Annual Report 2015-16

Contents
CHAIRMAN’S LETTER ..........................................................................................................................................4

COMPANY INFORMATION .................................................................................................................................. 6

MANAGEMENT DISCUSSION AND ANALYSIS ..................................................................................................13

CORPORATE GOVERNANCE ..............................................................................................................................28

SHAREHOLDER INFORMATION ........................................................................................................................37

BOARD’S REPORT ..............................................................................................................................................49

AUDITORS’ REPORT .........................................................................................................................................102

FINANCIALS ......................................................................................................................................................106

CONSOLIDATED FINANCIAL STATEMENTS ....................................................................................................133

NOTICE .............................................................................................................................................................168

Highlights 2015-16
t HCC E&C business order book grows by 25.4% to ` 18,123 crore

t HCC Standalone PBT/PAT improved substantially even though turnover dropped marginally

t HCC E&C won many awards for its projects and their CSR activities

t Steiner AG has secured orders during the year worth CHF 850 million (` 5843 crore)
It’s order book is at CHF 1320 million (` 9074 crore)

t HCC Concessions (a stepdown subsidiary of HCC) has sold its stake in two projects.
Toll collection in its Baharampore-Farakka project is above the estimate at ` 36 lacs/day

t Lavasa : Footfall of tourists crossed over 10 lacs during the year. Has completed the construction
of 1200 residential units

t
Highbar Technologies crossed total number of customers beyond 100

Annual Report 2015-16

1
 HCC’s Major Projects
ANDHRA PRADESH GOA KARNATAKA
Cavern for Crude Oil Storage, Goa Barge Berth at Marmugoa Cavern for Crude Oil Storage, Padur
Vishakhapatnam GUJARAT Kadra Dam
Chimney at Vijayawada Gandhinagar Cooling Towers Karnataka State Highways Project
Godavari Barrage at Rajahmundry Kachchh Branch Canal Tunnel and Powerhouse for
Godavari Railway Bridge Kakrapar Atomic Power Project Sharavati Hydroelectric Power
Project
Papavinasam Dam Kalol Mehsana Gas Pipeline
Yettinahole Project
Polavaram Project Right Main Canal Mehsana to Palanpur Highway
KERALA
Pula Subbaiah Veligonda Tunnel Pumped Water Supply Scheme
from Kesaria to Sonari Brahmapuram Diesel Power Plant
Tata Memorial Centre, Hospital
Reliance J3 Refinery at Jamnagar Dam across Idamalayar
Vizag Monolith, West Wall
Protection Saurashtra Branch Canal Dam across Moozhiyar and
Swarnim Gujarat Kutch Water Grid Veluthodu
ARUNACHAL PRADESH
Tapi Road Bridge Lower Periyar Hydroelectric Power
Pare Hydroelectric Power Project Project
HARYANA
ASSAM Sebarigiri Dam
Hathnikund Barrage
Bogibeel Rail-cum-Road Bridge Tanker Terminal and Fertiliser Berth,
Panipat Chimney Cochin
Brahmaputra Bridge
Road Bridge at Palwai Wellington Bridge, Cochin
IOCL Refinery at Guwahati
HIMACHAL PRADESH MADHYA PRADESH
NH-37 - Numaligarh to Jorhat
Chamera Hydroelectric Power Road Bridge over River Indravati
Highway
Project, Stage I
NH-54 - Maibang to Nirmbanglo Satpura Thermal Power Station
Chamera Hydroelectric Power
Highway Project, Stage III Tons Hydroelectric Power Project
BIHAR Kashang Hydroelectric Power MAHARASHTRA
Barauni Thermal Power Plant Project
Aerated Lagoons, Mumbai
Ganga Bridge at Mokameh Nathpa Jhakri Hydroelectric Power
Project Ambernath/Ulhasnagar STP
Munger Rail-cum-Road Bridge Bandra Effluent and Influent
Sainj Hydroelectric Power Project
Muzaffarpur Thermal Power Plant Disposal, Mumbai
Tunnels for Sawra Kuddu
Hydroelectric Power Project Bandra-Worli Sea Link
Sone Barrage
JAMMU & KASHMIR BARC - Integrated Nuclear Recycle
Sone Bridge
Plant, Tarapur
Access Road Tunnel to Sawalkote
CHATTISGARH
Hydroelectric Power Project BARC - Reactor, Lab & Spent Fuel
Bailadila Project Building
Chutak Hydroelectric Power Project
Bhilai Steel Plant Bhama Askhed Pipeline
Kishanganga Hydroelectric Power
DELHI Project Bhandup Pipeline
Delhi Faridabad Elevated Mughal Road Bhandup Water Treatment Complex
Expressway Nimoo Bazgo Hydroelectric Power Bhorghat Tunnel
DMRC - Airport Metro Express Line Project
DGNP Dry-Dock and Wharves
Pir Panjal Tunnel
DMRC - Dwarka to Najafgarh Factory Civil Works for Premier
Ramban Banihal Highway Automobiles Limited
DMRC - Janakpuri West to Palam
Station Salal Hydroelectric Power Project Ghatkopar High Level Water Tunnel
DMRC - Netaji Subhash Place to T 48 Tunnel - Dharam-Qazigund Koyna Hydroelectric Power Project
Shalimar Bagh T 49 Tunnel - Dharam-Qazigund Stage I to IV
DMRC - Vishwa Vidyalaya to ISBT Uri-II Hydroelectric Power Project Middle Vaitarna Water Pipeline
Flyover linking existing Munirka JHARKHAND Mumbai Metro One
flyover to Army RR Hospital
Chandil Dam Mumbai-Pune Expressway
Water & Sewage Treatment Plants
Grand Trunk Road Improvement NH-3 MP/Maharashtra Border -
at Okhla, Tihar Jail, Wazirabad
Project Dhule Highway

2
NH-4 - Satara Kolhapur Highway TAMIL NADU UTTARAKHAND
Nhava Sheva WTP Works, Raigadh Chennai Bypass Tapovan Vishnugad Hydroelectric
Power Project
Pune Paud BOT Road Chennai Ore Berth, Jetty, Wharf
Dhauliganga Hydroelectric Power
Surveillance Facility Project at Ennore Port-Rock Quarrying & Project
Tarapur Breakwater
Tehri Pumped Storage Project
Trombay Chimney Works IGCAR’s Fast Reactor Fuel Cycle
Facility at Kalpakkam Vishnugad Pipalkoti Hydroelectric
Vaitarna Dam Power Project
Kadamparai Pumped Storage
Water Supply Tunnel from Bhandup Project WEST BENGAL
to Charkop, Mumbai
Kudankulam Nuclear Power Project, Elevated Road from Park Circus to
Water Treatment Plant, Pune Units 1 & 2 E.M. Bypass, Kolkata
Water Tunnel between E Moses Lower Mettur Hydroelectric Power Farakka Barrage
Road and Ruparel College, Mumbai Project Golden Quadrilateral Road Project -
Water Tunnel between Sewri and Navamalai Irrigation Tunnel Kolaghat to Kharagpur
Futka
Tirupur Water Supply Project Haldia Docks Project
Water Tunnel from Maroshi to
Upper Nirar Irrigation Tunnel Kalyani Bridge
Ruparel College, Mumbai
Kolkata Metro
MANIPUR TELANGANA
Mahananda Barrage
Railway Tunnel No.1 between JCR Devadula Lift Irrigation Scheme
Jiribam and Tupul Phase I NH-34 - Bahrampore - Farakka
Highway
Railway Tunnel No. 3 between JCR Devadula Lift Irrigation Scheme
Jiribam and Tupul Phase II NH-34 - Farakka - Raiganj Highway

Railway Tunnel No. 10 between JCR Devadula Lift Irrigation Scheme NH-34 - Raiganj - Dalkhola Highway
Jiribam and Tupul Phase III
Purulia Pumped Storage Project
Railway Tunnel No. 12 between North-South Corridor NHDP Phase
Teesta Barrage
Jiribam and Tupul II Package AP-8
Teesta Low Dam Hydroelectric
Imphal Kangchup Tamenglong Road Pranahita Chevella Lift Irrigation Power Project Stage IV
Scheme
Railway Tunnel No. 12 between BHUTAN
Tupul and Imphal Rajiv Dummugudem Lift Irrigation
Scheme Dagachhu Hydroelectric Power
ORISSA Project
Ramagundam Thermal Power
Aditya Aluminium Project Project Kurichhu Hydroelectric Power
Dam at Upper Kolab Project
UTTAR PRADESH
Nikachhu Hydroelectric Power
Naraj Barrage, New Cuttack Allahabad Bypass Project
Paradip Port Road Gomti Aqueduct Punatsangchhu Hydroelectric
Road Bridge across Mahanadi Maneri Bhali Hydroelectric Power Power Project
PUNJAB Project Tala Hydroelectric Power Project
140 m High Chimney at Ropar Naini Cable Stayed Bridge

Rail Coach Factory at Kapurthala Narora Atomic Power Project

RAJASTHAN NH - 233 - Indo Nepal Border to

Rudhauli Highway
Chambal Bridge at Dholpur
NH - 28 - Lucknow Muzaffarpur
East-West Corridor Project Highway
Rajasthan Atomic Power Project, Rihand Dam
Units 1 & 2 Major projects completed in past
Rihand STPP
Rajasthan Atomic Power Project, Projects completed in the year
Units 3 & 4 Sai Aqueduct
Projects in progress
Rajasthan Atomic Power Project, Sharda and Ghogra Barrages
Units 5 & 6 Varanasi Bridge New projects

Rajasthan Atomic Power Project, Yamuna Hydroelectric Power BOT projects

Units 7 & 8 Project

3
 Chairman’s Letter
Dear Shareholder,
Let me begin this letter with a bird’s eye view of the Indian
economy, then move on to what is happening in infrastructure and
the construction industry and end with a brief discussion on your
Company.
According to the latest estimates of GDP and Gross Value Added
(GVA) released by the Government of India’s Central Statistical
Organisation, the Indian economy is certainly getting back to a
higher growth path. For 2015-16, real (or inflation adjusted) GDP
has grown by 7.6% — up from 7.2% in 2014-15. That makes India
the fastest growing large country in the world, with a growth that
not only exceeds any developed nation but also major emerging
economies such as China.
Despite two consecutive years of poor monsoon, we have been
fortunate on three counts: significantly lower input costs and
import bill on account of crude oil prices hitting a low over the last
two decades; a comfortable balance of payments situation; and
benign inflation. For 2015-16, inflation based on the consumer
price index was a low of 4.83%; while wholesale, or producer,
price inflation was in negative territory at (-)0.85%. That induced
the Reserve Bank of India (RBI) to reduce policy rates by a total of
100 basis points (bps) in three instalments, coupled with a 25 bps
reduction in the Statutory Liquidity Ratio.
I believe, as do many in industry, that the RBI could have done
more in terms of reducing policy rates, and given a stronger signal
to the banks to cut their lending rates. Quite frankly, given the
present structure of lending rates and extreme risk aversion of most
banks, it is virtually impossible for either infrastructure or small and
medium enterprises to get the necessary credit for expanding their
businesses at the speed that can generate higher GDP growth. It is
time to realise this and make the moves necessary to bring down
real interest rates to more reasonable levels.
History will tell you that Besides, I believe that the economy has not yet realised its
potential as several reform measures are yet to take off and make
infrastructure developers and a material impact. For instance, several key initiatives such as the
ones for start-ups or the ‘Make in India’ campaign are yet to be
meaningfully implemented. The all-important reform of Goods
construction companies go and Services Tax (GST) remains in legislative limbo. Hopefully, the
GST Bill will be passed in 2016-17, as it must for India to reap the
through sharper business benefits it deserves.
Regarding the infrastructure sector with special focus on the
cycles than many other country’s construction industry, the situation is quite grim. The
Government of India has clearly recognised this and launched
sectors. The better ones several reform measures to boost sectors like roads, railways,
power distribution, rural and urban development. The Union Budget
2016-17 has allocated ` 2.21 lakh crore for the sector. The one good
come out of slumps stronger news is the pace with which projects are being sanctioned for the
construction of highways. Thus, in the Budget, roads have been
than before. Your Company earmarked ` 97,000 crore with a plan to award 10,000 kilometres
of new road projects in 2016-17, including ` 19,000 crore for rural
ranks among the best in roads.
The biggest issue in the sector is the legacy of stalled projects,
the construction business thanks to the freeze in decision making that occurred over the
last four years of the previous government. This has far reaching
adverse consequences on the future execution of work. To give
— in terms of expertise, a sense of the size of the problem, as on 1 February 2016, there
have been 304 stalled projects involving an investment of
execution capabilities and the ` 12,75,877 crore.
These stalled projects have disturbed the momentum in creating
determination to surmount all physical infrastructure, and have seriously hurt the financial
strength of private developers and construction companies. Such
odds to succeed. enterprises mobilised labour and deployed expensive plant and
machinery at sites; these were not sufficiently utilised due to
project stoppages, and led to massive cost over-runs.
Instead of expediting projects, government and quasi-government
execution agencies have held back payments. Consequently,
the claims of construction companies on the executing agencies
4
have mounted substantially. Regrettably, when the decision of of interest and debt servicing. Banks have been supportive and
independent arbitrators in such dispute resolution has favoured have helped your Company in various instances. I also need to
a construction company, the executing agencies have invariably state that since availing of the CDR package, HCC has posted an
stalled the payment process by routinely appealing to higher average annual revenue exceeding ` 4,000 crore, secured orders
judicial jurisdictions. of over ` 14,000 crore and completed 17 major projects.
Let me give you the example of your Company which is no We also planned generating cash by the monetisation of non-core
different from what is faced by other construction companies. As & completed assets. Although your Company has sold operating
on March 31, 2016, claims awarded in favour of your Company building and some land parcels, this has been a more difficult task
in arbitration amounted to ` 3,041 crore. Of that, HCC has only in the current environment where there are hardly any buyers of
been able to collect ` 373 crore against BGs — or a mere 12% of
infrastructure assets and mainly under development assets. It
claims that have been already awarded in its favour. The rest has
needs to be recognised that monetisation of large investments —
been stalled with the customers appealing to higher courts. The
such as the toll-road projects under HCC Infrastructure — will take
Company has also collected claims of around ` 150 crore by direct
longer time. In a different vein, the efforts of HCC Infrastructure
negotiations. To put it in perspective, had your Company received
the full amount that it was awarded, it could have wiped out its to effect stake sales have been limited by contractual obligations
debts and started afresh. imposed by the National Highways Authority of India.

In such an environment, the entire infrastructure and construction I am therefore saying two things: that your Company is wholly
sector is highly strapped for cash. As long as legacy claims committed to monetisation to reduce the debt burden, but, in
settlement issues are not expeditiously dealt with, there is order to generate fair value, the due process will be followed
very little scope of a serious revival of the sector because most which is taking time.
companies do not have the financial strength to absorb the losses
Since the consolidated financial performance of your Company
of the past and yet continue financing new projects.
reflects developments in all the investee companies in addition to
Given this context, two positive legal developments need to be the core standalone business of engineering and construction, the
mentioned. results were poorer. On a consolidated basis, HCC’s:
The Arbitration and Conciliation (Amendment) Act, legislated in t
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2015, facilitates faster and time bound decision making in the ` 8,768 crore in 2015-16.
arbitration process. Moreover, it requires the aggrieved party to
deposit award money in an escrow account before taking the t
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judicial route to challenge an arbitration award. Hopefully, this will productivity, efficiency improvements and cost cutting,
reduce the current practice of needless appeals. operational EBITDA reduced by 2% to ` 1,219 crore.
The Commercial Courts, Commercial Division And Commercial t
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Appellate Division of High Courts Act, also passed in 2015, has to ` 1,355 crore, due to delay in completion of development
introduced the setting up of commercial courts at the district projects.
level as well as commercial division in the High Court to deal with
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commercial disputes over ` 1 crore. Thus, all appeals of arbitration
orders will be dealt with Commercial Appellate Divisions of ` 159.5 crore in 2014-15 to ` 318.1 crore in 2015-16.
the High Courts — which ought to speed up the resolution of As your chief fiduciary, how do I see the future? I am fairly sure
commercial disputes. Time will tell whether these two laws that HCC as a standalone entity will generate greater operating
actually deliver what are intended in the statutes. income, EBITDA and profits in 2017-18. I am also sure that we
Let me move now to the performance of your Company. The will get greater benefits out of efficiency improvements and cost
standalone results for 2015-16 — which primarily reflect the core optimisation. Equally, it ought to be said that the progress of
engineering and construction business — have been encouraging, monetisation might be uncertain. An improvement in the overall
and reflect efforts at streamlining operations, optimising infrastructure climate can make potential buyers eager to purchase
efficiencies of on-going projects and pursuing pending dues at parts of Lavasa or HCC Infrastructure at attractive prices. But if
every level. there is insufficient tail winds for India in general and infrastructure
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in particular, such buyers will be hard to find. Even so, we as the
` 18,123 crore. It also secured a record number of L-1 management of your Company, will do our utmost to maximise the
positions in bidding, adding up to ` 3,701 crore. process of monetisation and thus reduce the burden of past debt.

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` 4,190.9 History will tell you that infrastructure developers and construction
crore in 2015-16. companies go through sharper business cycles than many other
sectors. The better ones come out of slumps stronger than
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` 812.4 crore in 2015-16 — an increase of 5% over before. Your Company ranks among the best in the construction
the previous year. The EBITDA margin increased from 18.7% business — in terms of expertise, execution capabilities and the
in 2014-15 to 19.9 %.
determination to surmount all odds to succeed.
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` 85 crore for 2015-16.
Think of the number of times that you have crossed the Sea Link.
The difficulties still lie at the consolidated level. Like most Think of how often you have marvelled at the beauty and quality
companies in the construction industry in India, HCC faced of that construction. Your Company executed it under the most
slowdown in orders, delays in completion that were beyond its challenging odds. A Company such as that is slated to shake off
control and large cost over-runs in stalled projects which were not temporary adversities and succeed. As it certainly will.
duly compensated by clients. Consequently, its debt burden rose
sharply and caused severe stress in terms of cash flows. To counter Thank you for your support.
this, the Company realigned its business strategy to focus on capital
Yours,
conservation, higher productivity and increased cash generation.
Moreover, to help support the revival plan and provide necessary
breathing space, your Company availed of a Corporate Debt
Restructuring (CDR) package with a consortium of its bankers in
2012-13. Your Company is amongst the very few companies in Ajit Gulabchand
CDR from Infrastructure sector who are meeting CDR obligation Chairman & Managing Director
5
Company Information

BOARD OF DIRECTORS BANKERS/FINANCIAL INSTITUTIONS

Ajit Gulabchand ICICI Bank Ltd.
Chairman & Managing Director Punjab National Bank
State Bank of India
Rajas R. Doshi
IDBI Bank Ltd
Ram P. Gandhi
Indian Bank
Sharad M. Kulkarni
Oriental Bank of Commerce
Anil C. Singhvi The Jammu & Kashmir Bank
Harsha Bangari Canara Bank
Dr. Omkar Goswami (w.e.f. April 30, 2015) State Bank of Patiala

N. R. Acharyulu Union Bank of India

Non-Executive Director (w.e.f. May 2, 2016) Bank of Baroda
Shalaka Gulabchand Dhawan Vijaya Bank
Whole-time Director (w.e.f. April 30, 2015) DBS Bank Ltd
Rajgopal Nogja The Federal Bank Ltd
Group Chief Operating Officer & Whole-time Director Standard Chartered Bank
(upto May 2, 2016)
Exim Bank of India
Toronto Dominion (Texas) LLC
COMPANY SECRETARY LIC of India
Sangameshwar Iyer (w.e.f July 31, 2015) Central Bank of India
Vithal P. Kulkarni (upto July 30, 2015) Axis Bank Ltd
Bank of Maharashtra
State Bank of Travancore
AUDITORS
Syndicate Bank
Walker Chandiok & Co.,LLP Chartered Accountants State Bank of Mysore
United Bank of India

ADVOCATES & SOLICITORS IFCI Ltd

Indian Overseas Bank
Mulla & Mulla & Craigie Blunt & Caroe
State Bank of Hyderabad
Cyril Amarchand Mangaldas
NABARD
SREI Equipment Finance Limited

REGISTRAR & SHARE TRANSFER AGENTS

TSR Darashaw Ltd.
6-10 Haji Moosa Patrawala Industrial Estate,
20, Dr. E. Moses Road, Near Famous

Studio,Mahalaxmi, Mumbai - 400 011.

REGISTERED OFFICE
Hincon House, 11th Floor,
247Park, Lal Bahadur Shastri Marg,
Vikhroli (West), Mumbai - 400 083.

6
Building 196m roller compacted concrete (RCC) dam in 196 days
The 160MW Teesta Low Dam Hydroelectric Power Project – Stage IV in West Bengal is the first RCC dam constructed for NHPC and is only
the third of its kind in India. This 521m long dam has three segments — power dam (104 m), spillway (126 m) and RCC dam (196 m). The RCC
technique requires continuous feed of raw materials and nonstop operations. HCC managed the well-synchronised supply chain operations and
overcame all challenges to successfully complete the mammoth 196 m RCC dam in 196 days.

Kolkata’s longest flyover solves traffic snarls to silk route

HCC completed the main section of the 4.5-km long flyover between Parama Island and Park Circus, which is Kolkata’s longest flyover.
West Bengal Chief Minister Mamata Banerjee inaugurated the flyover on October 9, 2015. This elevated corridor offers a faster alternative to
commuters travelling from the airport to the main business district of Central Kolkata. This has reduced travel time from 40 minutes to just 10
minutes. Around 1 lakh vehicles are expected to ply on the flyover every day.
7
Bogibeel Rail-cum-Road Bridge, Assam
Every milestone achieved at the 4.9 km long Bogibeel rail-cum-road bridge is a crowning accomplishment for team HCC. Till May 2016, the
Company has completed 20 spans. This bridge has 39 spans of 125m and two spans of 32.7m. Each span, weighing 1,900 MT, is assembled
at the yard and is placed on the pillars with the help of a mechanical pulling system. This will be the fourth longest bridge in India and the
longest over the mighty Brahmaputra.

Second double TBM breakthrough achieved at DMRC CC34

HCC achieved the rare double TBM breakthrough for the second time at DMRC CC34 project, which involves the construction of three underground
metro stations — Janakpuri West, Dabri Mor and Dashrathpuri — and their connection to Palam station through twin tunnels. The first double TBM
breakthrough was achieved on August 4, 2014, where two TBMs began boring from Janakpuri West and emerged at Dabri Mor station. The second
double TBM breakthrough was achieved on May 22, 2015, where two TBMs began boring from Vikaspuri and emerged at Janakpuri West station.
8
SkyKey, Zurich, Switzerland
Based on a visionary concept, Steiner AG developed and constructed SkyKey to fulfill the requirements for the LEED Platinum label. SkyKey
received the prestigious LEED Platinum award in the New Construction category – overall construction – in February 2016. Its 90 points
score makes it the best rated certified building in Switzerland and one of the top rated 30 buildings worldwide.

PostParc, Berne, Switzerland

With a construction period lasting five years, PostParc is a very special project for Steiner. This major building site is immediately adjacent to
Berne’s main railway station. Owing to its exposed location, countless interfaces to adjoining structures have to be taken into account. The
two new buildings and the completely refurbished high-rise comprise 30,000m2 of office space and 10,000m2 of commercial floorspace.

9
Strandboden High School, Biel, Switzerland
The Strandboden High School in Biel, Switzerland, is one of the most important historic testimonies of the Solothurn School of Architecture.
Steiner’s task as a total contractor is to renovate and modernise the historic complex as well as to construct a new building. The major
challenge was to respect the existing structures and coordinate all operations. A two-storey new-build complements the whole architectural
composition beautifully.

National Highway 34 development by HCC Concessions in West Bengal

Baharampore Farakka Highway, the first section of the 256-km NH-34 development by HCC Concessions, became operational in May 2014
and accounted for an average daily toll collection of `30 lakh with a 7 per cent y-o-y traffic growth in the last fiscal year. The second and
largest (`1,720 crore) leg of the development, Farakka Raiganj Highway, achieved substantial progress in the last fiscal and is expected to
achieve COD in a few months.
10
Lavasa: a live model for new smart city
Lavasa is becoming a live model for creating new smart cities in the country. Representatives of five new city projects met at Lavasa to
discuss new city business models and their financial sustainability. Also, a delegation of students from the Centre for Urban Science and
Engineering of IIT-Mumbai visited Lavasa to study the different aspects of developing and managing a city, including city management
services, town planning and environment departments. In FY 2015-16, Lavasa has been honoured with five prestigious awards which include
1. The PATWA ITB Berlin Award for the third consecutive year; 2. Best City Initiative Award at the Municipalika Sustainable Smart Cities
Conference; 3. Smart City for Education Award at ABP News Brand Excellence Awards 2015; 4. Best MICE Destination Award at the India
Hospitality Awards West and South 2015; 5. The Brands Academy Excellence Award from World Travel Brands for the ‘Best Private Hotel
Management Institute in India’ to Ecole Hotelier.

11
Board of Directors (as on March 31, 2016)
Sitting from Left to Right: Anil Singhvi - Independent Director, Rajas Doshi - Independent Director, Ajit Gulabchand - Chairman & Managing
Director, Sharad Kulkarni - Independent Director, Ram Gandhi - Independent Director | Standing from Left to Right: Rajgopal Nogja - Group
Chief Operating Officer & Whole-Time Director, Shalaka Gulabchand Dhawan - Whole-Time Director, Omkar Goswami - Independent Director,
Harsha Bangari - Nominee Director of EXIM Bank.

