (290.05)
Piem International (HK) Ltd. 8.03% 178.77 0.46% 1.75
Apex Hotel Management Services (Pte) Ltd - - - -
Chieftain Corporation NV. 4.25% 94.67 0.16% 0.59
IHOCO BV. 4.58% 101.93 (0.03%) (0.10)
Apex Hotel Management Services (Australia) Pty Ltd (0.01%) (0.18) (0.05%) (0.21)
193
Notes to Consolidated Financial Statements for the year ended March 31, 2015
Associates (Investment as per the equity method)
March 31, 2015
Net assets, i.e.,
total assets minus total Share in profit or loss
liabilities
As % of As % of
consolidated consolidated
net assets ` crores profit or loss ` crores
Indian
Oriental Hotels Ltd. 7.92% 176.33 0.15% 0.58
Taj Madurai Ltd 0.10% 2.29 0.07% 0.25
Taida Trading & Industries Ltd - - - -
Foreign
Lanka Island Resorts Ltd. 1.41% 31.47 0.13% 0.49
TAL Lanka Hotels Plc 0.75% 16.62 (0.36%) (1.37)
Bjets Pte Ltd. - - - -
Foreign
IHMS Hotels (SA)(Pty) Ltd. (1.96%) (43.75) (10.89%) (41.19)
TAL Hotels & Resorts Ltd. 4.56% 101.57 1.87% 7.05
194
Notes to Consolidated Financial Statements for the year ended March 31, 2015
Note 45 : Earnings Per Share (EPS) :
Earnings Per Share is calculated in accordance with Accounting Standard 20 Earnings Per Share - (AS-20).
195
05 Consolidated.indd 196
Part A : Subsidiaries
Profit
Sr. Reporting Share Reserves & Total Total Provision Profit after Proposed Effective
Name of Subsidiary Company Investments Turnover before
No Currency Capital Surplus Assets Liabilities for taxation taxation Dividend shareholding
taxation
` crores ` crores ` crores ` crores ` crores ` crores ` crores ` crores ` crores ` crores (%)
Indian
1 Piem Hotels Ltd. INR 3.81 482.63 573.22 86.78 135.90 324.30 48.25 16.42 31.83 15.24 51.57%
2 Benares Hotels Ltd. INR 1.30 47.91 63.33 14.12 - 48.24 14.26 5.03 9.23 2.60 51.68%
3 United Hotels Ltd. INR 8.40 17.85 38.85 12.60 6.25 35.69 8.12 2.78 5.34 3.78 55.00%
4 Roots Corporation Ltd. INR 85.97 209.48 404.53 109.08 - 127.74 1.15 (0.25) 1.40 - 63.25%
5 Taj SATS Air Catering Ltd. INR 17.40 198.93 305.73 89.40 25.25 266.96 7.28 (1.85) 9.13 - 51.00%
6 TIFCO Holdings Ltd INR 81.50 148.58 230.38 0.30 186.25 16.06 15.68 1.09 14.59 4.08 100.0%
7 Inditravel Ltd. INR 0.72 25.57 33.68 7.39 16.29 41.25 (4.43) 0.06 (4.49) 4.32 77.19%
8 Taj Trade & Transport Co Ltd. INR 3.47 13.49 28.20 11.24 7.29 28.20 2.29 0.20 2.09 0.87 72.73%
9 KTC Hotels Ltd. INR 0.60 0.70 5.58 4.28 - 0.29 0.22 0.07 0.15 - 100.00%
10 Northern India Hotels Ltd. INR 0.44 19.61 20.22 0.17 0.10 3.39 3.37 1.05 2.32 - 48.03%
11 Taj Enterprises Limited INR 0.50 2.61 3.12 0.01 0.07 0.65 0.58 0.07 0.51 - 74.70%
The Indian Hotels Company Limited
Foreign
12 IHMS, Inc. USD 2,650.44 (1,704.82) 1,873.61 927.99 - 752.08 (174.84) 1.76 (176.60) - 100.00%
13 St. James Court Hotel Ltd. GBP 521.75 (19.57) 975.80 473.62 - 298.86 9.45 (2.80) 12.25 - 72.25%
14 Taj International Hotels Ltd. GBP - 27.42 40.80 13.38 - 83.94 10.51 2.37 8.14 4.92 100.00%
15 Taj International Hotels (H.K.) Ltd. USD 1,432.67 (1,590.96) 1,293.87 1,452.16 580.79 37.13 (232.39) - (232.39) - 100.00%
16 Samsara Properties Ltd. USD 124.59 (1,568.13) 580.92 2,024.46 576.86 (0.25) (290.05) - (290.05) - 100.00%
17 Piem International (HK) Ltd. USD 49.83 165.66 215.53 0.04 181.04 4.27 1.75 - 1.75 - 51.57%
18 Apex Hotel Management
Services (Pte) Ltd SGD - - 0.11 0.11 - 2.20 0.01 0.01 - - 100.00%
19 Chieftain Corporation NV. GBP 0.09 107.44 113.07 5.54 113.06 0.64 0.59 - 0.59 - 100.00%
20 IHOCO BV. EUR 12.44 100.99 116.57 3.14 111.94 - (0.12) (0.02) (0.10) - 100.00%
21 Apex Hotel Management
Services (Australia) Pty Ltd AUD - (0.18) 1.06 1.24 - 1.12 (0.21) - (0.21) - 100.00%
22 BAHC 5 Pte Ltd. (Refer notes (iv)) USD - (238.83) 267.83 506.66 - - (50.61) - (50.61) - 100.00%
23 Premium Aircraft Leasing
Corporation Ltd. (Refer note (iv)) USD - (0.02) - 0.02 - 0.17 0.14 - 0.14 - 100.00%
Notes:
i. The financial statements of all subsidiaries are drawn upto the same reporting date as that of the Parent Company, i.e., March 31, 2015
ii. Names of subsidiaries which are yet to commence operations - None
iii. Names of subsidiaries which have been sold during the year:
a) Ideal Ice & Cold Storage Co. Ltd.
b) Taj Rhein Shoes Co. Ltd.
c) Residency Foods & Beverages Ltd.
d) TIFCO Security Services Ltd .
e) IHMS (Australia) Pty Ltd.
iv. These subsidiaries are excluded from consolidation as it is acquired and held exclusively with a view to its subsequent disposal in the near future:
v. Exchange rates as at 31.03.2015:
1 USD = ` 62.29; 1 GBP = ` 92.30; 1 AUD = ` 47.38; 1 SGD = ` 45.40; 1 EUR = ` 66.85
vi. Average exchange rate for the year (for Profit & Loss items):
1 USD = ` 61.0442; 1 GBP = ` 98.4079; 1 AUD = ` 53.3893; 1 SGD = ` 47.3924; 1 EUR = ` 77.3938
06/07/15 5:25 PM
Part "B" : Associates and Joint Ventures
05 Consolidated.indd 197
Profit/ loss for the year
year end
Networth Considered in
No. of shares attributable to Consolidation Not Description Reason why
Sr. Latest Audited Amount of Extent of of how the associate/
Name of Associates/ Joint Ventures (Refer Note shareholding as (to the extent of Considered in
No. Balance sheet date Investment Holding there is joint venture
vi) per latest audited Group's effective Consolidation
Balance Sheet shareholding) significant is not
influence consolidated
` crores % ` crores ` crores ` crores
Associates
Indian
1 Oriental Hotels Ltd. (Refer note (vii)) March 31, 2015 66,166,530 112.66 35.67% 125.88 (0.60) - Note (iii) -
2 Taj Madurai Ltd March 31, 2015 912,000 0.95 26.00% 2.02 0.38 - Note (iii) -
Annual Report 2014-2015
3 Taida Trading & Industries Ltd (Refer note (v)) March 31, 2015 65,992 0.62 34.76% - - - Note (iii) -
Foreign
4 Lanka Island Resorts Ltd. March 31, 2015 19,965,524 31.27 24.66% 9.75 0.76 - Note (iii) -
5 TAL Lanka Hotels Plc March 31, 2015 34,375,640 18.72 24.62% 18.06 (2.82) - Note (iii) -
6 Bjets Pte Ltd. (Refer note (v)) December 31, 2014 20,000,000 102.59 45.69% - - - Note (iii) -
Joint Venture
Indian
7 Taj GVK Hotels and Resorts Ltd. March 31, 2015 16,000,400 40.34 25.52% 88.42 (0.47) - Note (iv) -
8 Taj Kerala Hotels and Resorts Ltd. March 31, 2015 14,151,664 15.67 28.30% 14.75 0.10 - Note (iv) -
9 Taj Karnataka Hotels and Resorts Ltd. March 31, 2015 1,398,740 1.40 44.27% (2.89) 0.03 - Note (iv) -
10 Taj Safaris Ltd. March 31, 2015 12,496,667 14.50 29.46% 1.49 (0.53) - Note (iv) -
11 Kaveri Retreat & Resorts Ltd March 31, 2015 10,235,293 34.80 50.00% 14.35 (1.41) - Note (iv) -
12 Taj Madras Flight Kitchen Pvt. Ltd. March 31, 2015 7,944,112 8.56 50.00% 20.76 0.58 - Note (iv) -
Foreign
13 IHMS Hotels (SA)(Pty) Ltd. March 31, 2015 500 57.09 50.00% (42.86) (31.84) - Note (iv) -
14 TAL Hotels & Resorts Ltd. March 31, 2015 4,946,282 37.60 27.49% 101.57 7.60 - Note (iv) -
197
06/07/15 5:25 PM
198
Consolidated Financial Statistics
Capital Account Revenue Account
05 Consolidated.indd 198
Year Share Reserves Borrow- Gross Net Invest- Gross Expenditure Depreciation Profit/ Tax Profit/ Net Earning Earning
Capital and ings Block Block ments Revenue (including (Loss) Expenses (Loss) Transfer Per Share Per Share
Surplus Interest) before after to (Basic) * (Diluted)*