Awards and recognitions to HCC in the FY 2015-16

t
‘Infrastructure Company of the Year Award’ to HCC by Construction Week for its outstanding contribution in the infrastructure sector
t
‘Construction Week Award’ for HCC’s Dagachhu Hydroelectric Project in Bhutan under category ‘Water Project of the Year Award’
t
‘QCI D.L. Shah Quality Award’ to HCC’s Bogibeel Rail-cum-Road Bridge project
t
‘Indian Concrete Institute Award’ for HCC’s Padur Cavern Project under the category ‘Best Concrete Structure of the year’
t
‘CIDC Vishwakarma Award 2016’ to Dagachhu Hydroelectric Project under Power category ‘Best Construction Project’
t
‘CIDC Vishwakarma Award 2016’ to Padur Cavern Project under Infrastructure category ‘Best Construction Project’
t
‘CIDC Vishwakarma Award 2016’ to HCC’s water initiatives under the category ‘Achievement Award for Social Development & Impact’
t
Best CSR practices for water at the ‘World CSR Day’ conference by the World CSR Congress
t
Dun & Bradstreet awards to HCC in three project categories – (Railways) ‘Pir Panjal Railway Tunnel Project;’ (Roads) ‘Mughal Road
Project;’ and (Oil & Gas) ‘Padur Cavern Project’

12
Management Discussion and Analysis
Macroeconomic Review 10.25% in 2013-14 has reduced to 9.7% by the end of Q3,
2015-16. Having said so, interest rates need to come down
The global macroeconomic landscape is currently going
further to really bolster investments.
through a rough and uncertain terrain characterised
by weak growth of world output. Even in these trying
Chart B: Inflation (Consumer Price Index)
and uncertain circumstances, India’s growth story has
remained largely positive on the strength of domestic 12% 10.8% 10.9%
economy. According to the advance estimates made 10%
available by the Central Statistical Organisation (CSO), 8% 6.4%
5.9%
the country will have succeeded in achieving a robust 6%
and steady pace of economic growth in 2015-16 as it did 4%
in 2014-15. Real Gross Value Added (GVA) is expected to 2%
grow by 7.3% in 2015-16 versus 7.1% in 2014-15 (see Chart 0%
A). Importantly, there has been a revival in industrial output

2012

2013

2014

2015
— from 5.9% growth in 2014-15 to 7.3% in 2015-16, driven
primarily by a recovery in manufacturing, which clocked Source: MOSPI, Government of India

9.5% growth in 2015-16 compared to 5.5% in 2014-15. While there is much to cheer, there are also certain
concern areas. Weak growth in advanced and emerging
Chart A: Real GVA Growth, India
economies has taken its toll on India’s exports. In fact,
8%
7.3% exports reduced by 6.3% over 2015-16. Thankfully, imports
7.1%
7% have also declined, principally on account of reduced prices
6.3%
6%
of crude oil for which the country is heavily dependent
5.4%
on imports and, hence, the trade and current account
5%
deficits continue to be moderate. Growth in agriculture has
4% slackened due to two successive years of less than-normal
3% monsoon rains. Saving and investment rates are showing
hardly any signs of revival. The rupee has depreciated vis-
2%
à-vis the US dollar, like most other currencies in the world,
1% although less so in magnitude. At the same time, it has
0% appreciated against a number of other major currencies.
2012-13

2013-14

2014-15

2015-16

More importantly, the economy has not yet realised close

to its potential as several reform measures are yet to take
Note: Real GVA growth in basic prices. 2015-16 are advance estimates off and make any material impact. Several key initiatives
Source: Ministry of Statistics and Programme Implementation
like the ones for start-ups and the ‘Make in India’ campaign
(MOSPI), Government of India.
are yet to be meaningfully implemented. The all-important
Additionally, its other macroeconomic parameters like reform of Goods and Services Tax (GST) remains in
inflation, fiscal deficit and current account balance have legislative limbo. Hopefully, the GST Bill will be passed
exhibited distinct signs of improvement. Wholesale price in the course of 2016-17, as it must for India to reap the
inflation has been in negative territory for more than a benefits it deserves.
year and the all-important consumer prices inflation has
declined to nearly half of what it was a few years ago. India’s Construction and Infrastructure
As Chart B shows, compared to 10.9% CPI inflation in Sector
2013, the level was down to 5.9% in 2015. With inflation After recording impressive growth in the early part of this
under control, the Reserve Bank of India (RBI) has decade, the construction sector in India has witnessed
eased monetary policy and reduced the benchmark repo steady decline in growth. Chart C shows that after an
rate in three instalments by a total of 100 basis points. impressive 10.8% growth in 2011-12, the sector has seen
Consequently, lending rates have reduced marginally. The growth plummet down. In fact, in 2015-16 growth reduced
base rate for scheduled commercial banks, which was to 3.7% compared to 4.4% in 2014-15

HCC 90TH ANNUAL REPORT 2015-2016 13

 estimates by research organisations suggest a requirement
Chart C: Construction Growth (Real GVA)
of over US$1 trillion investment in the sector over the next
12.00%
10.80% 10.80%
five years.
10.00%
The Government of India (GoI) has recognised this and
8.00%
6.70% launched several reform measures to boost sectors
6.00%
4.60%
like roads, railways, power distribution, rural and urban
5.70% 4.40%
5.30% 3.70%
4.00% development. The Union Budget 2016-17 has allocated
a record ` 2.21 lakh crore for the infrastructure sector.
2.00%
0.60% The roads sector alone has been allocated ` 97,000 crore
0.00%
2007-08 2008-09 2009-10 2010-11 2011-12 2012-13 2013-14 2014-15 2015-16
as the government plans to award 10,000 kilometres of
Note: Data pre 2012-13 is in GDP terms and post is in GVA terms,
new road projects in 2016-17, including ` 19,000 crore
and both are similar estimates earmarked for rural roads under the Pradhan Mantri Gram
Source: CSO, Government of India Sadak Yojna. In addition, the Government has initiated
several policy reform measures to support the sector. This
This slowdown in activity has had an adverse effect on includes promotion of hybrid method of road development,
the entire construction industry in India. Most companies reform measures for state electricity boards and power
across the industry are riddled with large debt burdens distribution, redeveloping inland waterways and thrust on
and very tight cash flows which have severely hampered renewable energy. Unfortunately, much of the measures
operations. To elucidate this further, let us take a more are yet to translate into development work on the ground,
granular look at the state of infrastructure in India today. and important initiatives like changes to the land acquisition
bill and issues related to coal allocations are yet to be
The construction and infrastructure sector and economic
resolved politically.
growth have a symbiotic relationship. As described in
The Economic Survey of India, 2015-16, infrastructure is The biggest issue in the sector is the legacy of stalled
a sine qua non or absolute necessity for robust economic projects, which have accumulated due to the freeze in
growth in India. In direct terms, the construction sector decision making over the last four years of the previous
is the second largest segment after agriculture in India’s government. This legacy has far reaching adverse
economy providing employment to 40 million people and repercussions on the execution of work going forward.
contributing to around 8% of India’s GDP. In indirect terms, During the last financial year, the GoI had taken steps to
as noted in a study conducted by ASSOCHAM, the output expedite the progress of stalled projects and constituted
multiplier demonstrates how an increase in demand of a special project monitoring group (PMG) to support this
Indian construction sector can lead to an increase in overall initiative. As per the latest available data, a total of 304
output of the economy by 2.4 times thereby showcasing projects involving an investment of ` 12,75,877 crore
strong backward linkages of the sector with ancillary and remain stalled as on February 1, 2016. While this is 33%
complementary industries such as cement, steel, iron, less than the figure released by the PMG in March 2015,
bricks, sand, chemicals, heavy machines and equipment, new projects are being added to the stalled list on a
sanitary ware, wood, electrical and other fixtures, paints quarterly basis. In fact, the top 100 stalled projects —
and others. mostly in the power, steel, railways and petroleum sectors
— account for the lion’s share of investments at
Equally, steady economic growth is essential to create a
` 10,41,281 crore.
balance between risk and return in long term investments
like infrastructure projects, in order to attract capital into Not only have these stalled project disturbed the
the sector. Finally, the general economic well-being and momentum in creation of physical infrastructure, they have
purchasing power of the population needs to improve to substantially affected the financial strength of different
afford and sustain better infrastructure. stakeholders in the industry. Private developers and the
construction companies have borne the brunt of malaise.
Given India’s ambition for sustained economic growth of
They undertook labour mobilisation and deployed fixed
over 8%, there are several gaps prevailing today in terms
resources, which were not sufficiently utilised due to
of road networks, power, water works, urban infrastructure
project stoppages — contributing to massive cost over-
and logistics support facilities in India. Bridging these gaps
runs. The government or quasi-government execution
is essential to create a more competitive economy that
agencies have not been taking any decision on this and,
can cater to domestic and global demand. In fact, several
more often than not, are holding back payments. As a

14
result, the number and amount of claims of construction widespread credentials for successful project delivery
companies on the executing agencies have mounted across a wide spectrum of sectors within the infrastructure
substantially and most have had to approach arbitrators industry. It is this pedigree that has helped the Company
in dispute resolution processes to get their claims. reinvent itself to meet the challenges of different times and
Unfortunately, however, whenever an arbitration ruling has deliver value to all stake-holders.
favoured a construction company, as it often has, most
The Company’s core business is providing Engineering
execution bodies have not honoured the award of claims,
and taken such rulings to higher judicial establishments. and Construction (E&C) services for large projects across
sectors like Power (Hydro, Nuclear, Thermal), Transportation
In this environment, the entire infrastructure and (Roads, Bridges, Metros, Ports), Water (Irrigation and Water
construction sector is highly strapped for cash. As long as Supply) and Industrial projects.
such legacy issues are not expeditiously dealt with, there
is very little scope of serious revival of the sector as most In addition, the Company has made certain investments
companies do not have the financial strength to absorb the into related businesses through investee companies. This
losses of the past and continue financing new projects. has enhanced its participation across diverse elements
of the infrastructure industry value chain. Each of these
A noteworthy development was the enactment of two
enterprises addresses different markets, requires
legislations, namely the Arbitration and Conciliation
diversified skill sets and operates under different risk-
(Amendment) Act, 2015, and The Commercial Courts,
return profiles. Today, they are in different stages of their
Commercial Division And Commercial Appellate Division
development process.
of High Courts Act, 2015. The Arbitration Act primarily has
two material consequences for players in the infrastructure HCC Infrastructure is the development arm of the
industry. First, it allows for faster and time bound decision Company and focuses on asset creation through Public
making in the arbitration process. Second, it provides for Private Partnership (PPP), largely in national highways. The
the need to deposit award money by the aggrieved party value chain includes planning, financing, development,
before taking the judicial route to challenge an arbitration operations and maintenance of national highways.
award. This should reduce the instances of aggrieved
parties needlessly appealing against the decision of the HCC Real Estate is mainly involved in creation of
arbitrators with a primary motive to delay the dispute Lavasa, which is HCC’s ambitious foray into pursuing the
resolution process. The Commercial Courts Act introduces development of complete integrated townships. It is India’s
setting up of commercial court at a district level and first hill station in the private sector.
a commercial division in the High Court to deal with
HCC had acquired Karl Steiner AG (‘Steiner’), the total
commercial disputes over ` 1 crore. All appeals from their
services contractor which operates out of Switzerland in
orders would lie with Commercial Appellate Divisions to be
real estate development. During the last couple of years,
set up in all High Courts. The Act expects that cases will be
this business has actively pursued setting up its footprint in
decided in a time bound manner and the arbitration appeals
the Indian market with a team that focuses only on Indian
shall be referred to the Commercial Courts. These laws are
operations.
expected to speed up resolution of commercial disputes.
Hopefully, they indeed will. The Company has also extended its information technology
(IT) function to form a separate company, Highbar
While the sector has opportunities and the GoI is making
Technologies, which is involved in implementation of SAP
attempts to revive it, 2015-16 remained a disappointing
for the construction industry.
year in terms of on-ground development. However, early
signals suggest that better is expected in 2016 particularly The consolidated financial performance of HCC reflects
regarding roads, urban development, inland waterways, the developments in all the investee companies, as well as
power distribution and railways. the core business of engineering and construction. On a
consolidated basis, HCC’s:
HCC: Company Performance
t Turnover is ` 8,768 crore in 2015-16, lower by 15.3%
Hindustan Construction Company (‘HCC’ or ‘the Company’)
compared to 2014-15.
is one of India’s leading construction companies with
a history of almost 90 years. Over this long span, the t Net losses after minority interest increased from
Company has built strong capabilities and established ` 159.5 crore in 2014-15 to ` 318.1 crore in 2015-16.

HCC 90TH ANNUAL REPORT 2015-2016 15

Like most companies in the construction industry in India, t Revenue from operations is ` 4,190.9 crore in 2015-16,
over the last few years HCC has had to grapple with lower by 2.6% compared to 2014-15.
slowdown in orders and large cost over-runs in stalled
t EBITDA is ` 812.4 crore in 2015-16 — an increase
projects, which have not been duly compensated by the
of 5% over the previous year. The EBITDA margin
clients. Consequently, the debt burden has increased in
increased from 18.7% in 2014-15 to 19.9%.
a manner that is not commensurate with the size of its
operations and there has been severe stress in terms of t While there has been an improvement in EBITDA
cash flows. To counter this, the Company had realigned its margins at the project operations level through
business strategy with emphasis on capital conservation, improved efficiencies and control of fixed costs, some
productivity and increased cash generation. This included of the margin improvements are attributable to award
renewed focus on core operations, streamlining processes of claims which were inclusive of interest as well
for cost optimisation, and proactively work on recovering as fixed cost incurred and booked in previous years.
uncompensated expenses through established processes. These additional margins are evident both in 2014-15
To help support the revival plan and provide necessary and 2015-16.
breathing space for the Company in terms of obligatory t PAT has improved by 4.1% to ` 84.97 crore for
payments, HCC had availed a Corporate Debt Restructuring 2015-16.
(CDR) package with a consortium of its bankers in 2012-13.
HCC is amongst the very few companies in CDR from Core Business
Infrastructure sector who are meeting CDR obligation of
interest and debt servicing. During the course of CDR Engineering and Construction Division
implementation, the banks have been largely supportive
HCC is aware of the fact that it has to significantly increase
and have helped the Company deal with continuing issues
its turnover to establish equilibrium with the size of its
prevailing in the industry. Since availing CDR, HCC has
balance sheet. However, the Company is conscious that
clocked an average annual revenue over ` 4,000 crore,
the increased turnover must be sufficiently profitable to
secured orders over ` 14,000 crore and completed 17
generate the kind of cash requirements that can service
major projects.
its debt exposure. Consequently, profitable business
The other aspect of the realigned business strategy development has been a thrust area for the Company.
focused on generating cash from monetisation of non-
On this front, 2015-16 has been a step in the right direction
core assets. To accomplish this, the Company has sold
for HCC. The Company started the year with an order
operating building and some land parcels. However, this
backlog of ` 14,451 crore. The focus on acquiring large
has been a more difficult task in the current environment
orders has helped the Company grow the order backlog
where there are hardly any buyers of infrastructure assets
and mainly under development assets. It needs to be by 25% to ` 18,123 crore. Given the market dynamics and
recognised that monetisation of large investments — such HCC’s competitive strengths, most of the new projects
as the toll-road projects under HCC Infrastructure — will have been in the roads and nuclear power sectors. The
take longer time. In a different vein, the efforts of HCC foray into buildings has also started paying dividend. Chart
Infrastructure to effect stake sales have been limited by D gives the sector-wise distribution of HCC’s order backlog.
contractual obligations imposed by the National Highways
Authority of India. Chart D: Sector-wise distribution of
Order Backlog
Consequently, much of the Company’s performance in
2015-16 is reflected in its standalone financial statements,
which reflects the results of primarily the engineering Water
Hydro Power 15%
and construction business. This financial performance
is largely a reflection of HCC’s efforts at streamlining 27% Nuclear Power &
operations, optimising efficiencies of on-going projects and Industrial - 11%
a concerted push to pursue pending dues at every level.
Transportation
The salient points of the performance are:
47%
t The order book as on March 31, 2016 is ` 18,123
crore. The Company also has a record number of L-1
positions in bids aggregating ` 3,701 crore.

16
In addition, the Company has around ` 3,701 crore of The Company observes a Zero Tolerance Policy against
orders in the L1 position, which are expected to turn into safety violations to establish a safety culture across all
firm orders in 2016-17. Thus, HCC not only has a robust levels in the organisation. As a result of the various safety
order book across the sectors, but also the average size of initiatives, sixteen of the Company’s projects have clocked
its new orders is over ` 700 crore. Such larger order size more than two million safe man hours of working. Three of
allows for better project management and the opportunity these projects have crossed 17 million safe man hours.
of generating better margins.

HCC continued with its emphasis on sustained Branding

improvements in project execution efficiencies by setting A brand ‘is a philosophy of being’. It encapsulates what you
norms and adopting a strict monitoring mechanism for
deliver and gives you the most crucial marketing weapon
key operational parameters across projects. These have
— differentiation. Setting yourself apart from competition
resulted in notable gains in terms of inventory turnover,
by communicating why you are different, and why your
operating margins, cash collections as well as employee
product or service is unique, offers you sustainable
productivity.
competitive advantage.
Specific thrust areas have been identified for all functional
HCC continued its brand value enhancement initiatives
departments to bring about quantum reduction in
through a structured programme by various internal and
direct cost of construction. Excellence in Engineering
Management and Procurement are areas of prime focus. In external communications initiatives.
Engineering Management, stress is laid on deploying value HCC teams have been bearing the brand values — ‘Think
engineering and innovative construction methodologies Big, Obsessed with Details, Passionate Commitment and
in project execution. In Procurement, the Company World Class’ — in every task they do each day. Continuous
consciously adopted a strategy of smart subcontracting efforts are made at HCC’s project sites through brand
to improve efficiency of execution. An outsourcing
induction sessions to orient and refresh project brand
initiative is also reducing demands on capital expenditure
champions towards standardisation of brand practices.
on equipment. Besides this, tight control on operating
expense and emphasis on equipment productivity is also Key organisational milestones and achievements are
yielding savings. communicated through the in-house news magazine
and periodic e-newsletters to keep employees
In order to concentrate on value generating large projects,
informed, engaged and oriented towards the Company’s
focus was laid on expeditious closing out of old projects.
accomplishments.
Five such projects were closed out in the year. This
has helped release both equipment and management The Company’s website has been completely revamped
bandwidth. to make it more user-friendly across multiple devices
The project management teams, through collaborative such as computers, smart phones and tablets. Going one
engagement with clients, worked on various solutions step further, the Company’s presence on the social media
to ease cash flows of stressed projects and ensure platform has been enhanced by developing a Facebook
unhindered progress of work. page and a YouTube channel of HCC.

The Company also used a robust system to manage HCC enhanced its brand value by achieving many important
contractual and commercial risks of large value contracts milestones during the year 2015-16. These include:
and took timely actions in protecting its contractual rights
t Completion of Roller Compacted Concrete (RCC) dam
and realisation of entitlements.
of Teesta IV Low Dam project.

Management Systems t Inauguration of South Wharf of the newly developed

dry dock at Mumbai Naval Dockyard.
HCC has an Integrated Management System (IMS) based
on standards stipulated by ISO 9001:2008 for Quality; ISO t Foundation stone Laying of Ramban Banihal road
14001:2004 for Environment; and BS OHSAS18001:2007 project on NH44 in Jammu & Kashmir by Prime
for Occupational Health and Safety at the heart of its Minister Narendra Modi.
business practices. The HCC IMS is established with an
objective of continual improvement in delivery of E&C t Foundation stone laying ceremony of two road
services. Over the next three years, the Company will projects in Assam on NH52 and NH37 by Nitin
be geared to comply with requirements of the latest ISO Gadkari, the Union Minister of Road Transport,
certification. Highway and Shipping.

HCC 90TH ANNUAL REPORT 2015-2016 17

t Inauguration of the Parama Island-Park Circus elevated t Imphal-Kangchup-Tamenglong Road for Government of
corridor project in Kolkata by Mamata Banerjee, Chief Manipur. This ` 1,114 crore contract will be executed
Minister of West Bengal. in joint venture with Vensar Constructions Company
Ltd. The project is a part of the implementation of the
t Second twin tunnel breakthrough at DMRC CC34
SASEC Regional Connectivity Investment programme
project.
and is funded by Asian Development Bank (ADB).
A structured communication programme highlighting
t Single line Broad Gauge Railway Tunnel no.12 in
these achievements has created a connect between
connection with a new railway line project from
HCC and the nation’s critical infrastructure projects
Jiribum to Tupul in Manipur. This order will be executed
— centred on the core philosophy of ‘Responsible
in joint venture between HCC and Coastal Projects
Infrastructure’.
Ltd.
Awards and Recognitions in 2015-16
Work on contracts under execution is progressing well.
t ‘Infrastructure Company of the Year Award’ to HCC by Notable among them are Bogibeel Rail cum Road Bridge
Construction Week for its outstanding contribution in (Assam), the Sone Bridge (Bihar) and three contracts for
the Infrastructure sector. the Delhi Metro. With land becoming available now, work
t ‘Construction Week Award’ for HCC’s Dagachhu on road projects secured in 2014-15 is expected to pick up
Hydroelectric Power Project in Bhutan under the speed in the next financial year.
category ‘Water Project of the Year Award’. With the focus of Central and State governments on
t ‘QCI D.L. Shah Quality Award’ to HCC’s Bogibeel Rail- transportation infrastructure, the Company foresees
cum-Road Bridge project. continued business prospects in this sector.

t ‘Indian Concrete Institute Award’ for HCC’s Padur Power

Cavern Project under the category ‘Best Concrete
Structure of the Year’. Hydro Power

t CIDC Vishwakarma Award 2016 to Dagachhu Despite an overall slowdown in the order activity in hydro
Hydroelectric Power Project under Power category power sector, the Company secured two major orders in
‘Best Construction Project’. the year. These were:

t CIDC Vishwakarma Award 2016 to Padur Cavern t ` 634 crore contract for Head Race Tunnel for Tapovan
Project under the Infrastructure category ‘Best Vishnugad Hydroelectric Project for NTPC with a
Construction Project’. contract period of 34 months.

t CIDC Vishwakarma Award 2016 to HCC’s Water t Civil and Hydro-mechanical works of Nikachhu
Sustainability initiatives under the category Hydropower plant in Bhutan.
‘Achievement Award for Social Development and
In the year, the Company completed the Teesta Low Dam
Impact’.
Project for NHPC Ltd. The Project is now commissioned.
t Best CSR practices for Water, at the ‘World CSR Day’
Other Hydro Power projects under execution, namely
conference by the World CSR Congress.
Kishanganga HEP, Vishnugad Pipalkoti HEP, Pare HEP and
t

Three Dun & Bradstreet Awards in different categories Punatsangchu I HEP are progressing well. Sainj HEP and
for ‘Pir Panjal Railway Tunnel Project’, ‘Mughal Road Kashang HEP for Himachal Pradesh Power Corporation Ltd
Project’ and ‘Padur Cavern Project’. are nearing completion.

Nuclear Power
Projects Update
In the year, the Company secured a ` 943 crore contract
Transportation
for construction of Integrated Nuclear Recycle Plant for
Transportation accounted for nearly 60% of the order Bhabha Atomic Research Centre at Tarapur near Mumbai.
booking in the year. The major orders secured were: The project is to be completed in 36 months.
t Four laning of the Ramban-Banihal section of NH44 in Water Supply and Irrigation
Jammu and Kashmir. This is a ` 1,783 crore contract
The Water supply pipeline contracts for Yettinahole Project
for NHAI with a construction period of 42 months.

18
in Karnataka and Bhandup Water Treatment Complex in immediately recoverable from the NHAI. The Company
Mumbai are progressing well. The irrigation contracts has successfully achieved cost over-run sanctions from
for governments of Telangana and Andhra Pradesh have the banks during 2015-16 to complete this project
also picked up speed in the year. One of the contracts in while claims are in the process of being realised.
Telangana, Devadula Lift Irrigation Phase III Package I was
t Package 4 (Farakka Raiganj Highways Ltd): In this
completed in this year.
project, significant progress was achieved in 2015-
Marine Works 16. COD (Commercial Operation Date) is expected
to be achieved in the first quarter of 2016-17, while
Work on the reconstruction of Dry Dock & Wharves in
final completion is expected by the end of 2016-17.
Mumbai for Director General Naval Project continues to
Here, too, there have been Change of Scope orders
progress well.
and other clearances received in 2015-16. Similar to
Investee Companies Package 3, the Company has successfully achieved
cost over-run financing from the banks, while third
Infrastructure Division party adjudication is completed in the claims process.

HCC Infrastructure Company Limited (or ‘HCC t Package 5 (Raiganj Dalkhola Highways Ltd): After
Infrastructure’) is a subsidiary company, which develops a delay of nearly six years, the NHAI managed to
large public infrastructure assets through PPP with a focus complete significant land acquisition by mid 2015-
on transportation, power and water concessions. In its 16 and work on this project commenced in the last
eight year history, it has built a material portfolio of road quarter after infusing balance equity. Cost overrun
projects under the NHAI (National Highways Authority of sanctions (in the absence of immediate claim
India). settlement) are under process of being worked out
with the consortium of banks.
Given HCC’s limited access to additional funds, the
infrastructure business has curtailed its business As is evident from the status of the projects, there
development efforts while focusing on execution, claims have been delays due to external factors leading to
management and strategic stake sales. cost overruns. HCC Infra has initiated all necessary
processes to recover its legal dues from the NHAI
Today, through HCC Infra’s material subsidiary – HCC
on this count, and the claims management process
Concessions – the company has ` 4,900 crore of assets
is being executed in a structured way. The project
under management. This includes 250 km of three
companies of the three packages have filed a
contiguous packages of NH34 in West Bengal and the
total claim of ` 1,528 crore as damages. Of these,
Delhi-Faridabad Elevated Expressway on NH2. The first leg
the arbitration proceedings have started for the
of the NH34 development, Baharampore-Farakka Highways
Baharampore-Farakka and Farakka-Raiganj projects.
has been operational since May 2014 and Delhi-Faridabad
has been operational since December 2010. The infrastructure division successfully monetised two
of the earlier projects that had completed the final leg
The details of the NH34 projects are as follows:
of its development lifecycle. This included the Dhule-
t
Package 3 (Baharampore Farakka Highways Ltd): Palesner Highway (NH3) where HCC Concessions
This was operational in May 2014 and witnessed traffic closed sale of its 60% stake to Sadbhav Group for
growth of 7% in the last fiscal year compared to flat ` 204 crore in October 2015; and the Nirmal Annuity
growth the previous year. The project turnover for the Project, where stake was sold to Highway Concession
year was ` 112 crore, an increase of 37% compared One, an IDFC managed entity, in December 2015 for
to the previous year. Within this package, land for the ` 64 crore. The proceeds from these stake sales have
Baharampore bypass was handed over in the second primarily been used to repay debt and contribute to
quarter of 2015-16, while the long pending Change equity for project SPVs.
of Scope order for a major bridge was approved last
Strategic deliberations are on to monetise the NH34
year along with other necessary clearances. Execution
assets in a gradual manner. However, there are NHAI
for the remaining works started post monsoon and
contractual obligations that require 51% stake to be
final completion will require substantial time due to
withheld for a period of 2 years post COD, which
multiple major structures in the project. Given the
has postponed a 100% monetisation effort in these
delays, there have been cost overruns which are not
projects.

HCC 90TH ANNUAL REPORT 2015-2016 19

 The NHAI has devised a new hybrid annuity method of the position of this enterprise in terms of the directional
developing road projects. This methodology has lower development of the two towns.
risks than the earlier adopted PPP toll road projects.
In 2015-16, Lavasa gave possession to around 1,200
HCC Infra will continue to try and participate in these
residential units in Dasve. The institutional sales team is
projects, potentially with strategic partners, where it
on the anvil of closing transactions which would herald the
has an edge in terms of construction expertise of the
entry of reputed corporations into Lavasa city. One such
parent company.
deal is with ‘All that Jazz’, a leading retailer who will bring
reputed retail brands to make Lavasa an ideal shopping
Lavasa
destination. This deal will boost retail businesses at Lavasa
In many ways, Lavasa is a trend setter. It is the first and make the promenade area more vibrant.
privately developed hill city in the country. Many of the
In the hospitality space, the Accor group is successfully
aspects introduced in the GoI’s new smart city concept
running its operation with two of its brands — the Mercure
were already an integral part of Lavasa’s development.
Lavasa and the 1500 plenary capacity Lavasa International
It is important to recognise that the project has been
Convention Centre (LICC). Work on Novotel, one of Accor
developed from scratch and involves the transformation of
group’s popular brands, got delayed and is now scheduled
uninhabited land into a complete city. Such development
to open its first phase with 129 rooms in April 2017. Holiday
is well beyond the realm of pure real estate development.
Inn Express, a budget hotel with a capacity of 120 rooms
In fact, the actual evolution of Lavasa involved land
also got delayed and is expected to be operational from
development, infrastructure creation, water management
December 2017. Ekaant is in process of finalising the
and the institutionalisation of complete urban management
concept for the development of a boutique hotel with 40
services. This is in addition to all the construction work for
rooms in 2018. Projects with renowned hospitality players
buildings related to housing, hospitality and education.
like Ibis Plus, Holiday Inn, Langham and Eaton amongst
While over the course of its development, the project others are slated to follow within the next three years.
has faced several obstacles primarily due to environment On education, DHIL is likely to start its 8th batch by July
related concerns and subsequently due to financial 2016. Its current strength of students is 106. Christ
constraints, it is a fact that the city has emerged as College’s first batch has graduated with 90 students
a hub for tourism. In 2015-16, the number of tourists entering into their final year. Knowledge Vistas Limited
visiting Lavasa crossed the million mark with 1.07 million (KVL) is likely to start their K-12 school from academic year
people visiting the city. Hotel occupancy rates of existing 2017-18, while Abhinav Shiksha Sansthan, New Delhi, will
properties were over 60%. start from the academic year 2018-19 with its school built
The creation of a complete city takes time and there is across an area of 62,500 sq. ft. Other educational partners
no exception for Lavasa. In this light, the challenge for like Symbiosis Institute (Pune) will start construction of
HCC and Lavasa is to be able to create enough value their school in 2016-2017.
propositions to attract investments and maintain sufficient The Company had 10,574 acres of land including 455 acres
financial support to keep the development work on course, of land on lease by the end of 2014-15. This has reduced to
even though the speed of progress may be on the slower 10,515 acres as 59 acres of land in Mugaon were restored
side. Given the enormity of task at hand, it is imperative to tribals by the SDO, Maval, during 2015-16.
that the development strategy undergoes periodic
The Environment Management Plan is being implemented
realignment to meet the challenges of a given phase of
regularly as per the Environment Impact Assessment (EIA)
development and changing times.
Report submitted to Ministry of Environment, Forests
In essence, Lavasa is undergoing such a strategic & Climate Change (MoEF&CC), New Delhi. Continuous
realignment today and pursuing a capital light development monitoring of environmental aspects such as air quality,
model. In terms of mid-term strategy, the focus is on water quality, noise quality and soil quality are being carried
continuing to develop Dasve, the first town, around the out as per MoEF guidelines and have been observed to be
theme of tourism and events around the convention within the stipulated limits. In line with the environment
centre, and the second town, Mugaon, around the theme clearance requirement, an Environmental Compliance
of education, health and wellness and a theme park. While Report is being submitted to MoEF once in six months; the
much of 2015-16 was about overcoming challenges of cash last report (the sixth) was submitted in December 2015. A
flow constraints, there were clear steps in consolidating yearly environment statement, a requirement as per the

20
consent document of Maharashtra Pollution Control Board Under the Slum Rehabilitation Act, 1973, rehabilitation
(MPCB), is being submitted in the month of September projects on both private and government land
each year, with the last report being presented on that include new housing for slum dwellers under
September 30, 2015. a Government plan administered by the Slum
Rehabilitation Authority (‘SRA’) are permitted. For
Commercial Real Estate each slum rehabilitation project administered by the
SRA, the developer, before proceeding, must obtain
The status of the projects developed/under development of
the consent of at least 70% of the affected eligible
HCC Real Estate (‘HREL’) is reported below: slum dwellers, must provide transit housing for the
t
7JLISPMJ
$PSQPSBUF
1BSL
1IBTF
** affected eligible slum dwellers during the rehabilitation
process and must provide them, in the rehabilitated
After the successful completion of 247Park, HREL has project, new permanent apartments of 269 sq. ft. for
initiated the development of commercial office building each such dwelling unit that meet specific government
with approximately 400,000 square feet of saleable standards, along with a small maintenance fund. In
area and around 800,000 square feet construction exchange for rehabilitating a slum area on government
area. The project is based on the ‘Public-Parking Policy’ land and re-housing its former inhabitants, the
finalised by Municipal Corporation of Greater Mumbai developer is granted by the SRA the rights to develop
(MCGM) for which HREL has received initial approval. an FSI equal to or greater than the FSI consumed for
rehabilitation housing built for the slum dwellers.
Subsequently the architects, structural engineers
and traffic consultants have prepared the reports for Out of the total land holding of around 32 acres by
submission to the Parking Committee constituted by by Panchkutir Developers Ltd. in Vikhroli (E), the
MCGM which has approved the location and detailed survey of tenements on Phase-I of 14.8 acres of
building drawings of the scheme. The Commissioner land to ascertain the development potential of the
of MCGM has also approved the scheme, as has the free sale component is completed. Out of the 1,960
slum residents, consent of about 1,400 residents
state government.
representing more than 70% has already been
The project team has conducted the pre-qualification obtained and the process for forming the society is
exercise for the civil and other contractors for the in progress. Proposal has been submitted to SRA for
construction. HREL envisages commencement of the Phase-I comprising of 750 tenants of 4 Societies.
construction of the project by 2016. Its marketing and
Slum declaration of Phase-I land was challenged and
sales department has submitted Request for Proposals
the same has been dismissed by the Special Slum
(RFP) for built-to-suit (BTS) commercial office space Tribunal. Subsequently, the litigant filed Writ Petition
requirements and is hopeful of receiving good challenging the above said Order of the Slum Tribunal
response riding on the success of 247Park Phase I. in High Court. High Court interalia asked tribunal for
actual verification of slum. But the litigant filed an
As the Development Plan of Mumbai is being revised
appeal challenging the above said Order of the Single
by MCGM, the actual plan can only be finalised once
Judge of High Court before the Divisional Bench. The
the Development Plan is frozen.
Company plans to seek relevant sanctions under the
Panchkutir Developers Limited SRA prior to commencing construction.

This subsidiary of HCC has planned to develop the t Development of Powai land: Urban
residential project in Vikhroli (East) as well as in Powai. Redevelopment (Slum Rehabilitation)
HREL being a Real Estate Company within the group has An MoU, Development Agreement and Power of
taken up this project as PMC contractor. Attorney were executed by the land owner in favour of
t
%FWFMPQNFOU
PG
7JLISPMJ
&

MBOE
QBSDFM
the SPV, Panchkutir Developers Limited for 12 acres of
Urban Redevelopment (Slum Rehabilitation) land. Due to non-performance by the owner of various
obligations under the MoU and the Development
The Company owns 14.8 acres of land and has Agreement, the Company had to invoke Arbitration
acquired another 17.2 acres of land at Hariyali Village, proceedings. During the proceedings, the owner
Vikhroli for an integrated real estate development submitted a proposal to settle the matter by making
in phases. The entire 32 acres of land is presently a lump-sum payment, which was accepted by the
occupied by slum dwellers. Company.

HCC 90TH ANNUAL REPORT 2015-2016 21

 Accordingly, consent terms were executed on Steiner AG (‘Steiner’)
16th November 2015 and the Arbitrator has passed
2015 marked the centenary year for Steiner AG, one of the
an award on 15th December 2015. The Company has
leading project developers, total and general contractors
received full payment by banker’s cheque and has
(TC/GC) in Switzerland. It offers comprehensive services
executed the cancellation deeds of the earlier MoU.
in the fields of new constructions, refurbishment and
Township Projects real estate Development. It has constructed more than

HREL holds certain land parcels in Thane as well as Pune 1,200 residential projects, 540 commercial properties, 45

through its 100% subsidiaries. hotels and 150 infrastructure facilities such as universities,
schools, hospitals, prisons and retirement homes. Today,
t
5IBOF
5PXOTIJQ it is a 100% subsidiary of HCC. Steiner AG’s technical
HRL (Thane) Real Estate Limited, a subsidiary of skills are being used to leverage opportunities in the Indian
HREL, initiated the acquisition of 183 acres of land market through its 100% subsidiary Steiner India, which
at Ghodbunder Road, Thane for Integrated Township is executing construction work at Lavasa and third party
Development. Till date, the Development Agreement building projects in Mumbai and Pune.
and Power of Attorney for 32 acres have been During 2015-16, the Steiner Group further optimised its
executed in favour of the Company. But due to inability business processes and increased its customer focus to
of the agglomerator, the Company was not able to strengthen its market position and drive profitable growth
achieve its land acquisition target. It has filed criminal in the long term. The group achieved consolidated sales of
case against the agglomerator and eight others. Police CHF 649.7 million (previous year: CHF 854.1 million) based
enquiry is in process. The Company continued its on Swiss GAAP ARR accounting standards in a highly
activity of securing its position for land title and other competitive market environment. As pr IGAAP, the group
documentation. achieved consolidated sales of CHF 636.8 million (previous
t
1VOF
.BBO

5PXOTIJQ year:CHF 854.0 million), having operating profit of CHF 1.1
million. The main reasons for a drop in the top-line were
Approximately 28 acres of land have been purchased time-related effects in processing the order backlog and
by Maan Township Developers Limited, a subsidiary the postponement of a few major projects due to external
of HREL, and the Development Agreement and Power influences.
of Attorney have been executed in favour of the
Company. During the course of the year, the Company Despite lower sales and one-time costs at the group level
decided to sell the land in piece and parcels. An MoU for an SAP roll-out and specific process optimisations along
has been signed with a real estate Company for sale the value chain, Steiner achieved an operating profit (before
of five acres of land, and has executed sale deeds for depreciation) of CHF 7.1 million. It has a solid balance
four acres. sheet and its cash position amounted to CHF 85.4 million
as at March 31, 2016. At the group level, order backlog
t
/FX
3FBM
&TUBUF
1SPKFDUT
VOEFS
CJEEJOH stood at CHF 1,319 million at the end of the financial
Company has procured the bidding documents for re- year, exceeding the previous year’s figure of CHF 1,120
development of various project in and around Mumbai. million by almost 80%. At the end of 2015-16, Steiner also
secured additional projects worth CHF 703.0 million where
Charosa Wineries Limited
the contracts are in the process of getting signed.
HREL signed an agreement with a subsidiary Company
Highlights of Steiner AG’s operations during
named Charosa Wineries Limited for providing project
2015-16 include:
management for land acquisition and related approvals,
construction of various buildings, health-safety and t Housing development for Parallèle I and II in Le Mont-
environment management. sur-Lausanne is progressing well. The foundation stone
for the second phase was laid in October 2015.
Charosa has started manufacturing and selling premium
wines in Indian markets. It commenced operations from t Grand opening of Mehr als Wohnen Zurich, a new
October 2013, and has wide presence in western and city district and at the same time an urban landmark
southern India. With a winery capacity of 0.5 million litres, project with a high international resonance consisting
Charosa has established itself as a premium wine maker in of 13 buildings with 370 apartments for about 1,500
India. people of all generations.

22
t Laying of the foundation stone of the Vitis residential expertise backed by industry domain knowledge and
complex in Boudry, a Steiner development project strategic alliances. This has made Highbar Technologies
comprising 48 owner-occupied apartments, took place a preferred partner for IT initiatives in the infrastructure
in February 2016. industry. Importantly, Highbar focuses on IT initiatives from
a business transformation perspective rather than a pure
t SkyKey, a landmark project in Zurich North, received
technology based implementation.
the prestigious LEED Platinum award in February 2016,
ranking it 23rd out of 5,003 certifications worldwide. In 2015-16, which was the sixth year of operations,
Highbar’s total list of customers serviced has crossed
t The 220 apartments of Maaghof is located in one of
beyond 100. It is noteworthy that much of this has been
the most dynamic districts of Zurich. It was handed
achieved when Highbar’s primary customer segment —
over to the client in April 2015.
the infrastructure industry — is dealing with significant
t The International Labour Office (ILO) awarded Steiner slowdown and cuts in discretionary spends like IT.
a major contract for the complex refurbishment of its
Today, Highbar has extended its SAP related services and
headquarters building, close to the United Nations
IT infrastructure services beyond infrastructure to multiple
Office in Geneva. The main building houses most of
sectors like manufacturing, BPO, agro-chemicals, real
the organisation’s 1,400 employees in its 11 office
estate, retail, telecom, consumer products, PEB (pre-
storeys.
engineered buildings) and iron and steel. It has developed
Steiner India has been undertaking construction capabilities to concurrently execute large projects. Highbar
work at Lavasa with a focused objective to improve has already started expanding its reach in the government
quality of construction to enhance the brand value sector by exploring opportunities with a dedicated team
of the township project as the best-in-league quality working on it. An achievement on this front in 2015-16,
real estate development. For this, there has been was to transform a government customer into a paperless
concerted work on improving construction techniques, organisation.
establish stringent quality controls and development of In 2015-16, Highbar has been honoured with two
standard operating processes. prominent industry recognitions. First, is the SAP Partner
In addition, Steiner India celebrated the topping out Awards in the category of ‘Best Pre-Sales Customer
of the first residential tower at the prestigious Aether Engagements’ for effectively engaging customers through
construction project in Mumbai in March 2016. This appropriate solutions across industries. Second, is the
` 48 crore project is the tallest in Steiner’s history so Channel World Premier 100 Award, which is given to the IT
far. It is also the first turnkey project where Steiner players for being agile and adapting rapidly to the changing
technology and business landscape. Highbar has been
is the complete general contractor. The Company
recognised as one of the 100 agile IT players — second
is strategically making inroads into the high quality
time that it has received this award.
building segment in India by leveraging its technical
know-how and customising it for the cost conscious Highbar has grown its IT capabilities and the expertise
Indian market. in various areas including ERP (Enterprise Resource
Planning), Business Intelligence and dashboards, cloud
The building at Ipenama project in Mumbai with the
offerings through Highbar CloudConnect, Employee
revised design is expected to touch 52 floors including
Portals, CRM (Customer Relationship Management),
podium levels. This project is expected to be delivered
DMS (Document Management System), BPC (Business
over next 18 months and would become the tallest
Planning & Consolidation), Treasury Management, FLM
residential building in Steiner’s history.
(File Lifecycle Management). It has also ventured into
new areas like SAP HANA, S/4 HANA, Simple Finance,
Highbar Technologies (‘Highbar’)
SAP Fiori, Screen Persona, Mobility Solutions and
Highbar Technologies is positioned as an end-to-end IT e-procurement. The business is now well established and
solution provider for the infrastructure industry. It has ready to expand in multiple industries and geographies
a portfolio of services dealing in enterprise business like India, Middle East, Europe and Africa. Highbar’s first
solutions, line of business IT solutions and process customer in Switzerland has already gone live on SAP
consulting, which is aimed at increasing efficiencies system.
of organisations from the infrastructure industry. The
Services provided by Highbar have gone beyond SAP into
Company’s competitive edge emanates from its IT
process consulting and IT infrastructure support such

HCC 90TH ANNUAL REPORT 2015-2016 23

as data-centre and networking. Solutions like Highbar remuneration and benefits mostly remained unaltered.
RapidStart and Highbar RapidStart Analytics are based However, ground work started on rationalising the
on templated approach to ERP and Business Intelligence compensation structure to make it more employee friendly
respectively, and are intellectual properties (IP) assets of and with a plan to implement the same in coming financial
Highbar. The Company remains a preferred partner for year. The employee performance assessment process was
SAP implementation; eleven of Highbar’s implementations initiated during the last quarter of the year.
have now become global case studies, published on SAP’s
website as reference cases. Other than new employee induction and training, existing
employees’ training mainly focused on functional, technical
Highbar continues to support the HCC group companies
and behavioural areas. Safety related training also remained
across the IT value chain. HCC’s SAP Customer Centre
as one of the primary focus areas. In the area of Project
of Expertise (CCOE) was certified by SAP this year and
Management, self and immediate superior’s assessments
benchmarked among the top 1% out of 2,93,000 SAP
customers globally. With a view to be at the forefront of IT, were completed with an objective to roll out appropriate
entire SAP systems at HCC like ERP, CRM and DMS were training programmes for the next financial year with special
upgraded to the latest versions, thereby ensuring SAP focus on project risk assessment and mitigation.
support for at least the next 10 years, along with access
to new business functionalities which were hitherto not Financial Review
available. The underlying hardware, operating systems and Table 1 gives the Abridged Profit and Loss for HCC, as a
databases were also upgraded and are now scalable for
Standalone Company, while Table 2 lists the Key Financial
SAP usage at much higher levels and at better speeds.
ratios.
The drive undertaken for last few years to harness IT for
bringing about operational efficiency and cost controls Table 1: Abridged Profit and Loss account of HCC
continues with the same vigour through more business
process automations, process refinements and tighter (` crore)
controls supported by intelligent reporting and alert 2015-16 2014-15
mechanisms. Total Income from Operations 4190.9 4301.14
Less: Company's share of Turnover 124.82 174.44
Human Resources (HR) from Integrated JVs
During 2015-16, with a couple of new projects getting Income from Operations excluding 4066.08 4126.7
awarded to HCC, some projects moving into the Integrated JVs
mobilisation phase and few nearing completion of Company's share of Profit/Loss (13.66) 8.1
execution, the focus of HR was primarily on external hiring, from Integrated JVs
timely resource mobilisation, resource redeployment, Total Income from Operations 4052.42 4134.8
training and up-skilling at various levels. However, the (excluding Integrated JVs)
objective of furthering operational efficiencies remained a Operating Expenses 3253.68 3353.37
common thread through these activities. EBITDA 812.40 773.33
New talent was inducted into the organisation to fill Depreciation 135.85 150.3
leadership gaps at the middle to senior level within the Other Income 187.76 134.87
organisation. For certain critical functions, external hiring
Foreign Exchange Gain/(Loss) (1.22) 12.45
was done at junior levels and through rigorous training at a
professional institution, such hires were made organisation EBIT 849.43 778.45
ready for taking up various positions at the site execution Interest 689.88 651.13
level. Exceptional Items (26.48) -
As at the end of the year, the number of Engineers/Officers PBT 133.07 127.32
employed by the Company was 1673. Tax 48.10 45.67

Since 2015-16 was a year of consolidation, the PAT 84.97 81.65

24
Table 2: Key Financial Ratios disposition and the transactions are authorised, recorded
and reported correctly, financial and other data are reliable
2015-16 2014-15
for preparing financial information and other data and for
EBITDA/Total Income from Operation* 19.9% 18.7% maintaining accountability of assets. The internal control is
EBIT**/Total Income from Operation 20.9% 18.8% supplemented by extensive programme of internal audits,
PBT/Total Income from Operation 3.3% 3.1% review by management, documented policies, guidelines
and procedures.
PAT/Total Income from Operation 2.1% 1.9%
ROCE=EBIT/Capital Employed 12.5% 12.5% Cautionary Statement
(Total Assets-Current Liabilities)
RONW=PAT/Net Worth 4.6% 5.9% Statements in this Management Discussion and Analysis
describing the Company’s objectives, projections,
*excluding share of Income from Integrated JVs. estimates and expectations may be ‘forward looking
** before Exceptional Items statements’ within the meaning of applicable laws and
regulations. Actual results might differ substantially or
Internal Controls and their Adequacy materially from those expressed or implied. Important
developments that could affect the Company’s operations
HCC has an adequate system of internal control to
include a downtrend in the infrastructure sector, significant
ensure that the resources of the Company are used
changes in political and economic environment in India,
efficiently and effectively, all assets are safeguarded
exchange rate fluctuations, tax laws, litigation, labour
and protected against loss from unauthorised use or
relations and interest costs.

HCC 90TH ANNUAL REPORT 2015-2016 25

Corporate Social Responsibility (CSR): Responsible Infrastructure
At HCC, CSR has evolved from being passive philanthropy and children in the community.
to corporate community investments, which takes the t Kishanganga HEP, Jammu & Kashmir: To support
form of a social partnership initiative creating value the top 10 students of the 10th class, cash assistance
for stakeholders. Such initiatives are an integral part
was provided to students of GHSS Bandipora for
of business ethos and goes well beyond regulatory
excellent performance.
compulsions.

Having said so, as per Section 135 of the Companies Disaster relief and response
Act 2013, HCC has formalised a CSR policy keeping HCC is a founding member of the World Economic Forum’s
Schedule VII in mind. Based on the previously done Disaster Resource Network. This initiative in India focuses
CSR work, the Company has defined five main heads of on training and building capacity to respond to emergency
interventions namely Health, Education, Environment, situations and support disaster relief operations. The
Rural Development and Disaster Management. The IMS Company has provided timely interventions in a number of
procedure has been made for effective implementation of rescue and relief operations within India and internationally,
the CSR policy. such as the 2004 Indian Ocean tsunami, the 2005 Jammu
and Kashmir earthquakes, the 2005 Mumbai floods, the
Some case examples of site specific CSR 2007 Bangladesh cyclone, the 2010 Leh flash floods and
initiatives are given below. the 2011 Sikkim earthquake.
t Construction Skill Development Council Of India: To In 2013, HCC undertook rescue and relief operations for
promote the smooth functioning of the institute, the the Uttarakhand cloudburst and flash floods. It worked
salary of the COO of CSDC is borne by HCC. closely with the Indian army to clear the debris that
t Teesta Low Dam IV HEP, West Bengal: The Company accumulated on the roads due to landslides, and used
has provided teachers’ salary at Kalijhora Village the project site at Tehri as a base camp for the rescued
Primary School. More than 50 children have benefited refugees and the army’s relief operations. The Company
by this initiative. provided refugees with food, water, sanitation, shelter and
t NH 34 Package 4, West Bengal: The Tribal community medical facilities at its relief camp at Tehri.
at Fatehpur village, Sidhpahari of Jharkhand, were At the Indira Gandhi Centre for Atomic Research,
distributed 39 blankets during the winter. Kalpakkam, support was provided during floods in
t Kashang HEP, Himachal Pradesh: To support skills December 2015 to the community of Sadras village. Food
of the tribal youth, the Company organised sports supply and required material were distributed to about 250
activity through the Rockland Club of Kinnaur district affected villagers.
of Himachal Pradesh. A cricket tournament for HCC is also a private sector advisory member of the United
tribals involving 20 clubs was organised. Support Nation’s International Strategy for Disaster Reduction.
was extended to the Kinnaur Mahotsav for the
development of agriculture and empowerment of the HIV/AIDS education and awareness
local community.
In recognition of the serious impact of HIV/AIDS on
t RAPP, Rajasthan: A blood donation camp was migrant workers, HCC formed an HIV/AIDS workplace
organised at the HCC Colony at Tamalav, where policy and adopted an intervention programme that
55 HCC employees donated blood. The event was focuses on educating and raising HIV/AIDS awareness
organised with the support of Kota Blood Bank, Kota, amongst migrant workers that forms the core of the
Rajasthan. workforce at the Company’s projects. The policy was
t Sainj HEP, Himachal Pradesh: For the last five years, implemented in collaboration with the International Labour
HCC has financed paying the salary of teachers of the Organisation. The Company observes World AIDS Day
school that covers the villages of Gadapalli and Senser. every year on 1st December. Events are conducted with
The school facilitates about 200 students who come strong employee participation, and these involve rallies,
from surrounding valley. Support was provided to the pinning of red ribbons, awareness and lectures. Posters
Senser Gram Panchayat for construction of a stadium and material given by NACO/ ILO and the state-level AIDS
at the school to facilitate sports among the students control societies are prominently displayed.

26
Water conservation and management more water than it consumed at nearby HCC Sites, thus
becoming water positive.
The Company is committed to monitor and conserve the
amount of water used across its construction project Sustainability Reporting
sites. HCC, the first Indian Company to endorse United
HCC believes in environmental transparency and disclosing
Nations Global Compact’s ‘The CEO Water Mandate’
the economic, environmental and social impacts of its
and an industry partner of the World Economic Forum
activities through sustainability reports. It has published
(WEF), makes it a point to embed the principles of water
six sustainability reports, each of which have been
resources management in all its activities. As a responsible
accredited by the Global Reporting Initiative guidelines
corporate citizen, it has focused on sharing best practices
with an A+ grade. It is now working on the seventh report.
of water stewardship. In doing so, it has adopted various
The Company engages a third-party assurance provider
methodologies at the sites to reduce the fresh water
to review the contents and accuracy of its sustainability
consumption. For example, HCC installed waste-water
reporting.
treatment plants at various projects such as the Padur and
Visakhapatnam Cavern projects and in the Kishanganga One of HCC’s overarching sustainability priorities is to
Hydro Electric Power project, which helped to reduce fresh design and build infrastructure in an environmentally
water consumption at those sites by recycling of treated responsible manner. Its Integrated Management System
waste-water. HCC also commissioned a decentralised reflects the commitment to improving environmental,
waste water treatment system at the Bogibeel road safety and quality performance in ways that go beyond
and bridge project site to treat and reuse the sewage regulatory compliance. The Company is also conscious of
water from toilet blocks. The Company is also engaged material consumption and water footprint and encourages
in national and international forum, such as the World the adoption of energy efficient practices.
Economic Forum, The Energy and Resources Institute, the HCC is a member of UN Global Compact (UNGC), TERI-
World Business Council for Sustainable Development, the World Business Council on Sustainable Development and
Alliance for Water Stewardship, CDP (formerly the Carbon signatory to various UNGC initiatives including ‘Caring
Disclosure Project) and the Federation of Indian Chambers for Climate’, and ‘The CEO Water Mandate’. It is also a
of Commerce and Industry. founding member of World Resources Institute’s India GHG
Rejuvenation of Diversion Based Irrigation System on river Program and represents the infrastructure sector in the
Mhalungi at Sinnar (District Nasik, Maharashtra), conserved founding group.

HCC 90TH ANNUAL REPORT 2015-2016 27

Report on Corporate Governance
Responsible infrastructure development with sustainable Composition of the Board as on March 31, 2016
business practices forms the core of HCC’s business
strategy. The efforts are always focused on long term value Category No. of Directors
creation. Inherent to such an objective is to continuously
Chairman and Managing Director 1
engage and deliver value to all its stakeholders including
(Promoter Director)
shareholders, customers, partners, employees and the
society at large. This is supported by a business ethos that Whole Time Directors including a 2
focuses on being a responsible corporate citizen driven Woman Director who is a Promoter
by a strong sense of ethics, fairness and integrity in all Director
dealings.
Nominee Director 1
The Company’s corporate governance structure plays a
pivotal role in realizing this long term goal. It provides Independent Directors 5
the fundamental systems, processes and principles that
The Chairman of the Board of Directors is an Executive
promote objective decision making, performance based
Director. The composition of the Board of Directors is in
management and a corporate culture that is characterized
conformity with the Regulation 17 of the SEBI Listing
by integrity and fairness in all dealings. Critical to this, is
Regulations.
the high degree of transparency in disclosures across all
levels of stakeholder engagement, which are periodically The Board of Directors of the Company at its meeting
done while maintaining the importance of reserving held on May 2, 2016 has appointed Mr. Rajgopal Nogja
competitive information from being disseminated. as the Group Chief Executive Officer (Group CEO) of the
Company w.e.f. May 3, 2016.
In addition, the Company has a strong commitment to
participation in community development. Its established Pursuant to his appointment, Mr. Nogja has stepped down
systems encourage and recognize employee participation from the Board as Group COO & Whole-time Director
in environmental and social initiatives that contribute to w.e.f. May 2, 2016.
organizational sustainability, conservation of energy, and The Board of Directors at its Board Meeting held on May 2,
promotion of safety and health. 2016, appointed Mr. N. R. Acharyulu
The entire governance structure is actively supervised by (DIN: 02010249) as an Additional Director on the Board of
Board of Directors, which oversees management activities the Company in the category of Non-Executive Director
and ensures their effectiveness in delivering member with immediate effect, who is liable to retire by rotation in
value. To implement this, HCC has always strived to accordance with Section 161 of the Companies Act, 2013
promote an informed Board that functions independently. read with Article 88 of the Articles of Association of the
Company.
This Chapter reports the Company’s compliance with the
Regulation 34(3) read with Schedule V of SEBI (Listing All the Directors possess the requisite qualifications and
Obligations and Disclosure Requirements) Regulations, experience in general corporate management, finance,
2015 (hereinafter referred to as SEBI Listing Regulations) banking, insurance and other allied fields enabling them to
as given below: contribute effectively in their capacity as Directors of the
Company.
I) Board of Directors
Save and except Ms. Shalaka Gulabchand Dhawan, who
a) Composition of the Board
is the daughter of Mr. Ajit Gulabchand, Chairman and
The Board of Directors has an ideal combination of Managing Director of the Company, the other Directors of
executive and non executive Directors and is in conformity the Company are not related to each other.
with the provisions of Companies Act, 2013 and
b) Number of Board Meetings
Regulation 17 of the SEBI Listing Regulations which inter
alia stipulates that the Board should have an optimum The Board of Directors met four times during the financial
combination of Executive and Non-executive Directors with year 2015-16. The meetings were held on April 30, 2015,
at least one Woman Director and not less than fifty percent July 30, 2015, October 29, 2015 and January 28, 2016.
of the Board should consist of Independent Directors, if The maximum time gap between any two consecutive
the Chairman of the Board is an Executive Director. meetings did not exceed one hundred and twenty days.

28
c) Directors’ attendance record and details of as also the number of Directorships and board-level
Directorships/Committee Positions held committee positions held by them.

As mandated by SEBI Listing Regulations none of the d) Information to the Board

Directors on the Board is a member of more than ten
A detailed agenda folder is sent to each Director seven
Board-level committees and Chairman of more than five
days in advance of the Board Meetings. As a policy,
such committees, across all such companies in which he/
all major decisions involving investments and capital
she is a Director.
expenditure, in addition to matters which statutorily require
Further, none of the Directors of the Company serves as an the approval of the Board are put up for consideration of
Independent Director in more than seven listed companies. the Board. All the agenda items are backed by necessary
supporting information and documents (except for the
Table 1 below gives the names and categories of
critical price sensitive information, which is circulated
Directors, their attendance at the Board Meetings held
separately or placed at the meeting) to enable the Board to
during the year and at the last Annual General Meeting
take informed decisions.
Table 1: Details of the Directors as on March 31, 2016

Name of the Category Number Number Whether Number of Committee Positions# Whether
Director of Board of Board attended Directorships Chairman Member having any
meetings meetings last AGM of other pecuniary
held during attended public or business
Financial during companies* relation with
Year 2015- Financial the Company.
16 Year 2015-16
Ajit Gulabchand Promoter, 4 4 Yes 8 1 2 None
Chairman and
Managing
Director
Rajas R. Doshi Independent 4 4 Yes 6 2 5 None
Director
Ram P. Gandhi Independent 4 4 Yes 5 1 - None
Director
Sharad M. Independent 4 4 Yes 5 3 3 None
Kulkarni Director
Anil C. Singhvi Independent 4 4 Yes 6 3 1 None
Director
Rajgopal Nogja^ Group Chief 4 4 Yes 6 - 2 None
Operating
Officer and
Whole-time
Director
Harsha Bangari Non-Executive 4 3 Yes - - - Nominee of
Director Exim Bank
Shalaka Whole-time 4 4 Yes 6 - 4 Daughter
Gulabchand Director of Mr. Ajit
Dhawan Gulabchand,
CMD &
Promoter
Omkar Independent 4 3 No 9 1 7 None
Goswami Director
* Excludes private limited companies, foreign companies and companies registered under section 8 of the Companies Act, 2013 (i.e. associations
not carrying on business for profit or which prohibits payment of dividend).
# Chairmanship/Membership of Audit Committee and Stakeholder’s Relationship Committee in other public companies has been considered.
^ Mr. Rajgopal Nogja stepped down as Group COO and Whole-time Director of the Company w.e.f May 2, 2016 and he was appointed as Group
CEO w.e.f. from May 3, 2016.
$ Mr. N. R. Acharyulu was appointed as Additional Director( Non-Executive Director) w.e.f May 2, 2016.