Tax Tax @ General
Reserves
` crores ` crores ` crores ` crores ` crores ` crores ` crores ` crores ` crores ` crores ` crores ` crores ` crores In ` In `
2001-02 45.12 981.09 1436.65 1934.43 1538.47 404.47 826.97 825.41 78.85 30.99 17.67 21.80 10.60 4.83 4.83
2002-03 45.12 1023.08 1374.91 2002.40 1569.72 390.22 894.74 887.51 75.65 26.96 18.03 28.07 5.95 6.22 6.22
2003-04 45.12 1025.40 2074.97 2158.55 1646.08 432.12 1039.76 1004.41 87.83 80.51 28.34 71.99 6.07 15.96 15.47
2004-05 50.25 1269.92 1969.33 2950.18 2263.48 457.06 1337.94 1198.53 111.73 139.67 60.23 128.50 11.00 25.55 22.47
2005-06 58.41 1873.73 1500.95 3160.73 2334.34 581.93 1874.73 1570.19 127.35 314.07 90.35 248.74 20.00 42.58 42.41
The Indian Hotels Company Limited
2006-07 60.29 2036.33 2055.14 4416.09 3382.08 514.27 2601.13 2076.87 160.67 532.55 196.52 370.31 35.00 6.14 6.14
2007-08 60.29 2188.83 3466.83 4646.45 3514.37 1541.94 3012.62 2416.84 167.62 560.52 246.98 354.98 38.00 5.43 5.43
2008-09 72.34 3105.55 4646.88 5376.11 4072.03 2407.68 2756.63 2615.91 188.53 158.51 155.77 12.46 35.09 0.15 0.15
2009-10 # 72.35 2352.80 4460.69 5814.15 4373.49 1905.42 2562.53 2659.71 218.54 (33.69) 84.71 (136.88) 18.94 (1.99) (1.99)
2010-11 & 75.95 2570.13 4243.01 6120.25 4529.51 2505.81 2932.20 2920.9 227.89 23.23 92.10 (87.26) 16.67 (1.19) (1.19)
2011-12 75.61 2893.72 3803.28 7276.94 5216.09 1903.90 3514.90 3365.81 255.07 147.57 121.75 3.06 26.75 0.04 0.04
2012-13 80.75 2898.53 3817.64 7736.01 5382.94 1563.30 3803.52 3664.88 288.42 (291.79) 98.96 (430.24) 5.28 (5.40) (5.40)
2013-14 80.75 2555.71 4252.01 8357.90 5634.70 1427.21 4125.94 3983.26 308.13 (412.16) 110.95 (553.85) 3.45 (6.86) (6.86)
2014-15 80.75 2146.47 5074.48 8693.44 5820.74 1586.90 4287.35 4166.92 291.29 (232.48) 114.60 (378.10) 1.65 (4.68) (4.68)
06/07/15 5:25 PM
Annual Report 2014-2015
To,
The Share Department
The Indian Hotels Company Limited
Mandlik House,
Mandlik Road,
Mumbai 400 001.
I/We request you to record the following information against my/our Folio No.:
General Information:
Folio No.:
Name of the first named Shareholder:
PAN: *
CIN/ Registration No.: *
(applicable to Corporate Shareholders)
Tel No. with STD Code:
Mobile No.:
Email Id:
*Self attested copy of the document(s) enclosed
Bank Details:
IFSC: MICR:
(11 digit) (9 digit)
Bank A/c Type: Bank A/c No.: *
Name of the Bank:
Bank Branch Address:
* A blank cancelled cheque is enclosed to enable verification of bank details
I/ We hereby declare that the particulars given above are correct and complete. If the transaction
is delayed because of incomplete or incorrect information, I/ We would not hold the Company
responsible. I/ We undertake to inform any subsequent changes in the above particulars as and when
the changes take place. I/ We understand that the above details shall be maintained by you till I/We
hold the securities under the above mentioned Folio No.
Place:
Date: Signature of Sole/ First holder
199