HCC 90TH ANNUAL REPORT 2015-2016 29

The Board periodically reviews compliance reports of f) Remuneration to Directors
all laws applicable to the Company, prepared by the
Remuneration was paid to Mr. Rajgopal Nogja, Group Chief
Management as well as steps taken by the Company to
Operating Officer & Whole-time Director and Ms. Shalaka
rectify instances of non compliances, if any. Further, the Gulabchand Dhawan as Whole-time Director pursuant to the
Board also reviews the Annual financial statements of the approval of the Nomination and Remuneration Committee,
Unlisted Subsidiary Companies. In addition to the above, the Board of Directors and the Members of the Company.
pursuant to Regulation 24 of the SEBI Listing Regulations,
The Company has made an application seeking approval
the Minutes of the Board Meetings of the Company’s
from Ministry of Corporate Affairs for payment of managerial
Unlisted Subsidiary Companies and a statement of all
remuneration of ` 10,65,60,000 to Mr. Ajit Gulabchand,
significant transactions and arrangements entered into by Chairman and Managing Director for the financial year
the Unlisted Subsidiary Companies are placed before the 2014-15 which is in excess of the limits specified under the
Board. Companies Act, 2013 and the same is awaited.
e) Directors with pecuniary relationship or The below mentioned Table 2 gives the details of
business transaction with the Company remuneration paid / payable to Directors for the year ended
March 31, 2016 along with the details of outstanding Stock
The Chairman & Managing Director and the Whole time
Options granted to them. The Company did not advance
Director (s) receive Salary, Perquisites and Allowances,
loans to any of its Directors during the financial year 2015-16.
while all the Non-Executive Directors receive Sitting Fees.
Table 2: Remuneration paid / payable to Directors during the financial year ended March 31, 2016

Name of the Director Salaries, Commission Sitting fees* Total (`) No. of
perquisites & outstanding
Allowances+ stock options$
Ajit Gulabchand** 10,65,60,000 - - 10,65,60,000 -
(Chairman & Managing Director)
Rajas R. Doshi - - 16,00,000 16,00,000 20,580
Ram P. Gandhi - - 7,00,000 7,00,000 20,580
D. M. Popat*** - - - - -
Sharad M. Kulkarni - - 11,00,000 11,00,000 20,580
Anil C. Singhvi - - 20,00,000 20,00,000 20,580
Harsha Bangari^ - - 3,00,000 3,00,000 -
Omkar Goswami - - 3,00,000 3,00,000 -
Rajgopal Nogja 5,43,01,066 - - 5,43,01,066 1,02,960
(Group Chief Operating Officer
& Whole-time Director)
Shalaka Gulabchand Dhawan
(Whole-time Director) 1,11,10,566 - - 1,11,10,566 -
Total 17,19,71,632 - 60,00,000 17,79,71,632 1,85,280
** The Company has made an application seeking approval from the Ministry of Corporate Affairs for payment of managerial remuneration of
` 10,65,60,000 which is in excess of the limits specified under the Companies Act, 2013, for the financial year ended March 31, 2016 and the
same is awaited.
+ Perquisites include Company’s contribution to Provident Fund and Superannuation Fund.
* Sitting fees comprises payment made to Non-Executive Directors for attending Board meetings and/or Board Committee meetings.
$ As on March 31, 2016, 1,85,280 Stock Options, in aggregate are outstanding to the account of the Directors, which can be exercised at an
exercise price of ` 52.03 per Stock Option as per the exercise schedule.
^ In case of Ms. Harsha Bangari, Nominee Director the sitting fees for attending Board Meetings are paid by the Company to Exim Bank.
*** Mr. D. M. Popat, Director of the Company, who was liable to retire by rotation at the 89th Annual General Meeting of the Company held last
year had expressed his intention not to seek re-election as a Director of the Company and accordingly had retired from his directorship on July
14, 2015. Mr. D. M. Popat, ex-Director passed away on December 23, 2015. The Board of Directors has expressed its deep regret and offered
condolences on the sad demise of Mr. Popat.
Note: The service contract details and the notice period has been mentioned in the agreement entered with the Chairman and Managing Director and
Whole-time Directors.

30
g) Details of Equity Shares held by the Non- been updated on the developments in the Company and
Executive Directors the Company’s performance.

The details of outstanding stock options held by Non- The details of the familiarisation program for Independent
Executive Directors have been disclosed in Table 2 and Directors are available on the Company’s website at http://
the details of the Equity Shares held by the Non-Executive www.hccindia.com/pdf/familiarisation_program_for_
Directors as on March 31, 2016 is given in Table 3 below. independent_directors.pdf

Table 3: Details of Equity Shares held by Non-Executive (j) Nomination and Remuneration Policy
Directors as on March 31, 2016 The Non-Executive Directors (NEDs) are paid sitting fees
Name of the Director Number of Equity Shares for attending the Meetings of the Board of Directors
and the Board Committees, which are within the limits
Rajas R. Doshi 32,000
prescribed by the Central Government. The Company pays
Ram P. Gandhi 48,000
a sitting fee of ` 1,00,000 to each NED for their attendance
Sharad M. Kulkarni 20,000
at every Board meeting or Board constituted Committee
Anil C. Singhvi Nil Meeting. In respect of Ms. Harsha Bangari, Nominee
Harsha Bangari Nil Director of Exim Bank the sitting fees are paid to Exim Bank.
Omkar Goswami Nil
The detailed Remuneration Policy of the Company has
h) Code of Conduct been provided in the Board’s Report which forms part of
The Board of Directors has laid down two separate the Annual Report.
Codes of Conduct (‘Code(s)’), one for the Non-Executive k) Performance Evaluation and Independent
Directors including Independent Directors to such extent Directors Meeting
as may be applicable to them depending on their roles
Pursuant to the provisions of Section 134 (3) (p), 149(8) and
and responsibilities and the other for Executive Directors
Schedule IV of the Companies Act, 2013 and Regulation
and designated persons in the Senior Management. These
17 of the SEBI Listing Regulations, annual performance
Codes have been posted on the Company’s website –
evaluation of the Directors as well as of the Audit
www.hccindia.com. The Codes lay down the standard
Committee, Nomination and Remuneration Committee and
of conduct which is expected to be followed by the
Stakeholders Relationship Committee has been carried out.
Directors and by the designated persons in their business
dealings and in particular on matters relating to integrity The performance evaluation of the Independent Directors
at the work place, in business practices and in dealing was carried out by the entire Board and the Performance
with stakeholders. All the Board Members and Senior Evaluation of the Chairman and Non-Independent Directors
Management personnel of the Company have affirmed was carried out by the Independent Directors.
compliance with the Code of Conduct as applicable to
them, for the year ended March 31, 2016. A declaration II) Board Committees
to this effect signed by Mr. Ajit Gulabchand, Chairman &
The Board of Directors has constituted six Committees
Managing Director is annexed to this Report.
viz. Audit Committee, Nomination and Remuneration
i) Familiarisation Programmes for Board Committee, Stakeholders Relationship Committee, ESOP
Members Compensation Committee, Corporate Social Responsibility
The Familiarisation program aims to provide insight to the (CSR) Committee and Risk Management Committee. All
Independent Directors to understand the business of the decisions pertaining to the constitution of Committees,
Company. Upon induction, the Independent Directors are appointment of members and fixing of terms of reference /
familiarized with their roles, rights and responsibilities. role of the Committees are taken by the Board of Directors.
Details of the role and composition of these Committees,
In the Business Strategy Meeting held by the Company
including the number of meetings held during the financial
during April 2015 which lasted for a duration of 2.5 hours,
year and attendance at meetings, are provided below.
the Independent Directors were familiarized with the
strategy, operations, performance and the budget process a) Audit Committee
of the Company for the financial year 2015-16. As on March 31, 2016, the Audit Committee comprises
In addition to the above, the familiarization program for three Independent Directors. viz Mr. Sharad M. Kulkarni -
Independent Directors forms part of the Board process. At (Chairman), Mr. Rajas R. Doshi and Mr. Anil C. Singhvi. All
the quarterly Board meetings of the Company held during Members of the Audit Committee possess accounting and
the financial year 2015-16, the Independent Directors have financial management knowledge.

HCC 90TH ANNUAL REPORT 2015-2016 31

The Senior Management team i.e. Chairman and Managing The Audit Committee met four times during the year, i.e.
Director, Group Chief Operating Officer & Whole-time on April 30, 2015, July 30, 2015, October 29, 2015 and
Directors, President & CEO - E&C, Group Chief Financial January 28, 2016. The maximum time gap between any
Officer, CFO (E&C) and VP (Group Taxation) the Chief two consecutive meetings did not exceed one hundred
Internal Auditor and the representative of the Statutory and twenty days. The minutes of the meetings of the Audit
Auditors are invited for the meetings of the Audit Committee are noted by the Board. The details of the
Committee. Mr. Sangameshwar Iyer, Company Secretary is composition of the Committee, meetings held, attendance
the Secretary to this Committee. at the meetings along with sitting fees paid, are given in
Table 4.
Table 4: Details of the Audit Committee

Name of the Category Position No. of meetings No. of meetings Sitting fees paid
Member held attended (`)

Sharad M. Kulkarni Independent Director Chairman 4 4 4,00,000

Rajas R. Doshi Independent Director Member 4 4 4,00,000

Anil C. Singhvi Independent Director Member 4 4 4,00,000

The Chairman of the Audit Committee was present at the - Compliance with listing and other legal
Annual General Meeting of the Company held on July 14, requirements relating to financial statements.
2015 to answer the members’ queries.
- Disclosure of any related party transactions.
The terms of reference of the Audit Committee are
- Modified opinion(s) in the draft audit report.
in conformity with the requirements of SEBI Listing
Regulations and Section 177(4) of the Companies Act, t Reviewing with the Management, quarterly financial
2013. Further, the Audit Committee has powers which are statements before submission to the Board for
in line with the SEBI Listing Regulations. The terms of approval;
reference of the Audit Committee include the following: t Reviewing with the Management, the statement
t Overseeing of the Company’s financial reporting of uses/application of funds raised through an
process and disclosure of its financial information issue(public issue, rights issue, preferential issue,
to ensure that the financial statements are correct, etc.), the statement of funds utilized for purposes
sufficient and credible; other than those stated in the offer document/
prospectus/notice and the report submitted by the
t Recommendation for appointment, remuneration and
monitoring agency monitoring the utilisation of
terms of appointment of auditors of the Company;
proceeds of a public or rights issue, and making
t Approval of payment to statutory auditors for any other appropriate recommendations to the Board to take up
services rendered by the statutory auditors; steps in this matter;

t Reviewing, with the Management, the annual financial t Review and monitor the auditor’s independence and
statements and auditor’s report thereon before performance, and effectiveness of audit process;
submission to the Board for approval, with particular
t Approval or any subsequent modification of
reference to:
transactions of the Company with related parties;
- Matters required to be included in the Director’s
t Scrutiny of inter-corporate loans and investments;
Responsibility Statement to be included in the
Board’s Report in terms of clause (c) of sub- section t Valuation of undertakings or assets of the Company,
3 of Section 134 of the Companies Act, 2013. wherever it is necessary;

- Changes, if any, in accounting policies and t Evaluation of internal financial controls and risk
practices and reasons for the same. management systems;

- Major accounting entries involving estimates t Reviewing with the Management, performance of the
based on the exercise of judgment by the statutory and internal auditors and adequacy of the
management. internal control systems;

- Significant adjustments made in the financial t Reviewing the adequacy of internal audit function,
statements arising out of audit findings. if any, including the structure of the internal audit

32
 department, staffing and seniority of the official (as defined by the audit committee), submitted by
heading the department, reporting structure coverage Management;
and frequency of internal audit;
t Management letters/letters of internal control
t Discussion with the internal auditors of any significant weaknesses issued by the statutory auditors, if any;
findings and follow-up thereon;
t Internal audit reports relating to internal control
t Reviewing the findings of any internal investigations weaknesses; and
by the internal auditors into matters where there is
t The appointment, removal and terms of remuneration
suspected fraud or irregularity or a failure of internal
of the Chief Internal Auditor.
control systems of a material nature and reporting the
matter to the Board; t Statement of deviations:

t Discussions with the statutory auditors before the Quarterly statements of deviation(s) including report
audit commences, about the nature and scope of the of monitoring agency, if applicable, submitted to the
audit as well as post-audit discussions to ascertain any stock exchange(s) in terms of Regulation 32(i) of the
area of concern; SEBI Listing Regulations.

t To look into the reasons for substantial defaults in the Annual statement of funds utilized for purposes of the
payment to depositors, debenture holders, members than those stated in the offer document/prospectus/
(in case of non-payment of declared dividends) and notice in terms of Regulation 32(vii) of the SEBI Listing
creditors; Regulations.

t To review the functioning of the Whistle Blower b) Nomination and Remuneration Committee
mechanism/Vigil mechanism;
As of March 31, 2016, this Committee comprised three
t Approval of appointment of CFO (i.e. the Independent Directors viz. Mr. Anil Singhvi – (Chairman),
whole- time Finance Director or any other person Mr. Rajas R. Doshi, Dr. Omkar Goswami (Appointed as
heading the finance function or discharging that a member w.e.f July 30, 2015) and Mr. Ajit Gulabchand,
function ) after assessing the qualifications, experience Chairman and Managing Director of the Company as a
and background, etc of the candidate; Member of this Committee.
t Carrying out any other functions as specified in the The Group EVP- HR is invited for the meetings. The
terms of reference, as amended from time to time.
Company Secretary is the Secretary to the Committee.
Review of Information by Audit Committee:
This Committee met three times during the financial
Besides the above, the role of the Audit Committee year i.e. on April 30, 2015, July 30, 2015 and October 29,
includes mandatory review of the following information: 2015. The Minutes of the Nomination and Remuneration
t Management discussion and analysis of financial Committee Meetings are noted by the Board.
condition and results of operations; The details of the composition of the Committee, meetings
t Statement of significant related party transactions held, attendance at the meetings along with sitting fees
paid, are given in Table 5 below;

Table 5: Details of the Nomination and Remuneration Committee

Name of the Category Position No. of Meetings No. of Meetings Sitting fees paid
Member held attended (`)

Anil C. Singhvi Independent Director Chairman 3 3 3,00,000

Rajas R. Doshi Independent Director Member 3 3 3,00,000

Ajit Gulabchand Chairman and Member 3 1 -

Managing Director

Omkar Goswami* Independent Director Member 3 - -

* Dr. Omkar Goswami was appointed as a member, w.e.f. July 30, 2015.

In accordance with Section 178 of the Companies Act, 2013 and SEBI Listing Regulations, the role of the Nomination and
Remuneration Committee of the Company is as under:

HCC 90TH ANNUAL REPORT 2015-2016 33

t Identifying persons who are qualified to become c) Stakeholders Relationship Committee
directors and who may be appointed in senior
This Committee comprises four Directors viz. Mr. Ram
management in accordance with the criteria laid down,
P. Gandhi – (Chairman), Mr. Rajas R. Doshi Independent
and recommend to the Board their appointment and
Director, Mr. Ajit Gulabchand, Chairman and Managing
removal.
Director and Mr. Rajgopal Nogja, Group Chief Operating
t Formulation of criteria for evaluation of Independent Officer and Whole-time Director. The Company Secretary,
Directors and the Board. Mr. Sangameshwar Iyer is the Compliance Officer of the
t Formulation of the criteria for determining Company.
qualifications, positive attributes and independence
During the financial year 2015-16, the Committee met three
of a director and recommend to the Board a policy,
times on April 30, 2015, October 29, 2015 and January
relating to the remuneration of the directors, key
28, 2016. The Minutes of the Stakeholders Relationship
managerial personnel and other employees.
Committee are noted by the Board.
t Devising a policy on Board diversity.
The details of the composition of the Committee, meetings
t Whether to extend or continue the term of held, attendance at the meetings along with sitting fees
appointment of the independent director, on the paid, are given in Table 6 below:
basis of the report of performance evaluation of
Independent Directors.
Table 6: Details of the Stakeholders Relationship Committee

Name of the Category Position No. of Meetings No. of Meetings Sitting fees paid
Member held attended (in `)
Ram P. Gandhi Independent Director Chairman 3 3 3,00,000
Rajas R. Doshi Independent Director Member 3 3 3,00,000
Ajit Gulabchand Chairman & Managing Director Member 3 3 -
Rajgopal Nogja* Group COO & Whole-time Member 3 3 -
Director
* Pursuant to appointment as Group CEO, Mr. Rajgopal Nogja has stepped down as Group COO and Whole-time Director and consequently ceased to
be a member of the aforesaid Committee w.e.f. May 2, 2016.

During the financial year 2015-16, 294 queries/complaints were received by the Company from members/investors/
authorities, majority of which have been redressed / resolved to date, satisfactorily as shown in Table 7 below:

Table 7: Details of investor queries/complaints received and attended during financial year 2015-16

Nature of Queries/ Complaints Pending as on Received Redressed Pending as on

April 1, 2015 during the year during the year March 31, 2016
1. Transfer/Transmission/Issue of Duplicate Share - 90 87 3
Certificates
2. Non-receipt of Dividend - 75 75 -
3. Dematerialisation/ Rematerialisation of Shares - 4 4 -
4. Complaints received from:
a. Securities and Exchange Board of India - 7 6 1
b. Stock Exchange(s) / NSDL / CDSL - 1 1 -
c. Registrar of Companies / Ministry of - - - -
Corporate Affairs / Others
d. Advocates - - - -
e. Consumer Forum/Court Case - - - -
5. Others - 117 117 -
Grand Total - 294 290 4

34
The Committee deals with the following matters: (f) Risk Management Committee:
t Noting transfer/transmission of shares. Risk Management Committee has been constituted which
t Review of dematerialised/rematerialised shares and all is in conformity with the provisions of Companies Act, 2013
other related matters. and Regulation 21 of the SEBI Listing Regulations and it
comprises 5 Members i.e. Mr. Ajit Gulabchand, Chairman and
t Monitors expeditious redressal of investor grievance
Managing Director, Mr. Rajgopal Nogja, Group CEO, Mr. Rajas
matters received from Stock Exchanges, SEBI, RoC, etc.
R. Doshi, Director, Mr. Arun V. Karambelkar, President and
t Monitors redressal of queries/complaints received
CEO – E&C and Mr. Praveen Sood, Group CFO & EVP – HCC
from members relating to transfers, non-receipt of
Group Office.
Annual Report, dividend etc.
This Committee has been delegated with the authority by
t All other matters related to shares/debentures.
the Board to review and monitor the implementation of the
In accordance with Section 178(5) of the Companies Act, risk management policy of the Company.
2013 the Stakeholders Relationship Committee shall in
addition to the above role, also consider and resolve the No meetings of this Committee was held during the
grievances of debenture holders. financial year 2015-16.

(d) ESOP Compensation Committee

III) Management
The ESOP Compensation Committee comprises three
Directors, viz. Mr. Sharad M. Kulkarni (Chairman), Mr. Ram
Management Discussion and Analysis Report
P. Gandhi and *Mr. Rajgopal Nogja, Group COO & Whole- Management Discussion and Analysis is given in a
time Director. separate section forming part of the Directors’ Report in
* Pursuant to appointment as Group CEO, Mr. Rajgopal this Annual Report.
Nogja has stepped down as Group COO and Whole-time
Disclosures
Director and consequently ceased to be a member of the
aforesaid Committee w.e.f. May 2, 2016. (a) Related Party Transactions

No meetings of the ESOP Compensation Committee were Details of materially significant related party
held during the financial year 2015-16. transactions i.e. transactions of the Company of
(e) Corporate Social Responsibility (CSR) material nature with its promoters, the Directors or the
Committee: management, their subsidiaries or relatives, etc. are
presented in the Notes to the Financial Statements. All
In accordance with Section 135 of the Companies Act,
details on the financial and commercial transactions,
2013, the Board of Directors of the Company at its meeting
held on May 2, 2014, has constituted the CSR Committee where Directors may have a potential interest, are
which comprises three Directors viz. Mr. Ajit Gulabchand provided to the Board. The interested Directors
(Chairman), Mr. Rajas R. Doshi and Mr. Ram P. Gandhi and neither participate in the discussion, nor vote on such
defined the role of the Committee, which is as under: matters. During the financial year 2015-16, there were
no material related party transactions entered by the
t Formulate and recommend to the Board, a Corporate
Company that may have a potential conflict with the
Social Responsibility Policy which shall indicate
interests of the Company.
the activities to be undertaken by the Company as
specified in Schedule VII of the Companies Act, 2013. The Company has formulated a policy on Related Party
t Recommend the amount of expenditure to be incurred Transactions and the said Policy is available on the
on the activities referred in the CSR policy. website of the Company at (http://www.hccindia.com/
pdf/HCC_Policy_for_Related_Party_Transactions.pdf )
t Monitor the CSR Policy of the Company and its
implementation from time to time. (b) Accounting treatment in preparation of financial
t Such other functions as the Board may deem fit from statements
time to time. The Company has followed the Accounting standards
No meetings of the CSR Committee were held during the notified by The Companies (Accounting Standards)
financial year 2015-16. Rules, 2006, as amended from time to time, read with
The Minutes of the CSR Committee are noted by the Companies (Accounts) Rules, 2014 in preparation of its
Board. financial statements.
HCC 90TH ANNUAL REPORT 2015-2016 35
(c) Risk Management t The financial statements, in particular, the
investments made by the unlisted subsidiary
The Company has established a well-documented and
companies, are reviewed by the Audit Committee
robust risk management framework. As mentioned
and the Board of Directors of the Company.
earlier, the Company has also constituted a Risk
Management Committee, which has been delegated t The Minutes of the Board Meetings of the
with the authority by the Board to review and monitor subsidiary companies are placed before the Board
the implementation of the Risk Management Policy of Directors of the Company.
of the Company. Under this framework, risks are Details of all significant transactions and arrangements
identified across all business processes of the entered into by the unlisted subsidiary companies are
Company on a continuous basis. Once identified, periodically placed before the Board of Directors of the
these risks are systematically categorized as strategic Company.
risks, business risks or reporting risks.
As required under erstwhile Clause 49 of the Listing
To address these risks in a comprehensive manner, Agreement, the Company has also formulated a
each risk is mapped to the concerned department Policy for determining “Material Subsidiaries” which
for further action. Based on this framework, the is available on the website of the Company at (http://
Company has set in place various procedures for Risk www.hccindia.com/pdf/HCC_Policy_for_determining_
Management. Material_Subsidiaries.pdf)

(d) Subsidiary Companies (e) Code for Prevention of Insider Trading Practices

In accordance with Regulation 24 of the SEBI Listing In January 2015, SEBI notified the SEBI (Prohibition of
Insider Trading) Regulations, 2015 which came into effect
Regulations, HCC Real Estate Limited (HREL), Lavasa
from May 15, 2015. Pursuant thereto, the Company has
Corporation Limited (Lavasa), HCC Concessions
formulated and adopted a revised Code for Prevention
Limited, Baharampore-Farakka Highways Limited,
of Insider Trading. HCC’s Code of Conduct for Prevention
Farakka-Raiganj Highways Limited and Warasgaon
of Insider Trading is revised to bring it in line with these
Assets Maintenance Ltd are six material non- listed
Regulations w.e.f July 30, 2015.
Indian subsidiaries of the Company whose individual
income or net worth (i.e. paid-up capital and free The revised code viz “Code of Conduct for Prevention
reserves) exceed 20% of the consolidated turnover of Insider Trading” and the “Code of Practices and
or net worth respectively, of the Company and its Procedures for Fair Disclosure of Unpublished Price
subsidiaries in the immediately preceding financial Sensitive Information” allows the formulation of

year. trading plan subject to certain conditions as mentioned

in the said Regulations and requires pre-clearance
As on March 31, 2016, Mr. Anil C. Singhvi Independent for dealing in the Company’s shares. It also prohibits
Director of the Company is on the Board of Lavasa and the purchase or sale of Company’s securities by the
HCC Concessions Ltd. Mr. Rajas R Doshi, Independent Directors, designated person and connected persons,
Director of the Company is also on the Board of HCC while in possession of unpublished price sensitive
Concessions Limited and HCC Real Estate Ltd. The information in relation to the Company and during the
Company is in process of appointing Independent period when the trading window is closed.
Directors on the Board of Baharampore-Farakka
Mr. Sangameshwar Iyer, Company Secretary, has been
Highways Ltd, Farakka-Raiganj Highways Limited and
designated as the Compliance Officer for this Code.
Warasgaon Assets Maintenance Ltd.
Vigil Mechanism / Whistle Blower Policy
The Subsidiaries of the Company function
The Company promotes ethical behaviour in all its
independently, with an adequately empowered Board
business activities and has put in place a mechanism
of Directors and necessary management resources.
for reporting illegal or unethical behaviour. The
For effective governance, the Company overviews Company has a Vigil Mechanism Policy under which
the performance of its subsidiaries, inter alia, in the the employees are free to report violations of
following manner: applicable laws and regulations.

36
 The same is posted on the website of the Company that they meet with the criteria of Independence
www.hccindia.com as prescribed under the Companies Act, 2013 and
Regulation 16 (1) (b) of the SEBI Listing Regulations.
(f) CEO/CFO Certification

As required under Regulation 17 (8) of the SEBI Listing Detailed profile of the Director who is seeking

Regulations, the Chairman & Managing Director and appointment at the ensuing Annual General Meeting
the Group Chief Financial Officer of the Company have of the Company is given under the Explanatory
submitted a Compliance Certificate for the financial Statement to the Notice which is forming part of the
year ended March 31, 2016, which is annexed to this Annual Report of the Company.
Report.
(b) Means of Communication
(g) Pledge of Equity Shares
In accordance with Regulation 46 of the SEBI
During the year 2012-13, Hincon Holdings Ltd., Listing Regulations, the Company has maintained a
Promoter Company of HCC, had pledged its holding functional website at www.hccindia.com containing
of 20,07,03,600 equity shares of ` 1 each of HCC in information about the Company viz., details of its
favour of 3i Infotech Trusteeship Services Ltd., the business, financial information, shareholding pattern,
Security Trustees for the CDR Lenders in accordance compliance with corporate governance, details of the
with the requirement of CDR package approved for the
policies approved by the Company, contact information
Company by the Corporate Debt Restructuring (CDR)
of the designated officials of the Company who
Cell under the regulatory framework of RBI.
are responsible for assisting and handling investor
No other pledge has been created over the equity grievances etc. The contents of the said website are
shares held by the other Promoters and/or Promoter updated from time to time.
Group Shareholders as on March 31, 2016.
The quarterly and annual results are published in
The aggregate shareholding of the Promoters and Business Standard (English) and Sakal (Marathi), which
Members of the Promoter Group as on March 31, are national and local dailies respectively and also
2016, was 281,015,080 Equity Shares of ` 1 each
displayed on the Company’s website for the benefit of
representing 36.07% of the paid-up Equity Share
the public at large.
Capital of the Company.
Presentations made to institutional investors or
(h) Disclosure of Pending Cases/Instances of Non-
to analysts, are also immediately uploaded on the
Compliance
website of the Company.
There were no non-compliances by the Company and
Further, the Company disseminates to the Stock
no instances of penalties and strictures imposed on
Exchanges (i.e. BSE and NSE), wherein its equity
the Company by the Stock Exchanges or SEBI or any
shares are listed, all mandatory information and price
other statutory authority on any matter related to the
capital market during the last three years. sensitive/ such other information, which in its opinion,
are material and/or have a bearing on its performance/
(i) Disclosure of Commodity price risks and commodity
operations and issues press releases, wherever
hedging activities.
necessary, for the information of the public at large.
The Company is not dealing in commodities and
For the benefit of the members, a separate email id
hence disclosure relating to commodity price risks and
has been created for member correspondence viz.,
commodity hedging activities is not required.
secretarial@hccindia.com
IV) Shareholder Information (c) General Body Meetings
(a) Disclosures regarding the Board of Directors The Company generally convenes the Annual General
The Company has received declarations from all the Meeting (AGM) in the month of June/July from the
Independent Directors of the Company confirming end of the financial year.

HCC 90TH ANNUAL REPORT 2015-2016 37

Details of the AGM held in the last three years along with special resolutions passed thereat:
Financial Year Day, Date Venue Particulars of special resolution passed
& Time
2012-13 Friday, June Walchand Hirachand 1. Approval of shareholders for reappointment of
(AGM) 21, Hall, Indian Merchants’ Mr. Ajit Gulabchand as the Managing Director designated as
2013,11.00 Chamber, Indian Merchants’ Chairman & Managing Director of the Company for a period
a.m. Chamber Marg, Churchgate, of 5 years and payment of remuneration for the period of 3
Mumbai-400 020 years w.e.f. April 1, 2013.
2. Approval for appointment of Mr. Rajgopal Nogja as the
Whole-time Director of the Company designated as
Group Chief Operating officer and Whole-time Director
of the Company for a period of 5 years and payment of
remuneration for a period of 3 years w.e.f. May 3, 2013.
3. Approval for issue on preferential basis upto 4,50,00,000
warrants to the promoters in one or more tranches, for
a value not exceeding ` 64 crore on such terms and
conditions, as may be determined by the Board of the
Company.
4. Enabling Resolution for Issuance of Equity Shares /
Securities under Section 81 (1A) of the Companies Act,
1956 for an amount not exceeding ` 1000 crore.
2013-14 Friday, June Walchand Hirachand 1. Special Resolution under Section 188 of the Companies
(AGM) 20, Hall, Indian Merchants’ Act, 2013 for revision in remuneration payable to Mr. Arjun
2014,11.00 Chamber, Indian Merchants’ Dhawan, President & CEO – Infrastructure Business of the
a.m. Chamber Marg, Churchgate, Company w.e.f. November 1, 2014.
Mumbai-400 020 2. Special Resolution for borrowing monies in excess of the
aggregate of the paid up share capital and reserves of the
Company, provided that the total amount borrowed and
outstanding at any point of time apart from temporary loans
obtained / to be obtained from the Company’s bankers in
the ordinary course of business, shall not exceed ` 10,000
crore.
3. Special Resolution under Section 14 of the Companies
Act, 2013 for amendment of Articles of Association of the
Company.
4. Enabling Resolution for Issuance of Equity Shares /
Securities under Section 81 (1A) of the Companies Act,
1956 for an amount not exceeding ` 1000 crore.
2014-2015 Tuesday, July Walchand Hirachand 1. Special Resolution under Section 196, 197 read with
(AGM) 14, 2015 at Hall, Indian Merchants’ Schedule V of the Companies Act, 2013 for approving the
11.00 am Chamber, Indian Merchants’ appointment of Ms. Shalaka Gulabchand Dhawan as a
Chamber Marg, Churchgate, Whole-time Director of the Company for a period of 5 years
Mumbai-400 020 w.e.f April 30,2015.
2. Special Resolution under Section 14 of the Companies
Act, 2013 to approve and adopt in substitution and to the
entire exclusion, of the regulations contained in the existing
Articles of Association of the Company.
3. Special Resolution pursuant to the provisions of the erstwhile
Clause 49(V) of the Equity Listing Agreement, granting
consent to sell, transfer or otherwise dispose of the whole or
substantially the whole of the entire investments/shares held by
HCC Concessions Ltd, a subsidiary of the Company in Nirmal
BOT Ltd, Baharampore-Farakka Highways Ltd, Farakka-Raiganj
Highways Ltd, Subsidiary Companies and Dhule-Palesner
Tollway Ltd, a Joint Venture Company for a consideration and
such other terms and conditions as agreed between the parties.
4. Enabling Resolution for Issuance of Equity Shares /
Securities under Section 42, 62, 71 and other provisions of
the Companies Act, 2013 for an amount not exceeding
` 1000 crore.

Postal Ballot:

The Company as per the Postal Ballot Notice dated May 2, 2014, had passed two special resolutions i.e (1) Giving Loans/
Guarantees or providing securities for and on behalf of Subsidiary Companies (including overseas subsidiaries) and/

38
or making investments in such Subsidiary Companies of the Company, both present and future, in respect of
(including overseas subsidiaries) (2) Creation of Charges/ borrowings. The same were passed with requisite majority
Mortgages on the moveable and immovable properties as per the voting details given below:

Sr. Description of Resolutions No. of votes % of votes No. of votes % of votes

No. in Favour in Favour Against Against

1. Giving Loans/Guarantees or providing securities for and 29,00,60,192 94.90 1,55,85,915 5.10
on behalf of Subsidiary Companies (including overseas
subsidiaries) and/or making investments in such
Subsidiary Companies (including overseas subsidiaries)

2 Creation of Charges/Mortgages on the moveable and 30,54,65,906 99.94 1,87,685 0.06

immovable properties of the Company, both present and
future, in respect of borrowings. The same were passed
with requisite majority as per the voting details given below

Mr. B. Narasimhan, Practising Company Secretary (COP 1st Quarter Results : July 28, 2016
No.: 10440) was appointed as Scrutinizer for the purpose
2nd Quarter Results : October 27, 2016
who conducted the Postal Ballot.
3rd Quarter Results : February 2, 2017
None of the Businesses is proposed to be transacted in
the ensuing Annual General Meeting requiring passing of a 4th Quarter & Annual Results : April 27, 2017
resolution through Postal Ballot process.
t Dates of Book Closure
(d) General Shareholder Information
July 08, 2016 to July 14, 2016
t Forthcoming Annual General Meeting
(both days inclusive)
Date : July 14, 2016
t Listing
Day : Thursday

Time : 11.00 a.m. Presently, the Equity Shares of the Company are listed
on the BSE Limited (BSE) and the National Stock
Venue : Walchand Hirachand Hall, Indian
Exchange of India Limited (NSE).
Merchants’ Chamber, Indian Merchants’
Chamber Marg, Churchgate, The Company has paid the annual listing fees for the
Mumbai - 400 020. financial year 2016-17 to BSE Limited and National
t Last date for Receipt of Proxies Stock Exchange of India Limited. The Company has
paid annual custodial fees for the financial year 2016-
Tuesday, July 12, 2016.
2017 to National Securities Depository Limited(NSDL)
t Financial Year and Central Depository Services (India) Limited
The financial year of the Company covers the financial (CDSL), on the basis of number of beneficial accounts
period from April 1 to March 31. maintained by them as on March 31, 2016.

During the financial year under review, the Board t Stock Codes:
Meetings for approval of quarterly and annual financial
results were held on the following dates: ISIN (Equity Shares) in NSDL INE549A01026
& CDSL
1st Quarter Results : July 30, 2015
BSE Code 500185
2nd Quarter Results : October 29, 2015
NSE Code HCC
3rd Quarter Results : January 28, 2016

4th Quarter & Annual Results : April 28, 2016 t Corporate Identification Number:

The tentative dates of the Board Meetings for Corporate Identity Number (CIN) of the Company is
consideration of financial results for the year ending L45200MH1926PLC001228.
March 31, 2017 are as follows:

HCC 90TH ANNUAL REPORT 2015-2016 39

Share Price Data: High/Low and Volume during each month of 2015-16 at BSE and NSE

BSE NSE
Month
High (`) Low (`) Volume High (`) Low (`) Volume

April 2015 36.85 30.85 31842083 36.80 30.75 141547127

May 2015 32.30 26.35 18274008 32.30 26.25 84840996

June 2015 30.25 20.05 23863282 30.25 19.95 103768907

July 2015 25.80 20.70 17934364 25.75 20.65 70879873

August 2015 25.00 16.35 27963470 25.05 16.30 87283482

September 2015 19.40 17.10 14001878 19.40 17.05 49610440

October 2015 29.20 18.60 58629439 29.25 18.55 203266317

November 2015 27.55 22.00 23466320 27.50 22.00 81912046

December 2015 27.50 22.60 14139462 27.50 22.55 69005334

January 2016 27.40 18.75 20883226 27.45 18.55 78450495

February 2016 22.80 16.60 17096117 22.80 16.55 71987149

March 2016 20.60 17.85 17045577 20.60 17.80 86976753

Chart A & B show the movement of HCC share prices against the primary indices – Sensex and Nifty

Chart A: HCC vs Sensex Chart B: HCC vs Nifty

120 120
100 100
80 80
60 60
40 40
20 20 Nifty
0 0
Sep 15

Sep 15
Jun 15

Dec 15

Jun 15

Dec 15
Jan 16

Jan 16
Aug 15

Aug 15
Jul 15

Jul 15
Feb 16

Feb 16
Oct 15

Oct 15
May 15

May 15
Nov 15

Nov 15
Apr 15

Apr 15
Mar 16

Mar 16

Note: HCC share prices and the indices are indexed to 100 as of 1 April 2015 for like-to-like comparison

Distribution of shareholding as on March 31, 2016

Percentage of
Distribution range of Shares No. of Shares Percentage of Shares No. of Shareholders
Shareholders

1 to 500 28,776,193 3.70 149,240 68.61

501 to 1000 25,517,160 3.27 30,011 13.79

1001 to 2000 30,935,408 3.97 18,759 8.62

2001 to 3000 18,551,201 2.38 6,903 3.17

3001 to 4000 11,524,984 1.48 3,100 1.42

4001 to 5000 12,248,046 1.57 2,547 1.17

5001 to 10000 29,041,670 3.73 3,863 1.78

Greater than 10000 622,564,244 79.90 3,143 1.44

Total 779,158,906 100.00 217,566 100.00

40
Shareholding Pattern

As on March 31, 2016 As on March 31,2015

Categories Percentage of Percentage of
No of Shares No of Shares
Shareholding Shareholding

Promoter and Promoter Group and 28,11,32,080 36.08 28,13,07,680 43.56

Directors and Relatives

Foreign Institutional Investors/FPIs 8,04,39,995 10.32 7,67,68,525 11.89

-Corporation

Public Financial Institutions/State 83,82,144 1.08 83,82,144 1.30

Financial Corporation/Insurance
Companies

Mutual Funds (Indian) and UTI 9,20,63,349 11.82 1,24,05,486 1.92

Nationalised and other Banks 53,30,575 0.68 12,60,738 0.19

NRI/OCBs 92,16,800 1.18 89,03,159 1.38

GDSs 0 0.00 17,300 0.00

Public 30,25,93,963 38.84 25,67,81,074 39.76

Total 77,91,58,906 100.00 64,58,26,106 100.00

List of Top 20 Shareholders of the Company as on March 31, 2016

Sr.
Name of the Shareholder Category No. of Shares % To Total Capital
No.

1 Hincon Holdings Ltd Promoter 21,60,23,600 27.73

2 HDFC Trustee Company Limited Mutual Funds 6,96,21,087 8.94

3 Hincon Finance Limited Promoter 6,22,61,186 7.99

Foreign
Institutional
4 Siwa Holdings Limited 3,60,82,151 4.63
Investors -
Mauritius Based

5 Reliance Capital Trustee Co Ltd Mutual Funds 2,00,00,000 2.57

Foreign Portfolio
India Opportunities Growth Fund Ltd - Pinewood
6 Investors 76,00,000 0.98
Strategy
(Corporate)

Life Insurance
7 Life Insurance Corporation of India 59,40,480 0.76
Corporation

8 Jai-Vijay Resources Pvt Ltd Bodies Corporate 50,00,006 0.64

Foreign Portfolio
9 Dimensional Emerging Markets Value Fund Investors 49,06,646 0.63
(Corporate)

Foreign
10 Vanguard Total International Stock Index Fund Institutional 41,77,864 0.54
Investors

11 Axis Bank Limited Other Banks 40,08,510 0.51

HCC 90TH ANNUAL REPORT 2015-2016 41

 Sr.
Name of the Shareholder Category No. of Shares % To Total Capital
No.

Foreign Portfolio
12 The Indiaman Fund (Mauritius) Limited. Investors 39,50,000 0.51
(Corporate)

13 Pragmatic Traders Pvt Ltd Bodies Corporate 36,73,522 0.47

Emerging Markets Core Equity Portfolio (The Foreign Portfolio

14 Portfolio) Of Dfa Investment Dimensions Group Inc. Investors 34,26,002 0.44
(Dfaidg) (Corporate)

Foreign
Institutional
15 Mv Scif Mauritius 32,02,552 0.41
Investors -
Mauritius Based

Non Resident
16 Amal N Parikh Without 32,00,000 0.41
Repatriation

17 Ohm Stock Broker Pvt Ltd Bodies Corporate 28,50,500 0.37

Foreign
Institutional
18 Goldman Sachs Investments (Mauritius) I Ltd 28,00,000 0.36
Investors -
Mauritius Based

19 Gopikishan Shivkishan Damani Resident Individual 25,00,000 0.32

20 Principal Trustee Company Pvt Ltd Mutual Funds 24,26,139 0.31

Total 46,36,50,245 59.51

t
Dematerialization of Shares and Liquidity The Promoters hold their entire equity shareholding in
the Company in dematerialized form.
As on March 31, 2016, 77,12,23,608 equity shares
representing 98.98% of the total equity share capital The Company’s equity shares are regularly traded on
of the Company, were held in dematerialised form the BSE and NSE.
with National Securities Depository Limited and
Employees Stock Options (ESOPs)
Central Depository Services (India) Limited.
a) As on March 31, 2016, 16,54,630 stock options
The break-up of equity shares held in Physical and
are outstanding, in aggregate, for exercise as per
Dematerialised form as on March 31, 2016, is given
the exercise schedule and are exercisable at a
below:
price of ` 52.03 per stock option.
Particulars No. of Equity Percentage b) Each option, when exercised, as per the exercise
shares schedule, would entitle the holder to subscribe for
Physical 79,35,298 1.02 one equity share of the Company of face value ` 1
Segment each.

Demat Segment:- c) During the year under review, no options were

vested in the employees of the Company.
NSDL 67,49,01,670 86.62

CDSL 9,63,21,938 12.36 d) No options were exercised by the optionees

during the year.
Total 77,91,58,906 100.00

42
t Details regarding Listing and redemption of Debt The Company has maintained an exclusive email id:
Securities secretarial@hccindia.com which is designated for
investor correspondence for the purpose of registering
Pursuant to the directions of Securities and Exchange
any investor related complaints and the same has
Board of India (SEBI), all the debt securities issued by
been displayed on the Company’s website: www.
the Company on private placement basis have been
hccindia.com
listed in the F Group - Debt Instruments of the BSE
Limited (BSE). Members are required to note that, in respect of
shares held in dematerialized form, they will have
During the year under review, the Company has not
to correspond with their respective Depository
issued any fresh debentures and debentures worth
Participants (DPs) for related matters.
` 22.80 crore have been redeemed.
Members may contact the Compliance Officer and/or
The existing Non Convertible Debentures (NCDs) of
the Investor Relations Officer at the following address:
` 120 crore held by Axis Bank and ` 100 crore held by
LIC stand restructured under approved CDR package t Compliance Officer:
as per CDR Letter of Approval dated June 29, 2012.
Mr. Sangameshwar Iyer
Accordingly, there was 2 year moratorium and 8 year
Company Secretary
for repayment of the aforementioned principal amount
Hindustan Construction Co. Ltd.
to the Lenders. As of March 31, 2016, an amount of
Hincon House, 11th Floor, 247Park,
` 100.80 crore was outstanding as regards NCDs
Lal Bahadur Shastri Marg,
issued and allotted to Axis Bank and an amount of
Vikhroli (West), Mumbai-400 083, India.
` 86.50 crore was outstanding for NCDs held by LIC
Tel: +91-22-2575 1000 Fax: +91-22-2577 5950
(the outstanding amount includes current and
Website: www.hccindia.com
non-current portion).
Email: secretarial@hccindia.com
t Share Transfer system
t Investor Relations Officer:
The Registrars and Share Transfer Agent have put Mr. Santosh Kadam
in place an appropriate Share Transfer system to Hindustan Construction Co. Ltd.
ensure timely share transfers. Share transfers are Hincon House,11th Floor,
registered and returned in the normal course within 247Park, Lal Bahadur Shastri Marg,
an average period of 30 days from the date of receipt, Vikhroli (West), Mumbai-400 083, India
if the documents are clear in all respects. Requests Tel: +91-22-2575 1000 Fax: +91-22-2577 5950
for dematerialisation of shares are processed and Website: www.hccindia.com
confirmation is given to the respective depositories ie. Email: secretarial@hccindia.com
NSDL and CDSL within 21 days.
V) Compliance:
t Address for members’ correspondence:
(a) (i) Details of non-compliance, if any
Members are requested to correspond with the There is no Non-Compliance of any requirement
Registrars and Share Transfer Agents at the below of Corporate Governance Report of sub para (2) to
given address on all matters relating to transfer/ (10) of the Part C of Schedule V of the SEBI Listing
dematerialisation of shares, payment of dividend Regulations.
and any other query relating to Equity Shares or (ii) Compliance with mandatory requirements
Debentures of the Company.
The Company has complied with all the
t Registrars and Share Transfer Agents: mandatory items of the erstwhile Clause 49 of
the Listing Agreement as applicable till November
Contact Officer: Ms. Mary George
30, 2015 and the SEBI Listing Regulations from
TSR Darashaw Limited
Unit: Hindustan Construction Co. Ltd. December 01, 2015 onwards.
6-10, Haji Moosa Patrawala Ind. House, (iii) Compliance with the Discretionary
20, Dr. E. Moses Road, Near Famous Studio, Requirements under SEBI Listing Regulations
Mahalaxmi, Mumbai - 400 011
Telephone: +91-22-66568484 Fax: +91-22-66568494 Adoption of discretionary requirements of SEBI
Email: csg-unit@tsrdarashaw.com Listing Regulations is being reviewed by the
Website: www.tsrdarashaw.com Company from time to time.

HCC 90TH ANNUAL REPORT 2015-2016 43

 (iv) Auditors’ Certificate on Corporate Governance in the Company and consequently any other related
disclosures viz., details of nominee(s) of the media
The Company has obtained a Certificate from its
companies on the Board of the Company, any
Statutory Auditors regarding compliance of the
management control or potential conflict of interest
conditions of Corporate governance, as stipulated
arising out of such agreements, etc. are not applicable.
in Regulation 34(3) and PART E of Schedule II of
The Company has not entered into any other back to
SEBI Listing Regulations, which together with
back treaties/ contracts/agreements/ MoUs or similar
this Report on Corporate Governance is annexed
instruments with media companies and/or their
to the Directors’ Report and shall be sent to all
associates.
the members of the Company and the Stock
Exchanges along with the Annual Report of the VI) Investor safeguards and other information:
Company.
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(b) Compliance with Regulation 39(4) read with Schedule
Members are requested to convert their physical
V and VI of SEBI Listing Regulations – Uniform
holdings to demat/electronic form through any of the
procedure for dealing with unclaimed shares:
registered Depository Participants (DPs) to avoid the
In accordance with the requirement of erstwhile hassles involved in dealing in physical shares such as
Clause 5A (II) of the Listing Agreement, in respect of possibility of loss, mutilation, etc. and also to ensure
the Bonus Equity Share certificate(s) dispatched by safe and speedy transaction in respect of the shares
the Company in August 2010, which were “returned held.
undelivered”, TSR Darashaw Limited, Registrar and
t
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Share Transfer Agent of the Company have sent two
reminders to all such member(s) at their addresses as In respect of members who have either not opted
per Register of Members. for NECS/ECS mandate or do not have such a facility
with their bankers and who have not encashed earlier
As and when response from members have been/
dividends paid by the Company, are requested to
will be received, the respective Share Certificate(s)
write to the Company’s Share Transfer Agents for
in respect of the unclaimed shares are/will be re-
revalidation of expired dividend warrants and failing
dispatched to those members.
their encashment for a period of seven years, they
Upon completing the process of dispatching the stand to lose the right to claim such dividend owing to
mandatory third reminder letter, the Company shall transfer of unclaimed dividends beyond seven years to
comply with the other formalities prescribed under Investor Education and Protection Fund.
erstwhile Clause 5A for dealing with the unclaimed
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shares, if any.
& Protection Fund (IEPF)
(c) Disclosure under Regulation 30 and 46 of SEBI Listing
Under the Companies Act, 2013, dividends which
Regulations regarding certain agreements with the
remain unclaimed for a period of seven years are
media companies:
required to be transferred to the Investor Education
Pursuant to the requirement of Regulation 30 of the & Protection Fund (IEPF) administered by the Central
SEBI Listing Regulations, the Company would like Government.
to inform that no agreement(s) have been entered
Dates of declaration of dividends since financial year
with media companies and/or their associates which
2008-09 and the corresponding dates when unclaimed
has resulted/ will result in any kind of shareholding
dividends are due to be transferred to the IEPF are
given in the table below.

Last date for claiming

Amount remaining
Date of declaration of unpaid dividend Last date for transfer
Financial year ended unclaimed / unpaid
dividend amount to IEPF
as on March 31, 2015 (`)
( before)
31.03.2009 12.06.2009 1,804882.40 18.07.2016 17.08.2016
31.03.2010 11.06.2010 16,58,764.00 17.07.2017 16.08.2017
31.03.2011 10.06.2011 24,47,054.00 16.07.2018 15.08.2018

44
 Separate letter has already been sent on December registering their email address and changes therein, as
28, 2015 to the Members who are yet to encash may be applicable. Further Rule 11 of the Companies
dividend for the financial year 2008-09 indicating that (Accounts) Rules, 2014 notified under the Companies
the unclaimed amount will be transferred to IEPF, if Act, 2013 provides that in case of listed companies,
not claimed by the members before the due date of financial statements may be sent by electronic mode
transfer to the said Fund. Members are once again to such members / members whose shareholding
requested to utilize this opportunity and get in touch is in dematerialized form and whose email Ids are
with the Company’s Registrar and Share Transfer registered with the Depository for communication
Agents TSR Darashaw Limited at their communication purposes. As regards Members / Members whose
address for encashing the unclaimed dividends shareholding is held in physical form, the financial
standing to the credit of their account. statements may be sent in electronic mode to those
members who have positively consented in writing for
Members are further requested to note that after
receiving by electronic mode.
completion of seven years, no claims shall lie against
the said Fund or Company for the amounts of dividend In view of the above, the Company shall send all
so transferred, nor shall any payment be made in documents to Members like General Meeting
respect of such claims. Notices (including AGM), Annual Reports comprising
Audited Financial Statements, Directors’ Report,
t
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Auditors’ Report and any other future communication
To receive all communications/corporate actions (hereinafter referred as “documents”) in electronic
promptly, members holding shares in dematerialised form, in lieu of physical form, to all those members,
form are requested to please update their address/e- whose email address is registered with Depository
mail address/bank details with the respective DPs and Participant (DP)/Registrars & Share Transfer Agents
in case of physical shares, the updated details have to (RTA) (hereinafter “registered email address’) and
be intimated to the Registrar & Share Transfer Agents. made available to us, which has been deemed to be
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the member’s registered email address for serving
Registered Email Address the aforesaid documents. To enable the servicing
of documents electronically to the registered email
As a responsible corporate citizen, your Company
address, we request the members to keep their email
has been continuously supporting the “Green
addresses validated/ updated from time to time. We
Initiatives” taken by the Ministry of Corporate Affairs,
wish to reiterate that Members holding shares in
Government of India (MCA) and Securities and
electronic form are requested to please inform any
Exchange Board of India (SEBI).
changes in their registered e-mail address to their DP
Accordingly, in respect of Members / Members who from time to time and Members holding shares in
have registered their email addresses, the Company physical form have to write to our RTA, TSR Darashaw
has been dispatching all documents vide electronic Limited at their specified address, so as to update
form since May 2011. their registered email address from time to time.

In accordance with Rule 18 of the Companies It may be noted that the Annual Report of the
(Management and Administration) Rules, 2014 notified Company will also be available on the Company’s
under the Companies Act, 2013, the Companies website www.hccindia.com for ready reference.
may give Notice of the General Meetings through Members are also requested to take note that they
electronic mode. Further, the said Rule provides that will be entitled to be furnished, free of cost, the
advance opportunity should be given at least once aforesaid documents, upon receipt of requisition from
in a financial year to the Members / Members for the members, any time, as a member of the Company.

HCC 90TH ANNUAL REPORT 2015-2016 45

t
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NFNCFST t Register Nomination(s)

In compliance with the provisions of Section 108 Members holding shares in physical form, are
of the Companies Act, 2013 and Rule 20 of the requested to register the name of their nominee(s),
Companies (Management and Administration) Rules, who shall succeed the member as the beneficiary
2014, the Company is pleased to provide members of their shares and in order to avail this nomination
the facility to exercise their right to vote at the facility, they may obtain/submit the prescribed
90th Annual General Meeting (AGM) by electronic form from the Registrars & Share Transfer Agents.
means and the business may be transacted through Members holding shares in dematerialised form are
e-Voting Services provided by National Securities requested to register their nominations directly with
Depository Limited (NSDL). their respective DPs.
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shareholding)
In respect of dealings in securities, members must
Members are requested to consolidate their
ensure that they deal only with SEBI registered
shareholdings under multiple folios to eliminate
intermediaries and must obtain a valid contract note/
the receipt of multiple communications and this
would ensure that future correspondence/corporate confirmation memo from the broker/sub-broker within
benefits could then be sent to the consolidated folio. 24 hours of execution of the trade(s) and it should be
ensured that the contract note/confirmation memo
contains details about order no., trade no., trade time,
quantity, price and brokerage.

46
CERTIFICATION BY CEO AND CFO UNDER REGULATION 17(8) OF SEBI LISTING REGULATIONS

The Board of Directors,

Hindustan Construction Co. Ltd.

We have reviewed the financial statements and the cash flow statement of Hindustan Construction Co. Ltd. for the year
ended March 31, 2016 and to the best of our knowledge and belief:
(a) (i) these statements do not contain any materially untrue statement or omit any material fact or contain
statements that might be misleading;
(ii) these statements together present a true and fair view of the Company’s affairs and are in compliance with
existing Accounting Standards, applicable laws and regulations.
(b) There are, to the best of our knowledge and belief, no transactions entered into by the Company during the year
which are fraudulent, illegal or violative of the Company’s Code of Conduct.
(c) We accept responsibility for establishing and maintaining internal controls for financial reporting and that we have
evaluated the effectiveness of the internal control systems of the Company pertaining to financial reporting and
have disclosed to the Auditors and the Audit Committee, deficiencies in the design or operation of such internal
controls, if any, of which we are aware and the steps we have taken or propose to take for rectifying these
deficiencies.
(d) We have indicated to the Auditors and the Audit Committee:
(i) significant changes in internal control over financial reporting during the year;
(ii) significant changes in accounting policies made during the year and the same have been disclosed in the notes
to the financial statements; and
(iii) instances of significant fraud of which we have become aware and the involvement therein, if any, of the
management or an employee having a significant role in the Company’s internal control system over financial
reporting.

PRAVEEN SOOD AJIT GULABCHAND

Group Chief Financial Officer Chairman & Managing Director

Mumbai, June 3, 2016

HCC 90TH ANNUAL REPORT 2015-2016 47

DECLARATION BY THE MANAGING DIRECTOR REGULATION 34(3) PART D OF THE SEBI LISTING REGULATIONS

To,
The Members
Hindustan Construction Co. Ltd.

I hereby declare that all the Directors and the designated employees in the Senior management of the Company have
affirmed compliance with their respective codes for the financial year ended March 31, 2016.

For Hindustan Construction Co. Ltd.

AJIT GULABCHAND
Chairman & Managing Director

Mumbai, June 3, 2016

AUDITORS’ CERTIFICATE ON COMPLIANCE WITH CONDITIONS OF CORPORATE GOVERNANCE

To,
The Members,
Hindustan Construction Company Limited

We have examined the compliance of conditions of Corporate Governance by Hindustan Construction Company Limited
(the Company), as stipulated in Clause 49 of the Listing Agreement of the Company with the stock exchanges (for the eight
months period ended 30 November 2015) and Securities and Exchange Board of India (Listing Obligations and Disclosure
Requirements) Regulations, 2015 (‘the SEBI Regulations’) (for the four months period ended 31 March 2016).

The compliance of conditions of Corporate Governance is the responsibility of the management. Our examination was
limited to procedures and implementation thereof, adopted by the Company for ensuring the compliance of the conditions of
the Corporate Governance. It is neither an audit nor an expression of opinion on the financial statements of the Company.

In our opinion and to the best of our information and according to the explanations given to us, we certify that the Company
has complied with the conditions of Corporate Governance as stipulated in the above mentioned Listing Agreement and the
SEBI Regulations.

We 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.

For Walker Chandiok & Co LLP

(formerly Walker, Chandiok & Co)
Chartered Accountants
Firm Registration No: 001076N/N500013

per Adi P. Sethna

Partner
Membership No: 108840

Place: Mumbai
Date: June 3, 2016

48
Board’s Report

To,

The Members of

Hindustan Construction Co. Ltd.

1. Report

Your Directors are pleased to present the 90th Annual Report together with the Audited Financial Statements for the
year ended March 31, 2016.

2. Financial Highlights
(` Crore)
Particulars Year ended Year ended
March 31, 2016 March 31, 2015
Turnover 4190.90 4,301.14
Profit before Interest, Depreciation, Exceptional
798.74 781.43
Items, Other Income and Tax
Less: Finance Costs 689.88 651.13

135.85 150.30
Depreciation
Exceptional Item 26.48 -
852.21 801.43
Add: Other Income 187.76 134.87
Add/Less: Exchange Gain/(Loss) (1.22) 12.45
Profit before Tax 133.07 127.32
Less: Tax Expense 48.10 45.67
Profit/(Loss) after Tax 84.97 81.65
Add: Balance brought forward from last year 147.92 69.00
Less: Transferred to Debenture Redemption
20.00 -
Reserve
Less: Impact of depreciation/amortisation
- 2.73
(Refer Note 3.2 of the Financial Statements)
Balance carried to Balance Sheet 212.89 147.92

3. Dividend
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As your Company is under CDR, it is necessary to
conserve and optimise use of resources to improve Contract Value: ` 1783 crore
the health of the Company. Hence, your Directors
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have not recommended any dividend for the financial Contract Value: ` 942 crore
year ended March 31, 2016.

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4. Operations
Contract Value: ` 1114 crore
The turnover of the Company in the year is ` 4,190.90

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crore as compared to ` 4,301.14 crore in the previous Uttarakhand
year. The profit before tax is ` 133.07 crore (including
Contract Value: ` 634 crore
exceptional item) as compared to ` 127.32 crore for

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the previous year.
Contract Value: ` 457 crore
Your Directors are pleased to inform that during the
year under report, the Company has secured the
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Tupul, Manipur Contract Value: ` 784 crore
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HCC 90TH ANNUAL REPORT 2015-2016 49

The total balance value of works on hand as on March 31, On the retail front, a significant area has already
2016 is ` 18,123 crore. CFFO
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Xpress, Subway, Café Coffee Day, Baskin Robbins,
Decisions are awaited from various clients for tenders
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submitted by the Company for 13 packages amounting to
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about ` 10,334 crore (HCC share ` 9301 crore). Tenders
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crore (HCC share ` 19,843 crore) are expected to be
outlets such as Mapro and Charosa Wine Boutique
submitted in the near future. The Company has also
have successfully started operations including
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Lavasa’s first miniplex- Fun Square Digital Cinema.
` 24,082 crore (HCC share ` 22,053 crore) which are under
evaluation. Significant progress was made in the education
space. Christel House Lavasa is into its seventh year
Operations of Subsidiaries
of operations with 432 students. 2015-16 also saw
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Development and Management Corporate entities such as EduSports, Yoga Blessing
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city for all and is tailoring partnerships and tie ups with towards Christel House Lavasa School by way of
sports programmes, educational and Yoga workshops.
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successfully running its operation with the two
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specialization in Finance and Marketing started
renowned hospitality players like Formule 1, Holiday operations two years ago, with a total of 102 students
Inn, Langham and Eaton amongst others are slated to now in its third batch, with a target of 60 students for
follow in quick succession. the 2016-17 academic program.

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Knowledge Vistas Limited (KVL) is already running

Retreat and Waterfront Shaw Apartment Hotel Little Millennium, pre-primary school at Lavasa for last
continue to flourish. Fortune Select Dasve is in its five years. It is also likely to start the K12 School from
eighth year of successful operations with occupancy academic year 2017-18. Abhinav Shiksha Sansthan,
at 66%, while Accor’s Mercure is in its seventh year New Delhi will start from the academic year 2018-19
of successful operation with occupancy at 56%. In across the area of 62,500 sq. ft. Other educational
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process of launching their programs.
Academy are also functioning successfully. Lavasa Residential sales have been sluggish in tune with the
has tied up with former Indian cricketer and chief of overall market sentiment. Institutional Sales team is
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on the anvil of closing transactions which would herald
for building a Sports complex including a cricket the entry of reputed corporations into Lavasa city.
stadium for corporate tournaments. There have been 0OF
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talks to set up sports academies for hockey, football, who will bring reputed retail brands to make Lavasa an
badminton, etc. at Lavasa. Other tie-ups include ideal shopping destination. This deal will boost retail
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businesses at Lavasa and make the promenade area
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50
 We are in advanced discussions with multiple XJUI
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educational institutes keen to set up residential highlighting the rich cultural heritage of Maharashtra,
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vocational training institute from Germany, ‘Kosbe’ has
The second edition of Freedom, a festival of
been approached and they are keen to start courses. music, food and entertainment saw 35,000 tourists
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entertainment.
and functioning of water treatment plants. Symbiosis
Institute has begun construction of a higher secondary Christmas and New Year celebrations started with
live musical and dance performance at the Dasve
education facility.
promenade and Fortune Lawns. Renowned artist
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development work at Lavasa has commenced with
on building profile of Lavasa as India’s first smart city
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and promoting the city as an ideal tourist destination.
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Feature stories in print media and TV channels,
first smart city, building preference and restoring
automobile magazines, national and international news
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portals resulted in good visibility for Lavasa.
goals.
Lavasa was prominently featured as a Smart City in
The central government initiative to build smart cities
a number of media reports. Trade magazine ‘Realty’
across India generated a great deal of excitement
featured Lavasa as one of India’s premier Smart Cities,
among Indian and foreign stakeholders. The growing
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interest in smart cities augurs well for Lavasa. We
and Indiainfoline carried similar stories. Other trade
played host to a number of government, business
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and student delegations keen on studying the Lavasa
publications also featured Lavasa as a Smart City.
model of development.
CMD’s comment was widely circulated to media post
As a proactive step to reach out to a wider audience,
launch of AMRUT in Delhi, positioning him as the
Lavasa was presented as a ready Smart City model
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at various platforms, the most prominent one being
guide show on leading business news channel ET
the Smart Cities India Exhibition at Delhi and the
Now did a report on residential properties at Lavasa
13th
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and also carried an interview with the CEO.
Our spokespeople also participated in various other
seminars and discussions on Smart Cities. Lavasa as a tourist destination was promoted through
stories in relevant travel and lifestyle media and
Lavasa continued with the strategy of creating large
through tie ups with TV channels for shows that were
events at Lavasa to attract good tourists.
shot at Lavasa. ELLE magazine did a 14 page photo
A four day festival of adventure, music, dance and shoot including the cover page at various scenic
entertainment was organized as a lead up to the locations in the city. Lavasa was covered extensively
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a hot air balloon took flight over the Dasve town, on Saam Marathi channel. A photo-feature on tourist
Mentalist, Akshay Lakshmanan captivated audiences options at Lavasa was also carried by leading news
with his mind reading session and wall painting activity portals like rediff.com and indiatoday.in.
by the students of Christel House were the highlights
Auto-trade media was specifically engaged to promote
of the Republic Day weekend festivities.
Lavasa among bikers and adventure enthusiasts. Over
On May 1, 2015, Maharashtra Day was also celebrated 1000 bikers braved the rain and travelled to Lavasa in

HCC 90TH ANNUAL REPORT 2015-2016 51

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for local population and two operational College
garnered coverage in all media including mainline campuses. Additional Hotels, Retail shops and Family
publications, print and online auto media as well Entertainment Centre facilities for tourists will be
as regional publications. Motoring World magazine opened shortly.
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Building the infrastructure right, from the beginning,
awards at Lavasa which resulted in a six page story all is a key strategy to ensuring long-term livability.
of them featuring cars and bikes shot at Lavasa. Drinking water at Lavasa is fit for consumption,
Lavasa viewpoint on the SDO order on restoring straight from the tap, without the need for additional
tribal lands was prominently reproduced by all print filtration. Sewage is treated in a manner that exceeds
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government requirements and is subsequently reused
during the summer season to sensitise them on the for irrigation and other non-potable uses. Lavasa’s
water scarcity issue. Meetings with senior editors power distribution grid is nearly 99.90% reliable
and the constant engagement with beat reporters in and the young city is already on the cutting edge of
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urban environmental sustainability initiatives. Over
awareness of company’s stand on various crucial 50 kilometers of well-maintained motorable roads
issues. are operational and more are being constructed,
Lavasa has already opened parks and play areas to
Special Initiatives and events were highlighted
the public. The e-governance portal Lavasa App, and
regularly in mainstream and trade media to build
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preference and recall. Celebrations at Lavasa on
communicating with citizens and providing services
Maharashtra Day, Independence Day weekend and
24x7.
initiative like the Dreamcatchers Summer camp were
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A round the clock Lavasa Citizen Contact Centre
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has been operational since 2009 and envisions
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convenient. The Lavasa Citizen Contact Centre is
Each month, Lavasa looks, feels and acts more like
a one-stop information source for non emergency
a city. Lavasa city now has a full-fledged operational
and emergency related services. It provides a single
Farmer’s market known as ‘Hara Bazar’; a two screen
window resolution for all customers’ needs and
Movie theatre for visitors and residents; it has a
visitors’ requests; is involved in proactive information
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a Hospital with pharmacy and several new food and
services; Customer Satisfaction Surveys and
beverage establishments open for business. It also
Customer handovers and possession.
has four operating hotels. Four additional hotels will
be opening soon which collectively will take the The City Management Services (CMS) Department
total number of hotel rooms in Lavasa to more than is equally dynamic in seeking to coordinate services

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in this rapidly changing setting. It is currently divided
along with ATMs, a state-of-art Convention Centre, into seven specialist divisions including Customer
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Nature trail, Citizen Contact Center with 24x7 support The CMS department will slowly evolve into a new
to citizens through emergency and non-emergency governance entity that will, at some point, be the core
contact numbers, Rental housing for low income of a new replicable governance model. Lavasa aims to
groups, simulated Golf Course facilities; Water Sports DSFBUF
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facility, a modern Club with gym, Sports and Spa partnerships can operate in a more consistent and
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predictable environment.

52
 The CMS department meets on a monthly basis with Work on infrastructure for the second town of Mugaon
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has been accelerated. Work on utilities is in progress.
The Village Committee is the first of several such Work on 37 buildings at Mugaon has commenced.
citizen advisory groups that will together form a key The improvement to the existing Mugaon-Tamhini
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engagement mechanisms. through Forest Land is completed. A portion of this
The Company had 10,574 acres of land including 455 road will also form a part of the approach road for the
acres of land on lease by the end of last financial year proposed tunnel between Tamhini and Mugaon. Work
i.e. March 31, 2015. This has reduced to 10,515 acres on the inter village road from Mugaon to Dhamanohol
as 59 acres of land in Mugaon was restored to tribals is completed (6 kms). Rehabilitation work on new
by SDO, Maval during the year. gaothans has commenced. This rehabilitation will also

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help augment the construction of the first phase of the
to be implemented as per our Environment Impact apartments in Mugaon.
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and empowerment programs for the local community.
CC), New Delhi. Regular monitoring of environmental Some of the key initiatives include provision of treated
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72 locations on a daily basis. Calligraphy workshops,
quality and biodiversity is being carried out by MoEF
aptitude tests and counseling for students of Zilla
approved and NABL accredited laboratory as per the
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conditions mentioned in the Environment Clearance
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at Bhoini and provision of free health check up,
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medicines and ambulance service to villagers; monthly
Environmental Compliance Report is being submitted
health and awareness camps for HIV/ AIDS, malaria,
to MoEF since 2012. The 7th compliance report was
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th compliance nutrition, and water borne diseases. Employment and
report was submitted in December 2015 to MoEF, self employment opportunities to the locals have also
its Regional Office at Nagpur and Maharashtra been provided.
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ii) HCC Real Estate Ltd
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HCC Real Estate Ltd (HREL), a wholly owned
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subsidiary of your Company is into the business of
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of September every year and the last report was building residential and office complexes in real estate
submitted on September 30, 2015. sector.

First town Dasve is ready with all basic infrastructure, HRL (Thane) Real Estate Limited
such as access roads, internal roads, water treatment Your Company initiated the acquisition of 183 acres
plant, water distribution network, sewage network, of land at Ghodbunder Road, Thane for Integrated
sewage treatment plant, telecom network and Township Development. Till date the Development
services is operational. Till date around 1,200 "HSFFNFOU
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properties are ready for hand over to customers. Of
been executed in favour of Company. The Company
these, around 972 units have already been handed
continued its activity of securing its position for land
over to customers. Work on rest of properties - Lake
title and other documentation.
View apartments, Club View apartments, Delfino
apartments, Valley View apartments, Brook View The Company has filed criminal case against Mr. Atul
apartments, Rental housing, Retail and hostel tower B, Sonawala and 8 other Directors of Om Gurukripa
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is in progress. said case.

HCC 90TH ANNUAL REPORT 2015-2016 53

 HRL Township Developers Limited in High Court. High Court interalia asked tribunal for
actual verification of slum. But the litigant filed an
No activities were carried out during the year. Your
appeal challenging the above said Order of the Single
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development opportunities.
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acres of land. Due to non performance by the land
opportunities in residential sectors since Nashik city is owner of the various obligations under the MOU-
growing industrially as well as economically. cum-Development Agreement in spite of repeated
Maan Township Developers Limited reminders, we have been advised by our solicitor
to invoke the Arbitration clause forming part of the
The Company has acquired approx. 28 acres of
MOU-cum-Development Agreement. Accordingly,
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Arbitration proceedings have been initiated and till
of Attorney have been executed in favour of the
date evidence of Claimant’s witnesses is completed
Company. The Company in this year has decided to
and matter is now fixed for evidence of Respondent.
sell the land in piece parcels. MOU has been signed
with a Real Estate Company for sale of 5 Acres of land During the pendency of the proceedings, Smt. Nayak,
and has executed sale deed for 4 Acres. litigant has submitted a proposal to settle the matter
by making lump sum payment which was accepted
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by the Company. Accordingly Consent Terms were
No activities were carried out during the year though executed on November 16, 2015 and the Learned
the Company continued to look for an opportunity Arbitrator has passed an award on December 15,
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2015 in terms thereof. The Company has received
residential sectors full payment by banker’s cheque and has executed
HCC Realty Limited cancellation Deeds of MOU and lease deed.

No activities were carried out during the year. iii) HCC Infrastructure

1BODILVUJS
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subsidiary of your Company, operates its business
During the year, your Company continued its efforts
through its subsidiaries HCC Concessions Ltd.
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Development of Vikhroli (E) land parcel: Out Maintenance Ltd (HOML). HCON develops and
of the total land holding of around 32 acres by manages road assets, HOML operates commissioned
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in the power sector to leverage HCC’s capabilities.
land to ascertain the development potential of the HCON has developed 6 NHAI road concessions
free sale component is completed. Out of the 1960 over the last 9 years. In the past financial year, after
slum residents, consent of about 1400 residents UIF
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representing more than 70% has already been JF
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obtained and the process for forming the society is Ltd, the current portfolio has four National Highway
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concessions with ` 5,000 crore asset base.
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In line with your Company’s plan, the focus over

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the last fiscal year has been on strong construction
the same has been dismissed by the Special Slum management, efficient operations and raising capital.
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The management team at the Company has been
challenging the above said Order of the Slum Tribunal continuously working to achieve quality and timely

54
 execution to create value for all its stakeholders with #BIBSBNQPSF'BSBLLB
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complete focus on financial discipline. The Company After muted growth due to the recent economic
continues to provide reliable, safe and world class slowdown, the traffic growth on Baharampore-Farakka
services to the country’s end users. has been strong in the last financial year and NH-34
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In 2011, the Xander group, a global investment firm,
creation for your Company.
had acquired a 14.5% stake in HCON for ` 240 crore.
In the last financial year, ~1,600 km of highways were
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awarded on BOT basis. The Ministry of Road Transport
HCON’s current portfolio comprises of four toll based and Highways (MoRTH) and NHAI have introduced a
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of 250 km in West Bengal on NH34. Of these, Delhi CJEEJOH
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Faridabad Expressway and the first leg of NH34 in partnership with third parties.
development i.e. the Baharampore Farakka Highways
Status of Operational Assets:
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operational for five and two years, respectively. Baharampore Farakka Highway (NH-34)

In the last financial year, your Company completed the This is the first section of HCON’s ` 4,300 crore
stake sale of two assets. The transaction for Nirmal development of NH-34 (West Bengal) from Baharampore
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connectivity between North and South Bengal providing
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nearest access to Kolkata and Haldia ports for the north
highway on NH3 connecting Agra and Mumbai, was eastern states of India and neighbouring Bangladesh,
consummated in October 2015. Bhutan and Nepal. The traffic on NH34 comprises
85-90% commercial traffic, carrying a diversified mix

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of manufactured goods, sand, quarry stones, building
leg of NH-34 development in West Bengal, achieved
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is expected to be commissioned in the next few
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months while final completion is expected by the including a construction period of 30 months. The
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Dalkhola, which has been delayed nearly 6 years of `
 
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due to delays in land acquisition, has seen significant operations in May 2014 for partial length of the
improvement in availability of Right of Way (ROW), highway while land was being acquired for the
and your Company has approached the lenders remaining portion. The total revenue for the last
consortium and NHAI for support in restarting the fiscal year was ` 112 crore, an increase of 37%
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over the previous financial year. The operations
sizeable cost increase, they remain reluctant on and maintenance is being managed by HOML.
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The Company has successfully implemented the
grant. In the interest of all stakeholders and being 10x tolling for overloaded vehicles since August
prod by NHAI, the concessionaire has started basic 2014 as per NHAI circular, to prevent the economic
earthworks, but full scale mobilization will depend on deterioration of the asset and to meet the increased
appropriate support from NHAI and lenders. costs due to overloading.

Material defaults by NHAI, largely due to delayed The balance land for the Baharampore bypass was
handing over of land for all three NH-34 packages handed over in the second quarter of last fiscal. The
have resulted in the Concessionaire’s filing of a claim DPNQMFUJPO
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of ` 1,528 crore as damages. Of these the Company as of March 2016, largely due to material defaults by
has started the arbitration proceedings for the NHAI in providing land on a timely basis. The Final

HCC 90TH ANNUAL REPORT 2015-2016 55

 Completion (FCOD) is expected to be completed process of implementing 10x tolling for overloaded
after a delay of 56 months due to delayed handover vehicles in accordance with NHAI Fee Rules.
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The Company has also submitted its proposal for
and structures, removal of various hindrances, utilities deferment of premium payments to improve liquidity,
shifting, etc. The Concessionaire has filed ` 578 as well as a comprehensive proposal for advertising
crore worth of claims from the NHAI for the damages BMPOH
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suffered due to NHAI defaults. The Concessionaire QSPKFDU
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will submit further claims for increased costs and Company is expecting significant revenues from the
arbitration proceedings are underway. The Company latter sources.
has filed the Statement of Claim before the arbitration
Status of Assets under Construction:
tribunal.
Farakka Raiganj Highway (NH-34)
The Company has also achieved the sanctions from
the lenders consortium for cost overrun in the last
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of the 250 km development. This section is about
realization of claim from NHAI. 102 km in length and traverses through Farakka
barrage, Kalia Chawk Bazaar and Malda city in Malda
Delhi Faridabad Elevated Expressway (NH-2)
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(dfskyway™)
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dfskyway™, awarded in 2008, is a six lane 4.4 km town. The concession period is 30 years, including a
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Badarpur, developed by HCON with an investment implemented with an investment of ` 1,720 crore.
of nearly ` 600 crore. The dfskyway™ reduced
A substantial stretch of roads and structures of this
travel time by over 40 minutes through an extremely
second and largest leg of NH-34 development has
congested corridor that benefits residents and inter-
been completed and toll collection is expected to
state traffic alike.
commence by Q1 of financial year 2017. In the last

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year, almost the entire land has been made available
including construction period of 2 years. In the for construction after a substantial delay of ~4 yrs
last fiscal year the Company suffered a material CZ
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impact due to a Supreme Court order for collecting estimated to be achieved 35 months after SFLD
Environmental Compensation Charge from (Scheduled Four-laning Date) while Final Completion
commercial vehicles entering New Delhi (thereby (FCOD) will be delayed by a total of 44 months due to
discouraging their entry into the capital), resulting in a delayed handover of ROW, tardy design clearances
substantial dip of ~40% in commercial vehicles. It is GPS
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clear that the Apex Court and the Delhi government IJOESBODFT
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are working hard to prevent commercial vehicles using the Concessionaire has filed ` 681 crore of claims
Delhi as a thoroughfare (admittedly for good reason to from the NHAI for the damages suffered due to NHAI
check pollution), but which has unfortunately caused defaults. The arbitration proceedings are underway
a devastating impact and potential political event by and the Company has filed its Statement of Claim and
permanently curtailing revenues. 3FKPJOEFS
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The Company is evaluating several options with the NHAI. The Concessionaire will submit further claims
lenders including restructuring options as per RBI GPS
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guidelines and potential termination with NHAI due to
The Company has also achieved the sanctions from
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the lenders consortium for cost overrun in the last

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reduce maintenance costs, the Company is also in the realization of claim from Authority.

56
 Raiganj Dalkhola Highway crore) compared to CHF 853.9 million (` 5604.9 crore)
in the previous year with a loss of CHF 0.98 million
This is the smallest northern section of the NH-34
(` 6.5 crore) compared to a net profit of CHF 1.7
development which has suffered the worst delay
million (` 10.8 crore) in the previous year. While as per
of nearly 6 years due to non-acquisition of land. The
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terminates at the town of Dalkhola (Km 452.750). registered a revenue of CHF 649.7 million (` 4341.8
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crore) compared to CHF 854.1 million (` 5605.8 crore)
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in the previous year with a net profit of CHF 1.9 million
Bengal. It also passes through various small villages (` 12.7 crore) compared to CHF 2.0 million (` 13.1
like Soharai, Karandighi, Maheshbathna and ends at crore) in the previous year.
the intersection of NH31. The concession period is The Company secured fresh orders worth
30 years which includes a construction period of 30 CHF 850 million (` 5843.6 crore). The order backlog
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` 1,204 was CHF 1.32 billion (` 9074.8 crore) at the end of
crore and progress is contingent on appropriate the year. In addition to this, the company has secured
support from NHAI and Lenders. orders for more than CHF 700 million (` 4812.4 crore),
In the last 1.5 years, a significant portion of land has where the contracts are yet to be signed. The closing
been made available for construction after a delay cash balance of the company was CHF 87.1 million
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closing cash balance was CHF 85.4 million
interest of all stakeholders. (` 587.1 crore), reflecting the company’s steady
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` 269 crore worth of claims from the NHAI for Steiner India Ltd, 100% subsidiary of Steiner AG, had
the damages suffered due to NHAI defaults. The a revenue of ` 75.5 crore and loss of ` 5.9 crore in
Concessionaire will submit further claims for increased FY 2015-16.
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v) Highbar Technologies Ltd
of claim from the Authority is a lengthy process, the
Highbar Technologies Ltd (‘Highbar’), a wholly
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owned subsidiary of your Company, is an Information
in funding the large cost overrun and has received
Technology Company formed by your Company with
sanction from the lead bank for additional funding.
the vision of providing end-to-end IT solutions to
Once the financing arrangement is in place with
Infrastructure industry.
adequate support from NHAI, the Company will start
full-fledged construction work with an aim to complete
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within next 30 months. year of operations, Highbar has been able to cross the
total number of customers beyond 100. This has been
iv) Steiner AG, Switzerland
achieved when Highbar’s primary customer segment,

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the infrastructure industry, is dealing with slowdown.
total and general contractors (TC/GC) in Switzerland,
offers comprehensive services in the fields of
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new constructions, refurbishment and Real Estate IT infrastructure services across multiple sectors like
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Infrastructure, Real Estate, Retail, Telecom, Consumer
Your Company owns 100% stake in Steiner AG 1SPEVDUT
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through HCC Mauritius Enterprises Limited and
Steel etc. It has developed capabilities to successfully
HCC Mauritius Investment Limited, wholly owned
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subsidiaries.
already started expanding its reach in government

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sector by exploring opportunities with dedicated
registered a revenue of CHF 636.8 million (` 4255.3 team working on it. This year Highbar’s services

HCC 90TH ANNUAL REPORT 2015-2016 57

 for Government sector made one of its prominent Highbar continues to support your Company’s
government customers go paperless. group companies including your Company, HCC
Apart from this, Highbar has been honoured with Infrastructure, HCC Real Estate, Lavasa and Steiner
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customers through appropriate solutions across PVU
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100 awards’. This award was given to the IT players $PNQBOZ
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for being agile and adapting rapidly to the changing UP
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technology and business landscape. Highbar has for at least the next ten years i.e. till 2025 along with
been recognised as one of the 100 agile IT players. access to new business functionalities which were
This is the 2nd time that Highbar has been recognised hitherto not available. The underlying hardware,
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Operating systems and Database were also upgraded
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success. Highbar Technologies has already created a levels and at better speed. The drive undertaken
niche for itself in infrastructure and real estate industry for last few years to harness IT for bringing about
by dominating ‘IT for Infrastructure market’ with 100 operational efficiency and cost controls continues
customers in a short span of 6 years. with the same vigour through further business
process automations, process refinements and tighter
Highbar has grown its IT capabilities and the expertise
controls supported by intelligent reporting and alert
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mechanisms.
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offerings through Highbar CloudConnect, Employee Highbar, the successful spin-off from your Company’s
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internal IT function, has established a proper scalable
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organization structure with all the functions in place
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to facilitate and sustain future growth. It is on the
Management, FLM (File Lifecycle Management). It course towards accomplishing its vision of being ‘the
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most preferred end-to-end IT solution provider’ for
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infrastructure industry.
Mobility Solutions, e-procurement etc. The business
5. Subsidiaries, Joint Ventures and Associate
has now established and is ready to expand in
Companies
multiple industries and geographies like India, Middle
East, Europe and Africa. Highbar’s first customer in During the year under review, the following changes
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Services provided by Highbar have gone much beyond
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subsidiary company) has incorporated HCC
support such as data-centre and networking. Solutions Energy Ltd, a wholly owned subsidiary company
like Highbar RapidStart and Highbar RapidStart on August 11, 2015, making it a subsidiary of your
Analytics are based on templatised approach to Company from the date of its incorporation.
&31
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b) Ecomotel Hotel Ltd (Associate Company) has
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become a subsidiary (step-down subsidiary
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and re-implementation for the infrastructure industry.
Eleven numbers of Highbar’s implementations have c) Apollo Lavasa Health Corporation Ltd (step-down
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subsidiary Company) and Starlit Resort Ltd (step-
website as reference cases. down subsidiary Company) have become an

58
 Associate Company w.e.f. November 16, 2015

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and May 14, 2015 respectively.


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company) has transferred its 74% stake in Nirmal
BOT Ltd on December 23, 2015; accordingly 24. HCC Energy Ltd
Nirmal BOT Ltd ceases to be a subsidiary of your

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Company w.e.f. December 23, 2015.
26. Narmada Bridge Tollway Ltd
e) HCC Concessions Ltd (the step-down subsidiary
27. HCC Real Estate Ltd
company) has transferred its equity stake in Dhule
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28. HRL Township Developers Ltd
29.10.2015; accordingly HCC ceases to hold any 29. HRL (Thane) Real Estate Ltd
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30. Nashik Township Developers Ltd
from 29.10.2015.
31. Maan Township Developers Ltd

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Company) has ceased to be a subsidiary of your 32. Charosa Wineries Ltd
Company w.e.f. November 6, 2015.

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Subsidiary Companies 34. HCC Realty Ltd
1. Western Securities Ltd

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2. HCC Aviation Ltd

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3. HCC Construction Ltd 37. Lavasa Corporation Ltd

4. Highbar Technologies Ltd 38. Lavasa Hotel Ltd

5. Highbar Technologies FZ LLC 39. Lakeshore Watersports Company Ltd

6. HCC Mauritius Enterprises Limited 40. Dasve Convention Centre Ltd

7. HCC Mauritius Investment Limited 41. Dasve Business Hotel Ltd

8. Steiner AG (Formerly known as Karl Steiner AG) 42. Dasve Hospitality Institutes Ltd


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4" 43. Lakeview Clubs Ltd

10. VM + ST AG 44. Dasve Retail Ltd

11. Eurohotel SA 45. Full Spectrum Adventure Ltd

12. Steiner (Deutschland) GmbH 46. Spotless Laundry Services Ltd

13. Steiner Leman SAS 47. Lavasa Bamboocrafts Ltd

14. SNC Valleiry Route De Bloux 48. Green Hill Residences Ltd

15. Steiner India Ltd 49. My City Technology Ltd

16. HCC Infrastructure Company Ltd 50. Reasonable Housing Ltd

17. HCC Concessions Ltd (Formerly known as HCC 51. Future City Multiservices SEZ Ltd
Infrastructure Ltd) 52. Rhapsody Commercial Space Ltd
18. Badarpur Faridabad Tollway Ltd 53. Valley View Entertainment Ltd

19. Baharampore - Farakka Highways Ltd 54. Warasgaon Tourism Ltd


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HCC 90TH ANNUAL REPORT 2015-2016 59



8BSBTHBPO
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(Accounts) Rules, 2014 regarding the performance
57. Sahyadri City Management Ltd
and financial position of each of the Subsidiaries,
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59. Kart Racers Ltd Company forms part of the Consolidated Financial
Statements of the Company for the financial year


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ended March 31, 2016.
61. Nature Lovers Retail Ltd

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62. Osprey Hospitality Ltd material subsidiaries, which is uploaded on the
63. Warasgaon Valley Hotels Ltd website of the Company i.e. www.hccindia.com and
can be accessed at http://www.hccindia.com/pdf/
64. Rosebay Hotels Ltd
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65. Mugaon Luxury Hotels Ltd pdf
66. Warasgaon Assets Maintenance Ltd 6. Qualified Institutions Placement of Equity Shares


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68. Whistling Thrush Facilities Services Ltd During the year under review, your Company’s
Authorised Share Capital has remained unchanged
69. Verzon Hospitality Ltd
at ` 100,00,00,000 (Rupees One hundred crore)
70. Ecomotel Hotel Limited comprising 90,00,00,000 Equity Shares of ` 1 each
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Buyers in accordance with Chapter VIII of SEBI (Issue
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the Rules made thereunder.
Associate Companies

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1. Nirmal BOT Limited
Capital of the Company is ` 77,91,58,906 which
2. Warasgoan Lake View Hotels Limited comprises 77,91,58,906 Equity Shares of ` 1 each.
3. Andromeda Hotels Limited 7. Public Deposits
4. Knowledge Vistas Limited Your Company has not accepted any deposits from
5. Bona Sera Hotels Limited the public, or its employees during the year under
review.
6. Apollo Lavasa Health Corporation Ltd
8. Particulars of Loans, Guarantees & Investments
7. Starlit Resort Ltd

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8. Evostate AG
made during the year as required under the


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provisions of Section 186 of the Companies Act, 2013
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10. MCR Managing Corp. Real Estate AG Standalone Financial Statements.

60
 Also, pursuant to Schedule V of the Securities of the subsidiaries are also available on the website of
and Exchange Board of India (Listing Obligations the Company www.hccindia.com under the Investors
and Disclosure Requirement) Regulations, 2015, Section.
particulars of Loans/Advances given to Subsidiaries
11. Corporate Governance
have been disclosed in the notes to the Standalone
Financial Statements. The Company is committed to maintain the highest
standards of Corporate Governance and adheres to
9. Employee Stock Option Scheme (ESOP)
the Corporate Governance requirements as stipulated
As on March 31, 2016, 16,54,630 stock options are by Securities and Exchange Board of India(SEBI).
outstanding, in aggregate, for exercise as per the
The report on Corporate Governance as prescribed
exercise schedule and are exercisable at a price of
in Schedule V (C) of the SEBI Listing Regulations
` 52.03 per stock option.
forms an integral part of this Annual Report. The
Each option, when exercised, as per the exercise requisite certificate from the Auditors of the Company
schedule, would entitle the holder to subscribe for one confirming compliance with the conditions of
equity share of the Company of face value ` 1 each. Corporate Governance alongwith a declaration signed
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in the employees of the Company. 15,84,700 stock the members of the Board of Directors and Senior
options got lapsed between April 1, 2015 and March Management personnel have affirmed compliance
31, 2016. with the respective codes of conduct of the Board of

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Directors and Senior Management is attached to the

31, 2016 as required to be disclosed pursuant to the report on Corporate Governance.
provisions of Rule 12 (9) of the Companies (Share 12. Directors
Capital and Debentures) Rules, 2014, are set out in

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Annexure I to this Report.
liable to retire by rotation at the 89th Annual General
10. Consolidated Financial Statements Meeting of the Company held last year had expressed
In accordance with the Companies Act, 2013, his intention not to seek re-election as a Director of
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on December 23, 2015. The Board of Directors has
and as prescribed by Regulation 33 of the Securities expressed its deep regret and offered condolences on
and Exchange Board of India (Listing Obligations
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provided in this Annual Report. 1969 and was one of the most eminent solicitors of
the country. He was associated with our Company for


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a very long time.
2013, a statement containing the salient features of
the financial statements of each of the subsidiary and The Board has also placed on record the invaluable
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to the Annual Report. the Company.

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for inspection by the shareholders at the Registered as the Group Chief Executive Officer (Group CEO) of
Office of the Company. The said financial statements the Company w.e.f. May 3, 2016.

HCC 90TH ANNUAL REPORT 2015-2016 61



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Company as Chief Business Development Officer
and on conclusion of his contract period, the Board of The Board placed on record its appreciation for
Directors has appointed Mr. N. R. Acharyulu the valuable services rendered and contribution
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of the Company in the category of Non-Executive tenure as Company Secretary of the Company.
Director, who is liable to retire by rotation, with effect
vi) Mr. Sangameshwar Iyer was appointed by the
from May 2, 2016, in accordance with Section 161 of
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The Company has received a Notice under Section EFTJHOBUFE
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160 of the Companies Act, 2013, from a member effect from the said date.
signifying an intention to propose Mr. N. R. Acharyulu

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as a candidate for the office of Director at the
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forthcoming Annual General Meeting.
on May 2, 2016, as the Group Chief Executive

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of the ensuing Annual General Meeting. has stepped down from the Board as Group COO
The Company has received Form DIR-8 from all 
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Directors pursuant to Section 164(2) and Rule 14(1) Remuneration and other details of the said Key
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Directors) Rules, 2014. March 31, 2016 are mentioned in the Extract
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Board’s Report.
Kulkarni, Mr. Anil C. Singhvi and Dr. Omkar Goswami 14. Board Committees
have furnished necessary declarations to the Company
The Board of Directors of your Company had already
under Section 149(7) of the Act, confirming that they
constituted various Committees and approved their
meet with the criteria of Independence as prescribed
for Independent Directors under Section 149(6) of terms of reference/role in compliance with the
the Act and Regulation 16(b) of the SEBI Listing provisions of the Companies Act, 2013 and Listing
Regulations. Agreement (applicable uptil November 30, 2015)/
SEBI Listing Regulations (applicable from December
13. Key Managerial Personnel 1, 2015) viz. Audit Committee, Nomination and

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Remuneration Committee, Stakeholders Relationship
of the Company pursuant to Section 2(51) and Committee and CSR Committee.
Section 203 of the Act, read with the Rules framed
During the financial year 2014-15, in accordance with
thereunder:
the provisions of the erstwhile Clause 49 of the Listing

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Agreement, the Board had voluntarily constituted the
Director Risk Management Committee.

62
 All decisions pertaining to the constitution of UIF
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Committees, appointment of members and fixing of Non-Independent Directors was carried out by the
terms of reference / role of the Committees are taken Independent Directors.
by the Board of Directors.
18. Independent Directors Meeting
Details of the role and composition of these
During the year under review, the Independent
Committees, including the number of meetings held Directors of the Company met on March 29, 2016,
during the financial year and attendance at meetings, inter-alia, to discuss:
are provided in the Report on Corporate Governance in
the Annual Report. i) Evaluation of performance of Non-Independent
Directors and the Board of Directors of the
15. Meetings Company as a whole.
A calendar of Board Meetings, Annual General ii) Evaluation of performance of the Chairman of
Meetings and Committee Meetings is prepared the Company, taking into account the views of
and circulated in advance to the Directors of your Executive and Non-Executive Directors.
Company.
iii) Evaluation of the quality, content and timelines
The Board of Directors of your Company met 4 times of flow of information between the Management
during 2015-16. The meetings were held on April 30, and the Board that is necessary for the Board to

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effectively and reasonably perform its duties.
28, 2016. The maximum time gap between any two
19. Criteria for selection of candidates for appointment
consecutive meetings did not exceed one hundred
as Directors, Key Managerial Personnel and Senior
and twenty days.
Management Personnel
16. Familiarisation Programme of Independent
The Nomination and Remuneration Committee
Directors
has laid down well-defined criteria for selection
In compliance with the requirements of SEBI of candidates for appointment as Directors, Key
Listing Regulations, the Company has put in place .BOBHFSJBM
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to familiarize them with their role, rights and recommended by them and approved by the Board of
responsibility as Directors, the operations of the Directors, which is attached to the Board’s Report as
Company, business overview etc. Annexure II.
The details of the familiarization program are explained 20. Remuneration Policy for Directors, Key Managerial
in the Corporate Governance Report and the same Personnel and Senior Management Employees
is also available on the website of the Company and
The Nomination and Remuneration Committee has
can be accessed by web link http://www.hccindia.
laid down the policy for remuneration of Directors,
com/pdf/familiarisation_program_for_independent_
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Directors, which is attached to the Board’s Report as
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and Regulation 17 of the SEBI Listing Regulations, 21. CSR Policy
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and Remuneration Committee and Stakeholders
Committee of the Directors and approved by the
Relationship Committee has been carried out.
Board of Directors of the Company and the initiatives

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undertaken by the Company on CSR activities during
Directors was carried out by the entire Board and the year are set out in Annexure IV of this report in

HCC 90TH ANNUAL REPORT 2015-2016 63

 the format prescribed in the Companies (Corporate so as to give a true and fair view of the state of
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affairs of the Company as at March 31, 2016 and
policy is attached to this Report as Annexure III and is of the profit of the Company for the year ended
available on the website of the Company i.e. on that date.
www.hccindia.com
c) proper and sufficient care has been taken for the
22. Related Party Transactions maintenance of adequate accounting records in
accordance with the provisions of the Companies
All related party transactions entered during the year
Act,2013 for safeguarding the assets of the
were in the ordinary course of business and on an
Company and for preventing and detecting fraud
arm’s length basis.
and other irregularities.
The related party transactions attracting compliance
d) the annual accounts have been prepared on a
under Section 177 of the Companies Act, 2013 and
going concern basis.
/ or erstwhile Clause 49 of the Listing Agreement /
Regulation 23 of the SEBI Listing Regulations were e) the internal financial controls have been laid
placed before the Audit Committee for approval. down to be followed by the Company and such
controls are adequate and are generally operated
There are no transactions to be reported in Form AOC-
effectively during the year.
2 in terms of Section 134 of the Act read with Rule 8
of the Companies (Accounts) Rules, 2014. Internal financial control over carrying cost of
investment in subsidiaries and recoverability of
There were no related party transactions which
dues from subsidiaries, is covered under internal
were placed for prior omnibus approval of the Audit
financial control.
Committee.
The management is of the view that diminution
A statement of all related party transactions entered
in the carrying cost of investment in subsidiaries,
was presented before the Audit Committee on a
if any, is temporary in nature and recoverability of
quarterly basis, specifying the nature, value and any
dues from subsidiaries are good. The view of the
other related terms and conditions of the transactions.
management is also supported by a third party
Further the details of the transactions with Related expert report.
parties are provided in the Company’s financial
However, in view of the uncertainties involved,
statements in accordance with the Accounting
your Auditors have given a qualified opinion in
Standards.
their report in this regard, without quantifying


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the impact. Other than this, your Auditors have
by the Board of Directors of the Company has been opined that the Company has in, all material
uploaded on the website of the Company at http:// respects, maintained adequate internal financial
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23. Directors’ Responsibility Statement This response by Directors is based on the
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the Companies Act, 2013, your Directors confirm that: report.

f) proper systems to ensure compliance with

a) in the preparation of the annual accounts, the
the provisions of all applicable laws have been
applicable accounting standards have been
devised and such systems are adequate and are
followed along with proper explanation relating to
operating effectively.
material departures, if any.
24. Industrial Relations
b) the selected accounting policies were applied
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The industrial relations continued to be generally
and estimates that are reasonable and prudent peaceful and cordial during the year.

64
25. Transfer to Investor Education and Protection Fund Rule 3(7) of Companies (Audit and Auditors) Rules,
(IEPF) 2014, states that appointment of the Auditor shall be
Your Company has, during the year under review, TVCKFDU
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transferred a sum of ` 11,95,382 to Investor Education General Meeting till the expiry of the term of the
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Auditor.
of Section 125 of the Companies Act, 2013. The said At the 89th
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amount represents dividend for the year 2007-08 shareholders had ratified the appointment of
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information. conclusion of the Annual General Meeting to be held
in the financial year 2016-17.
Disclosures with respect to the remuneration of
Directors and employees as required under Section
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the ensuing AGM in financial year 2016-17 until the
Annexure V to this Report. conclusion of the next Annual General Meeting to the
The information as required under Rule 5 (2) of the held in the financial year 2017-18, has to be ratified by
Companies (Appointment and Remuneration of Members at the forthcoming AGM and accordingly the
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said proposal is being placed for members’ ratification.
upon request by any member of the Company. In As required under Section 139 of the Companies Act,
terms of Section 136 (1) of the Companies Act, 2013, 2013, the Company has obtained a written consent
the Report and the Accounts are being sent to the
from the Auditors to such continued appointment
members excluding the said Annexure. Any member
and also a certificate from them to the effect that
interested in obtaining copy of the same may write to
their appointment, if ratified, would be in accordance
the Company Secretary at the Registered Office of the
with the conditions prescribed under the Companies
Company.
Act, 2013 and the Rules made thereunder, as may be
27. Conservation of Energy, Technology Absorption applicable.
and Foreign Exchange Earnings and Outgo.
29. Statutory Auditors’ Remarks
The information relating to the Conservation of
a. Statutory Auditors Qualification:
Energy, Technology Absorption and Foreign Exchange
Earnings and Outgo as required to be disclosed under The Auditors’ Report to the Members on the
the Companies (Accounts) Rules, 2014, is given in Audited Financial Results of the Company for the
Annexure VI forming part of this Report. financial year ended March 31, 2016 contains the
28. Statutory Auditors following qualification(s):

The Members of the Company had, at the 88th Annual As stated in Note 32 to the Standalone
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financial statements, the Company’s long term
approved the appointment of M/s Walker Chandiok investments as at March 31, 2016 include

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investments aggregating ` 474.37 crore in its
Firm Registration No. 001076N as the Statutory subsidiaries, namely, HCC Real Estate Limited
Auditors of the Company, to hold office from the and Lavasa Corporation Limited; and the long
conclusion of that AGM until the conclusion of the term loans and advances, non-current assets and
6th
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other current assets as on that date include dues
appointment by the Members at every AGM held after from such subsidiaries aggregating
the above said AGM). ` 554.17 crore, ` 32.51 crore and ` 13.35

HCC 90TH ANNUAL REPORT 2015-2016 65

 crore, respectively, being considered good and for Qualified Opinion paragraph, the Company
recoverable by the management. However, these has, in all material respects, maintained adequate
subsidiaries have accumulated operational losses IFCoFR as at March 31, 2016, based on the
and their net worth is fully/ substantially eroded internal control over financial reporting criteria
as at March 31, 2016. Further, such subsidiaries established by the Company considering the
are facing liquidity constraints due to which they essential components of internal control stated in
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the Guidance note and were operating effectively
as per their business plans. In the absence of as at March 31, 2016.
sufficient appropriate evidence, we are unable
We have considered the material weakness
to comment upon the carrying value of these
identified and reported above in determining the
investments and recoverability of the aforesaid
nature, timing, and extent of audit tests applied
dues and the consequential impact, if any, on the
in our audit of the March 31, 2016 standalone
accompanying standalone financial statements.
financial statements of the Company, and the
b. Statutory Auditor’s Qualification on the Internal material weakness has affected our opinion
Financial Controls relating to the above matter on the standalone financial statements of the
The Auditors’ Report to the Members on the Company and we have issued a qualified opinion
Internal Financial Controls over financial reporting on the standalone financial statements.
(IFCoFR) with respect to the Audited Financial Management Note
Results of the Company for the financial year
ended March 31, 2016 contains the following The Company, as at March 31, 2016, has (i) an
qualification(s): investment amounting to ` 474.36 crore (31
March 2015: ` 474.36 crore), long term loans and
In our opinion, according to the information and
advances ` 443.96 crore (31 March 2015:
explanations given to us and based on our audit
` 404.06 crore), other non-current assets
procedures performed, the following material
` 19.43 crore (31 March 2015: ` 25.01 crore)
weakness has been identified in the adequacy
and other current assets ` 5.07 crore (31 March
and operating effectiveness of the Company’s
2015: ` 3.43 crore) in HCC Real Estate Limited
internal financial controls over financial reporting
(HREL) which is holding 68.70% share in Lavasa
as at March 31, 2016:
Corporation Limited (LCL) and (ii) an investment
The Company did not have appropriate internal amounting to ` 0.01 crore (March 31, 2015:
financial controls over financial reporting in ` 0.01 crore), long term loans and advances
respect of its assessment of (a) ‘other-than- ` 110.21 crore (March 31, 2015:Nil), other non-
temporary’ diminution in the carrying value of current assets ` 13.08 crore (March 31, 2015:
the Company’s long-term investments in its ` 14.30 crore) and other current assets ` 8.28
subsidiaries and (b) recoverability of long-term crore (31 March 2015: ` 77.24 crore) in LCL.
loans and advances, non-current assets and other While such entities have incurred losses during
current assets due from such subsidiaries. The its initial years and consolidated net-worth of
inadequate supervisory and review controls over all these entities as at March 31, 2016 has
Company’s process in respect of its aforesaid been substantially/fully eroded, the underlying
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principles generally accepted in India could of development and are expected to achieve
potentially result in a material misstatement in the adequate profitability on substantial completion
carrying value of investment in such subsidiaries and / or have current market value of certain
and the aforesaid dues from such subsidiaries and properties which are in excess of the carrying
consequently, also impact the profit after tax.
values, hence net-worth of these subsidiaries
In our opinion, except for the effects of the does not represent its true market value.
material weakness described above in the Basis Therefore, the decline in the value of above

66
 investments is considered to be temporary in The business risk framework defines the risk
nature and the loans and advances, non-current management approach across the enterprise at
assets and other current assets together with the various levels including documentation and reporting.
interest thereon are good and recoverable. The framework has different risk models which help in
identifying risks trend, exposure and potential impact
Based on the above, management believes
analysis at a Company level.
that the Company’s internal financial control in
respect of assessment of the carrying value of In accordance with the provisions of the erstwhile
investment, recoverability of loans and advances, Clause 49 of the Listing Agreement, during the
current and non-current assets in subsidiaries financial year 2014-15, the Board had voluntarily
were operating effectively and there is no material constituted the Risk Management Committee.
weakness in such controls and procedures. 33. Internal Control Systems and their adequacy
30. Secretarial Audit The Company has Internal Control Systems,
Secretarial Audit for the financial year 2015-16 commensurate with the size, scale and complexity of
its operations. The Internal Audit Department monitors
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and evaluates the efficacy and adequacy of internal
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control systems in the Company, its compliance
provisions of Section 204 of the Companies Act, 2013.
with operating systems, accounting procedures and
The Secretarial Auditor’s Report is attached to this
policies within the Company. Based on the report of
Report as Annexure VII. There are no qualifications
internal audit function, process owners undertake
or observations or remarks made by the Secretarial
corrective action in their respective areas and thereby
Auditor in his Report.
strengthen the controls. Significant observations and
31. Cost Audit corrective actions thereon are presented to the Audit
In compliance with the provisions of Section 148 of Committee from time to time.
the Companies Act, 2013, the Board of Directors of 34. Internal Financial Controls and their adequacy
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controls commensurate with the size, scale and
Accountants as Cost Auditors of the Company for the complexity of its operations. The Company has
financial year 2015-16. In terms of the provisions of policies and procedures in place for ensuring proper
Section 148(3) of the Companies Act, 2013 read with and efficient conduct of its business, the safeguarding
Rule 14(a)(ii) of The Companies (Audit and Auditors) of its assets, the prevention and detection of frauds
Rules, 2014, the remuneration of the Cost Auditors and errors, the accuracy and completeness of the
has to be ratified by the members. Accordingly, accounting records and the timely preparation of
necessary resolution is proposed at the ensuing AGM reliable financial information. The Company has
for ratification of the remuneration payable to the Cost adopted accounting policies, which are in line with the
Auditors for financial year 2015-16. Accounting Standards and the Companies Act 2013.
32. Risk Management 35. Vigil Mechanism Policy

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The Company has a vigil mechanism policy to deal
the Companies Act, 2013, the Company has already in with instances of fraud and mismanagement, if any.
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of the Company at www.hccindia.com
The Company has a robust Business Risk
Management (BRM) framework to identify and 36. Sexual Harassment
evaluate business risks and opportunities. This HCC has always believed in providing a conducive
framework seeks to create transparency, minimise work environment devoid of discrimination and
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harassment including sexual harassment. HCC has
enhance your Company’s competitive advantage. B
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HCC 90TH ANNUAL REPORT 2015-2016 67

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end of the financial year of the Company to which
is to prohibit, prevent and address issues of sexual the Financial Statements relate and the date of this
harassment at the workplace. This policy has striven Report.
to prescribe a code of conduct for the employees and
40. Extract of Annual Return
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are required to strictly abide by it. The policy covers all The details forming part of the extract of Annual
employees, irrespective of their nature of employment Return in prescribed Form MGT 9 is annexed hereto
and also applicable in respect of all allegations of as Annexure VIII and forms the part of this Report.
sexual harassment made by an outsider against an 41. Acknowledgements
employee.
Your Directors would like to acknowledge and place
During the year 2015-16, one case of Sexual on record their sincere appreciation to all Stakeholders
Harassment was reported which was investigated Clients, Financial Institutions, Banks, Central and State
by a committee (including an external member) as Governments, the Company’s valued Investors and all
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other business partners for their continued
Sexual Harassment and appropriate action was taken co-operation and excellent support received during the
in the said case. year.
37. Reporting of Frauds: Your Directors recognize and appreciate the efforts
There have been no instances of fraud reported by the and hard work of all the employees of the Company
Statutory Auditors under Section 143(12) of the Act and their continued contribution to its progress.
and Rules framed thereunder either to the Company
or to the Central Government.
For and on behalf of Board of Directors,
38. Significant and Material Orders passed by the
Regulators/Courts, if any

There are no significant or material orders passed by AJIT GULABCHAND

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impact the going concern status of your Company and
its future operations. Registered Office:
39. Material changes & commitment if any, affecting Hincon House, 11th Floor,
financial position of the Company from the end of 1BSL
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financial year till the date of the report. Vikhroli (West)
Mumbai 400 083
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68
Annexure I to the Board’s Report

Disclosure pursuant to the provisions of Rule 12 (9) of the Companies (Share Capital and
Debentures) Rules, 2014 as at March 31, 2016:
No. Particulars Details

a) Options granted 93,05,100 Options

b) 1SJDJOH
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highest trading volume in the Company’s share prior to the date of
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were granted.

c) Options vested   
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outstanding)

d) Options exercised   
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2010)

e) Total No. of shares arising as a result of   
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exercise of Options 2010)

f) Options lapsed   
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2010)

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year 2009-10 re-priced 41,31,600 Options granted by the Company at
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the said Options were priced at ` 52.03 per Equity Share

h) Money realized by exercise of Options ` 34,36,133

i) Total No. of Options in force 16,54,630

Employee wise details of Outstanding Options as of March 31, 2016:

Sr. Directors & Senior Managerial Personnel Number of Options granted

No. and in force
Name Designation

1. .S
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2. .S
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3. Mr. Sharad M. Kulkarni Director 20,580

4. Mr. Anil C. Singhvi Director 20,580

5. Mr. Arun V. Karambelkar* 1SFTJEFOU

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6. .S
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7. .S
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HCC 90TH ANNUAL REPORT 2015-2016 69

 Sr. Directors & Senior Managerial Personnel Number of Options granted
No. and in force
Name Designation

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Resources

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11. Mr. D. M. Kudtarkar* Ex-employee 2,05,920

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13. .S
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14. Mr. S. W. Gaitonde* 7JDF
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1,37,220

Monitoring

Total No. of Options Outstanding 16,54,630

Identified employees who were granted Options, during any one year, equal to or exceeding 1% of the issued capital of the
Company at the time of grant: Nil
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For and on behalf of Board of Directors,

AJIT GULABCHAND
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Registered Office:
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70
Annexure II to the Board’s Report

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management team excluding the Board of

Company: Directors. This would also include all members
of management one level below the executive
The Remuneration Committee of Hindustan Construction
directors including all functional heads.
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on August 30, 2000 consisting of three Independent Senior Management in the Company means and
Directors. includes the following positions:-

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Companies Act, 2013 and the Rules made thereunder Clause 4.4
and as per the revised Listing Agreement, the Board of




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Directors of the Company at its meeting held on May
2, 2014, has renamed the Remuneration Committee



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This policy has been formulated in compliance with
5. ROLE OF THE COMMITTEE
Section 178 of the Companies Act, 2013 read along
with the applicable Rules thereto and erstwhile a) To formulate criteria for identifying Directors and
Clause 49 under the Listing Agreement/SEBI (Listing Senior Management employees of the Company.
and Obligations and Disclosure Requirements) b) To recommend to the Board in relation to
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 appointment and removal of Directors and Senior
2. EFFECTIVE DATE Management.

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 c) To formulate criteria for evaluation of Independent

Directors and the Board.
3. SCOPE
d) To carry out evaluation of the performance of the
This policy is applicable to Directors and Senior
Management of the Company including Key Directors on the Board.
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4. DEFINITIONS relating to the remuneration payable to Directors,
Key managerial personnel and Senior Management
4.1. Act means the Companies Act, 2013 and Rules
employees covered under Clause 4.5.
framed thereunder, as amended from time to
time. f) To ensure that level and composition of
remuneration is reasonable and sufficient to
4.2. Board means Board of Directors of the Company.
attract, retain and motivate Directors of the quality
4.3. Directors means Directors of the Company. required to run the company successfully.


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to the working of the Company and its goals.
4.5. Senior Management means personnel of
the Company who are members of its core i) to devise a policy on Board diversity.

HCC 90TH ANNUAL REPORT 2015-2016 71

6. POLICY FOR IDENTIFICATION, APPOINTMENT 6.2 Term / Tenure of appointment for Directors
AND RETIREMENT OF DIRECTORS AND SENIOR and Senior Management:
MANAGEMENT
a) Managing Director/Whole-time Director:
6.1 Appointment criteria for Directors and Senior
The Company shall appoint or re-appoint any
Management:
person as its Managing Director/ Whole-time
a) A person who is proposed to be appointed as Director for a term not exceeding five years
a Director and/or in Senior Management as a at a time. No re-appointment shall be made
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earlier than one year before the expiry of
expertise and experience for the position he
term.
/ she is considered for appointment and has
to be recommended by the Committee to the The Company shall not appoint or continue
Board for appointment. the employment of any person as Managing
Director/Whole-time Director who has
b) A person shall not be eligible for appointment
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disqualified under the provisions mentioned that the term of the person holding this
in Section 164 of the Companies Act, 2013, position may be extended beyond the
Rules made thereunder, Listing Agreement age of seventy years with the approval of
or any other enactment for the time being in shareholders by passing a special resolution.
force. b) Independent Director:
c) The Director shall be appointed as per the
An Independent Director shall hold office for
procedure laid down under the provisions
a term up to five consecutive years on the
of the Companies Act, 2013, Rules made
Board of the Company and will be eligible
thereunder, Listing Agreement or any other
for re-appointment on passing of a special
enactment for the time being in force.
resolution by the Company and disclosure of
d) Appointment of Independent Directors is such appointment in the Board’s report.
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149 of the Companies Act, 2013, read with No Independent Director shall hold office
schedule IV and Rules made thereunder the for more than two consecutive terms, but
Act and Clause 49 of the Listing Agreement such Independent Director shall be eligible
(as amended from time to time ). for appointment after expiry of three years of
ceasing to become an Independent Director.
e) On appointment to the Board, Independent
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Directors shall have to be issued a formal
letter of appointment in accordance with the not, during the said period of three years,
provisions of the Act and the Rules made be appointed in or be associated with the
thereunder. Company in any other capacity, either directly
or indirectly.


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At the time of appointment of Independent
of Section 203 of the Companies Act, 2013, Director it should be ensured that number of
read with Rules made thereunder the Act (as Boards on which such Independent Director
amended from time to time). serves is restricted to seven listed companies
g) The appointment of Senior Management as an Independent Director and three listed
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companies as an Independent Director in
by the Managing Director and their terms of case such person is serving as a Whole-time
appointment will be in accordance with the Director of a listed company or such other
Company Rules and policy framework. number as may be prescribed under the Act.

72
 c) Senior Management: c) Remuneration for Directors, Key Managerial
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working of the Company and its goals.
6.3 Retirement and Removal of Directors and Senior
Management d) The remuneration payable to the Directors
of a Company including Managing Director/
a. The Director shall retire as per the applicable
Whole-time Directors shall be recommended
provisions of the Act.
by the Committee to the Board for approval.
b. Should the Board decide, it will have the Such remuneration payment including
discretion to retain the Director in the same Commission, if any, shall be in accordance
position/ remuneration or otherwise even after XJUI
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attaining the retirement age, in the interest of the Act and approval of the Members of the
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Company and Central Government, wherever
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thereunder, a Director shall be removed from his
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directorship held with the Company.
Management shall be based on the annual
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be put forth by the Committee to the Board
is proved to be guilty, the premium paid on
for approval. Removal of Senior Management
such insurance shall be treated as part of the
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remuneration.
the provisions of the terms of appointment and
will be decided by the Managing Director. 7.2 Remuneration to Managing Director/Whole-
time Directors:
7. POLICY RELATING TO THE REMUNERATION FOR
DIRECTORS, KEY MANAGERIAL PERSONNEL The remuneration for the Managing Director/
(KMP) AND SENIOR MANAGEMENT EMPLOYEES Whole-time Directors will be governed as per the
7.1 General: provisions of the Companies Act, 2013 and the
Rules framed thereunder from time to time
a) The Committee shall ensure that the
level and composition of remuneration is 7.3 Remuneration to Non- Executive &
reasonable and sufficient to attract retain and Independent Directors:
motivate Directors of the quality required to a) The remuneration payable to Directors who
run the Company successfully; are neither Managing Director nor Whole-
b) Moreover it shall also ensure that the time Directors will be governed as per the
relationship of remuneration to performance provisions of the Companies Act, 2013 and
is clear and meets appropriate performance the Rules framed thereunder from time to
benchmarks; time.

HCC 90TH ANNUAL REPORT 2015-2016 73

 b) Sitting Fees: 9. DISCLOSURE OF THE POLICY

These Directors may receive remuneration
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Report forming a part of the Annual Report of the
that the amount of such fees shall not Company.
exceed ` 1 lac (One Lac) per meeting of the
10. FREQUENCY OF MEETINGS
Board or Committee or such amount as may
be prescribed by the Central Government The meetings of the Committee could be held at such

from time to time. regular intervals as may be required.

c) Remuneration: 11. QUORUM

Remuneration may be paid by way of Minimum two (2) members shall constitute a quorum

commission within the monetary limit for the Committee meeting.

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as per the applicable provisions of the
In the absence of the Chairman, the members of the
Companies Act, 2013.
Committee present at the meeting shall choose one
Independent Directors shall not be entitled to amongst them to act as Chairman.
any stock options of the Company under the
Chairman of the Nomination and Remuneration
Companies Act, 2013. Committee meeting could be present at the Annual
7.4 Remuneration to KMP and Senior General Meeting, to answer the Members queries.
Management employees: However it would be upto the Chairman to nominate
some other member to answer the Members’ queries.
As mentioned earlier, the remuneration as
approved by the Board of Directors shall be 13. SECRETARY
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the annual appraisal and shall be determined by
14. MINUTES OF THE COMMITTEE MEETING
the Managing Director.

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8. POLICY ON BOARD DIVERSITY:
signed by the Chairman of the Committee and tabled
a) The Board of Directors shall have an optimum at the subsequent Board and Committee meeting.
combination of Directors from different areas /
15. MISCELLEANOUS:
fields as may be considered appropriate, as well
as gender. (a) In respect of any policy matters relating to Senior
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b) The Board shall have at at-least one Board
may delegate any of its powers to one or more
member who has accounting or related financial
Company representatives occupying Senior
management expertise and other members of the
management position.
Board should be financially literate.
(b) This policy shall be updated from time to
c) The Board shall also have at-least one Woman
time, by the Company in accordance with the
Director.
amendments, if any, to the Companies Act, 2013,
d) To the extent feasible, the composition of the Rules made thereunder, SEBI Listing Regulations
Board should be of individuals from different or any other applicable enactment for the time
functional domain areas. being in force.

74
Annexure III to the Board’s Report
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relates to the activities to be undertaken by
of the Company: the Company as specified in Schedule VII to the Act
and the expenditure thereon.
In accordance with the provisions of Section 135 of
Companies Act, 2013, the Corporate Social Responsibility 
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(CSR) Committee of Hindustan Construction Company per its financial statement prepared in accordance
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with applicable provisions of the Act (Section 198) and
Directors of the Company at its meeting held on May 2, Rules framed thereunder, but shall not include the
2014. following viz;
The composition of the said Committee is three Directors (i) Any profit arising from any overseas branch or
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separate company or otherwise and
Directors.
(ii) Any dividend received from other companies in
1. OBJECTIVE India, which are covered under and complying

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Section 135 of the Companies Act, 2013 (‘the Act’) for which the relevant financial statements were
read along with the applicable Rules thereto. prepared in accordance with the provisions of the
2. CSR VISION Companies Act, 1956 shall not be required to be re-
calculated in accordance with the provisions of the
The Company’s CSR philosophy is ‘Do Good to Do
Act.
Well and Do Well to Do Good’. HCC’s vision is to
be a responsible industry leader and demonstrate 5. ROLE OF THE CSR COMMITTEE
environmental, transparent and ethical behavioural
a. Formulate and recommend to the Board,
practices which will contribute to the economic
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and sustainable development within the Company,
compliance with Section 135 of the Companies
industry, and society at large.
Act, 2013.
At HCC, CSR has effectively evolved from being
engaged in passive philanthropy to corporate b. Identify the activities to be undertaken as per
community investments, which takes the form Schedule VII of the Companies Act, 2013.
of a social partnership initiative creating value for c. Institute a transparent monitoring mechanism for
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The Company’s CSR activities build an important or activities undertaken by the Company.
bridge between business operations and social d. Recommend the amount of CSR expenditure to
commitment evolving into an integral part of business be incurred on the earmarked CSR activities.
functions, goals and strategy.

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3. SCOPE
from time to time.

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f. Such other functions as the Board may deem fit.
activities undertaken by the Company in India as per
Schedule VII to the Act. 6. ROLE OF THE BOARD

4. DEFINITIONS: a. After taking into account the recommendations

made by the CSR Committee, approve the CSR
1. Corporate Social Responsibility (CSR) means and
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2. CSR Committee means the Corporate Social c. The Board of the Company may decide to
Responsibility Committee of the Board referred to in undertake its CSR activities approved by the
Section 135 of the Act. CSR Committee, through a registered trust or

HCC 90TH ANNUAL REPORT 2015-2016 75

 a registered society or a company established 9. CSR EXPENDITURE
under Section 8 of the Act by the Company, The expenditure incurred on CSR activities undertaken
either singly or along with its holding or subsidiary in India only shall amount to CSR Expenditure.
or associate company, or along with any other
CSR expenditure shall include all expenditure including
company or holding or subsidiary or associate
contribution to corpus for CSR activities approved
company of such other company, or otherwise
by the Board on the recommendation of the CSR
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Committee but does not include any expenditure
is not established by the Company, either singly
on an item not in conformity with or not in line with
or along with its holding or subsidiary or associate
activities which fall within the purview of Schedule VII
company, or along with any other company or
to the Act.
holding or subsidiary or associate company of
such other company, it shall have an established 10. DISCLOSURE OF THE POLICY
track record of three years in undertaking similar The CSR policy recommended by the CSR Committee
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Company’s website and shall be disclosed in the
d. Ensure that in each financial year, the Company
Board’s report as well.
spends at least 2% of the average net profits of
the Company made during the three immediate 11. CSR REPORTING
preceding financial years, calculated in accordance The Board Report of a Company shall include an
with Section 198 of the Act, in pursuance of its Annual Report on CSR containing particulars specified
CSR policy. Further, while spending the amount in Annexure to the CSR Rules as per the prescribed
earmarked for CSR activities, preference should format.
be given to local areas and areas around the
12. FREQUENCY OF MEETINGS
Company where it operates.
The meetings of the Committee could be held at such
e. As per Section 135 of the Act, specify the reasons periodic intervals as may be required.
for under spending the CSR amount in the
13. QUORUM
Board’s Report.
Minimum two (2) members shall constitute a quorum
7. CSR ACTIVITIES FOR IMPLEMENTATION:
for the Committee meeting.
The CSR Activities would be chosen for
14. CHAIRMAN
implementation by the Company in compliance with
the provisions of Section 135 read together with In the absence of the Chairman, the members of the
Schedule VII to the Companies Act, 2013. Committee present at the meeting shall choose one
amongst them to act as Chairman.
8. CSR MONITORING AND REPORTING FRAMEWORK
15. SECRETARY
In compliance with the Act and to ensure that the
The Company Secretary of the Company shall act as
funds spent on CSR Activities are creating the desired
Secretary of the Committee.
impact on the ground a comprehensive Monitoring
and Reporting framework has been put in place. 16. MINUTES OF THE COMMITTEE MEETING

The CSR Committee shall monitor the implementation

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signed by the Chairman of the Committee and tabled
activities. at the subsequent Board and Committee meeting.

The respective CSR personnel will present their annual 17. MISCELLEANOUS
budgets alongwith the list of approved CSR activities This policy shall be updated from time to time, by the
conducted by the Company to the CSR Committee Company in accordance with the amendments, if any,
together with the progress made from time to time as to the Companies Act, 2013, Rules made thereunder
a part of the evaluation process under the monitoring or any other applicable enactment for the time being in
mechanism. force.

76
Annexure IV to the Board’s Report
Format of reporting of Corporate Social Health: The Company will promote various initiatives
Responsibility (CSR) to support health and preventive health care in the
community.
<1VSsuant to Clause (o) of Sub-Section (3) of Section 134
of the Act and Rule 9 of the Companies (Corporate Social Education: The Company will undertake initiatives in
Responsibility) Rules, 2014] the field of education to enhance employability and
wellbeing of the community.
1. A brief outline of the Company’s CSR policy,
including overview of projects or programs Environment: The Company will promote
proposed to be undertaken and a reference to environmental sustainability and conservation of
the web-link to the CSR policy and projects or natural resources.
programs.

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As a pioneer and trend-setter in the construction undertake rural development initiatives to improve
industry in India, HCC is aware of the social the standard of living, infrastructural development,
responsibilities that accompany its leadership status. initiatives for wellbeing for significant improvement
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in the socio-economic conditions of the community
pursuing holistic growth with responsibility towards
and support response to natural calamities including
the people and the environment. The Company’s CSR
preparedness and relief.
philosophy is ‘Do Good to Do Well and Do Well to Do
Good’. The Company’s vision is to be a responsible
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industry leader and demonstrate environmental, will be identified and implemented according to the
transparent and ethical behavioural practices which Board’s approved CSR policy.
will contribute to the economic and sustainable
The expenditure of the CSR will be approved by the
development within the company, industry, and
CSR committee and the Report will be published
society at large.
annually. The CSR reporting will be done annually. The

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CSR policy has been approved by the Board and the
its CSR activities in accordance with Section 135 same will be disclosed on the Company’s website.
of the Companies Act 2013 and the notified Rules.
The CSR Committee shall periodically review the 2. The Composition of the CSR Committee.
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CSR Committee which comprises three directors viz.
into action and continue to contribute towards the
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organization and society at large.
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equitable, environmentally conscious and
sensitive to the societal needs. i) Formulate and recommend to the Board, a
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shall indicate the activities to be undertaken by
community development for the wellbeing of the
the Company as specified in Schedule VII of the
society.
Companies Act, 2013.

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initiatives by creating robust processes. ii) Recommend the amount of expenditure to be
incurred on the activities referred in the CSR
Main Focus Areas:
policy
The activities selected are in accordance with

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Schedule VII of the Companies Act, 2013. Following
implementation from time to time.
are the main Heads of the CSR activities of the
Company: iv) Such other functions as the Board may deem fit.

HCC 90TH ANNUAL REPORT 2015-2016 77

3. Average net profit of the company for last 4. Prescribed CSR Expenditure (two per cent of the
three financial years (as per Section 198 of the average net profit stated in item 3 above)
Companies Act, 2013)
Not Applicable as average net profit of the three
Year 1SPmU-PTT
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preceding years is negative.
FY 2012-13 (209.06)
FY 2013-14 12.79 5. Details of CSR spent during the financial year.
FY 2014-15 139.54 a) Total amount to be spent for the financial year:
Average net profit of the Company for the last three Not Applicable:
financial years is negative. b) Amount unspent, if any; Not Applicable
c) Manner in which the amount spent during the
financial year is detailed below.

Sr. CSR Project Sector in Projects or Amount Amount Cumulative Amount spent: Direct or
No. or activity which the programs outlay spent on the expenditure through implementing
Identified project is Local area (bud get) projects or upto the agency
covered or other project or programs reporting
Direct Through
Specify programs 1. Direct period
Implementing
the state wise expenditure Agency
and district on projects
where or programs
projects or 2. Overheads
programs
was
undertaken
1 Scholarships for Education Across NA 39,00,612 39,00,612 39,00,612 0
the Students, India
Salaries for the
School/institute
Teachers
2 Distribution of Health Across NA 51,535 51,535 44,800 6,735
Blankets for India
tribal community
during heavy
colds, Blood
Donation Camps
3 Sports promotion, Rural Across NA 61,000 61,000 0 61,000
development Development India
of Tribal’s in
the field of
Agriculture and
empowerment of
Local community
4 Food Supply and Disaster relief Across NA 76,350 76,350 76,350 0
other materials India
distributed
among the
affected people
TOTAL 4,089,497 4,089,497 40,21,762 67,735

78
6. In case the company has failed to spend the two per “The implementation and monitoring of Corporate
cent of the average net profit of the last three financial 4PDJBM
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years or any part thereof, the company shall provide $43
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7. A responsibility statement of the CSR Committee that

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Registered Office:
Hincon House, 11th Floor,
company.
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RESPONSIBILITY STATEMENT Vikhroli (West)
Mumbai 400 083.
The Responsibility Statement of the Corporate Social
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the Company is as stated below: %BUF

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HCC 90TH ANNUAL REPORT 2015-2016 79

Annexure V to the Board’s Report
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came out with the last public offer in case of listed
companies.
Section 197(12) of the Companies Act,
2013 read with Rule 5 (1) of the Companies a) Variations in the market capitalisation of the
Company: The market capitalisation as on March
(Appointment and Remuneration of 31, 2016 was ` 1519.36 crore (` 2111.85 crore as
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 on March 31, 2015)
i) The ratio of the remuneration of each Director to
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the median remuneration of the employees of the as at March 31, 2016 and was 25.83 as at March
company for the financial year. 31,2015.

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compared to the rate at which the company came
Ms. Shalaka Gulabchand Dhawan : 1:15
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ii) The percentage increase in remuneration of each Company had come out with initial public offer
Director, Chief Financial Officer, Chief Executive *10

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Key Managerial Personnel: with the percentile increase in the managerial
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Company.
iv) The number of permanent employees on rolls of the
company: 1673 employees as on March 31, 2016. Same as in point vi) above.

v) The explanation on the relationship between average x) The key parameters for any variable component of
increase in remuneration and company performance. remuneration availed by the Directors.

There was no increase in remuneration for employees No Director has received any variable component of
in the Company during the financial year 2015-16. remuneration.

vi) Comparison of the remuneration of Key Managerial xi) The ratio of the remuneration of the highest paid
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highest paid Director during the year.
Sood, Group CFO was on account of change of his
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employee received remuneration higher than him.
vii) Variations in the market capitalisation of the
company, price earnings ratio as at the closing date xii) Affirmation that the remuneration is as per the
of the current financial year and previous financial Remuneration policy of the Company.
year and percentage increase over decrease in the
The remuneration paid to employees is as per the
market quotations of the shares of the Company
remuneration policy of the Company.
in comparison to the rate at which the Company

80
Annexure VI to the Board’s Report
Information as per Section 134 read with iv. Development of alternate equivalent, less
Rule 8 of the Companies (Accounts) Rules, expensive construction materials from
industrial wastes in close coordination with
2014 for the financial year ended March 31,
specialized vendors.
2016.
v. Speedier Construction technologies as
I. Conservation of Energy roller compacted concrete (RCC) for the
The Company is continuing with energy saving construction of dams.
measures initiated earlier like usage of Load Sharing vi. Alternate feasible structural designs (ex.
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Factor Controller) panels, FCMA (Flux Compensated such as improvement in the specifications,
Magnetic Amplifier) Starter for Main Crusher Motors, enhanced design life, reduced use of
Variable Frequency Drive (VFD) Starting System for natural construction materials and improved
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sustainability.
Energy Efficient Motors in Gantry Cranes.
vii. Construction methods such as pumping of
II. Technology Absorption concrete through 2.4 km for productivity
enhancement.
Efforts made in technology absorption.
2. Technology Absorption and Adaptation
1. Research and Development (R&D)
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and adaptations during the last five years are:
continual efficiency enhancement, reductions in
material costs, process development, improving 1. Roller Compacted Concrete (RCC) Material
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through interdisciplinary engineering within the absorbed. This construction material and
organization and in technical collaboration with technology were used for completing the
vendors, consultants and academia sharing similar dam construction at the Teesta Low Dam
interests. 1SPKFDU
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headrace tunnel was accomplished using
concrete a sustainable choice. This is pumping of self-compacting concrete through
partly achieved using less energy intensive 2.432 km. incidentally this also lead to
chemical additives, enhanced use of alternate creation of World record in pumping concrete
cementing materials (like fly ash, slag, micro through such long distance.
silica, etc.) and optimal quality assurance




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planning.
2014, Technology adapted. For the first time,
ii. Controlled quarrying and crushing of a double-shielded Tunnel Boring Machine
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iii. Through the use of the philosophy of boring of 816 meter/ month was achieved at
materials integrated design, maximization peak.
of locally available construction materials is 4. Incremental Launching of 125 M Double
achieved. Decker Steel Bridge 125 M Span, 2014 ~

HCC 90TH ANNUAL REPORT 2015-2016 81

 ongoing, Technology being absorbed. HCC Based on these efforts, over 10 technical papers
with its consortium partner from Germany were published/ presented in various forums
is using the method for incremental including international and national research
(continuous) launching of ten spans of 125 KPVSOBMT
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meter each, road cum railway double-decker
steel bridge over river Bramhaputra. This b) Benefits derived as a result of the above
steel bridge is also unique for using welded efforts:
connections. i. Faster progress implying earlier completion of




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ongoing, Technology being adapted. HCC
ii. Efficiency improvements
is making use of various pavement design
methods, construction machineries and iii. Enhancement of quality
alternate materials to reduce the construction iv. Enhanced life of built-structures
time and construction materials and increase
the life of the construction pavements. v. Improved sustainability
Demonstration stretches have been III. Foreign Exchange earnings and Outgo:
constructed at NH34 and, while designs are
being developed for the Indo-Nepal border (a) Total Foreign Exchange used and earned:
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6. Use of 3D Analysis For Optimized Design, and Outgo is contained in Note No. 39(D), 39(A)
2014~ongoing, Technology being adapted. 
 #

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Optimized design of the powerhouse Statements.
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Software in close coordination of experts
from France and Canada is used in optimizing
the rock supports. AJIT GULABCHAND
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7. Dam Construction Using Concrete Faced
Rockfill Dam (CFRD), 2013 ~ ongoing, Registered Office:
Technology being adapted. A CFRD dam is Hincon House, 11th Floor,
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with expertise from Greece. Constructing Vikhroli (West)
CFRD at such height i.e. at elevation of Mumbai 400 083.
close to 2400 m and working at sub-zero
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82
Annexure VII to the Board’s Report
Form No. MR-3
Secretarial Audit Report
For the financial year ended 31st March, 2016
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To (v) The following Regulations and Guidelines, to the
extent applicable, prescribed under the Securities and
The Members
Exchange Board of India Act, 1992 (‘SEBI Act’):-
HINDUSTAN CONSTRUCTION COMPANY LIMITED
(a) The Securities and Exchange Board of India
Hincon House, 11th
'MPPS
1BSL (Substantial Acquisition of Shares and Takeovers)
Lal Bahadur Shastri Marg, Regulations, 2011;
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(b) The Securities and Exchange Board of India
We have conducted the Secretarial Audit of the compliance 1SPIJCJUJPO
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of applicable statutory provisions and the adherence to
corporate practices by Hindustan Construction Company (c) The Securities and Exchange Board of India
Limited (hereinafter called ‘the Company’) for the audit (Issue of Capital and Disclosure Requirements)
period covering the financial year ended on 31st March, Regulations, 2009;
2016. Secretarial Audit was conducted in a manner that (d) The Securities and Exchange Board of India
provided us a reasonable basis for evaluating the corporate (Registrars to an Issue and Share Transfer Agents)
conducts / statutory compliances and expressing our Regulations, 1993 regarding the Companies Act
opinion thereon. and dealing with client;
Based on our verification of the Company’s books, (e) The Securities and Exchange Board of India
papers, minute books, forms and returns filed and
(Listing Obligations and Disclosure Requirements)
other records maintained by the Company and also
Regulations, 2015;
the information provided by the Company, its officers,
agents and authorised representatives during the conduct We have also examined compliance with the applicable
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clauses of the following:
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(i) Secretarial Standards issued by The Institute of
our opinion, the Company has, during the audit period Company Secretaries of India related to meetings and
generally complied with the statutory provisions listed
minutes
hereunder and also that the Company has proper Board-
processes and compliance mechanism in place to the (ii) Listing Agreement entered into by the Company with
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the Stock Exchanges(s)
hereinafter. During the period under review, the Company has
We have examined the books, papers, minute books, generally complied with the provisions of the Act, Rules,
forms and returns filed and other records maintained by Regulations, Guidelines etc. mentioned above.
the Company for the financial year ended on March 31, During the period under review, provisions of the following
2016 according to the provisions of:
regulations were not applicable to the Company:
(i) The Companies Act, 2013 (‘the Act’) and the Rules
(i) The Securities and Exchange Board of India (Employee
made thereunder;
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(ii) The Securities Contracts (Regulation) Act, 1956 Scheme), Guidelines, 1999;
(‘SCRA’) and the Rules made thereunder;
(ii) The Securities and Exchange Board of India (Issue and
(iii) The Depositories Act, 1996 and the Regulations and Listing of Debt Securities) Regulations, 2008;
Bye-Laws framed thereunder;
(iii) The Securities and Exchange Board of India (Delisting
(iv) Foreign Exchange Management Act, 1999 and the of Equity Shares) Regulations, 2009;
Rules and Regulations made thereunder to the
(iv) The Securities and Exchange Board of India (Buyback
extent of Foreign Direct Investment, Overseas Direct
of Securities) Regulations, 1998;
Investment and External Commercial Borrowings;

HCC 90TH ANNUAL REPORT 2015-2016 83

We further report that - Annexure I
The Board of Directors of the Company is duly constituted The Members,
with proper balance of Executive Directors, Non-Executive
Directors and Independent Directors. The changes in Hindustan Construction Company Limited
the composition of the Board of Directors that took
1. Maintenance of Secretarial record is the responsibility
place during the period under review were carried out in
of the management of the Company. Our
compliance with the provisions of the Act.
responsibility is to express an opinion on these
Adequate notice is given to all Directors to schedule the secretarial records based on our audit.
Board meetings agenda and detailed notes on agenda
were sent at least seven days in advance, and a system 2. We have followed the audit practices and processes
exists for seeking and obtaining further information and as were appropriate to obtain reasonable assurance
clarifications on the agenda items before the meeting and about the correctness of the contents of the
for meaningful participation at the meeting. Secretarial Records. The verification was done on the
test basis to ensure that correct facts are reflected in
Decisions at the meetings of the Board of Directors of the
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secretarial records. We believe that the processes and
There were no dissenting views by any member of the practices, we followed provide a reasonable basis for
Board of Directors during the period under review. our opinion.

We further report that – 3. We have not verified the correctness and

appropriateness of financial records and Books of
There are adequate systems and processes in the
Accounts of the Company.
Company commensurate with the size and operations
of the Company to monitor and ensure compliance with 4. Wherever required, we have obtained the
applicable laws, Rules, regulations and guidelines. Management representation about the compliance of
We further report that during the audit period, the laws, Rules and regulations and happening of events
company had etc.

(i) Obtained approval of members by way of special 5. The compliance of the provisions of corporate and
resolution pursuant to the provisions of Clause 49(V) other applicable laws, Rules, regulations, standards is
of the Equity Listing Agreement to sell, transfer or the responsibility of management. Our examination
otherwise dispose of the whole or substantially the was limited to the verification of procedures on test
whole of the entire investments / shares held by HCC basis.
Concessions Limited, a Subsidiary of the Company,
in Nirmal BOT Limited, a Subsidiary Company, Dhule 6. The Secretarial Audit report is neither an assurance
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as to the future viability of the Company nor of the
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efficacy or effectiveness with which the management
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has conducted the affairs of the Company.
for a consideration.
For BNP & Associates
(ii) Obtained approval from the members for raising funds
Company Secretaries
by way of issuance of Foreign Currency Convertible
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an amount not exceeding ` 1000 crore. Keyoor Bakshi
1MBDF
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(iii) issued and allotted on April 10, 2015, 133,332,800
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equity shares of face value of Re. 1 each at a price of
` 30 per Equity Share (including a premium of ` 29
per Equity Shares), aggregating to ` 399,99,84,000
(Rupees Three Hundred Ninety Nine crore Ninety Nine
Lacs and Eighty Four Thousand Only).

For BNP & Associates

Company Secretaries

Keyoor Bakshi
1MBDF
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84
Annexure VIII to the Board’s Report
Form No. MGT-9
Extract of Annual Return
For the financial year ended on March 31, 2016
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(Management and Administration) Rules, 2014]
I. REGISTRATION AND OTHER DETAILS:

CIN -.)1-$
ii) Registration Date +BOVBSZ


iii) Name of the Company Hindustan Construction Company Limited
iv) Category / Sub-Category of the Company Company having Share Capital
v) Address of the Registered office and contact Hincon House, 11th
'MPPS
1BSL
-#4
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Tel: +91 22 25751000 Fax: +91 22 25775950
vi) Whether listed company Yes / No Yes
vii) Name, Address and Contact details of Registrar TSR Darashaw Limited
and Transfer Agent, if any

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Studio, 20, Dr. E. Moses Road, Mahalaxmi, Mumbai - 400011
II. PRINCIPAL BUSINESS ACTIVITIES OF THE COMPANY
All the business activities contributing 10% or more of the total turnover of the company shall be stated:-

Sl. Name and Description of main products / NIC Code of the Product / service % to total turnover of
No. services the company
1 Engineering and Construction Activities 42101,42201,42204 100%
III. PARTICULARS OF HOLDING, SUBSIDIARY AND ASSOCIATE COMPANIES

Sr. NAME OF ADDRESS CIN/GLN HOLDING/ % of shares Applicable

N0 THE COMPANY SUBSIDIARY/ Held by the Section
ASSOCIATE Company /
subsidiary
/ Associate
company

1 Western Securities Hincon House, 6.)1-$ Subsidiary 97.87 2 (87) (ii)

Limited 11th
nPPS
1BSL
LBS Marg, Vikhroli
8FTU

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400083.

2 HCC Real Estate Limited Hincon House, 6.)1-$ Wholly 100.00 2 (87) (ii)
11th
nPPS
1BSL Owned
LBS Marg, Vikhroli Subsidiary
8FTU

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400083.

3 1BODILVUJS
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Hincon House, 6.)1-$ Wholly 100.00 2 (87) (ii)

Limited 11th
nPPS
1BSL Owned
LBS Marg, Vikhroli Subsidiary
8FTU

.VNCBJ
o

400083.

HCC 90TH ANNUAL REPORT 2015-2016 85

Sr. NAME OF ADDRESS CIN/GLN HOLDING/ % of shares Applicable
N0 THE COMPANY SUBSIDIARY/ Held by the Section
ASSOCIATE Company /
subsidiary
/ Associate
company

4 HCC Mauritius 4U
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Not Applicable Wholly 100.00 2 (87) (ii)

Enterprises Limited o
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Owned
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Subsidiary
Louis, Republic of
Mauritius

5 HCC Construction Hincon House, ø6.)1-$ Wholly 100.00 2 (87) (ii)

Limited 11th
nPPS
1BSL Owned
LBS Marg, Vikhroli Subsidiary
8FTU

.VNCBJ
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400083.

6 Highbar Technologies Hincon House, 6.)1-$ Wholly 100.00 2 (87) (ii)

Limited 11th
nPPS
1BSL Owned
LBS Marg, Vikhroli Subsidiary
8FTU

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400083.

7 HCC Infrastructure Hincon House, 6.)1-$ Wholly 100.00 2 (87) (ii)

Company Limited 11th
nPPS
1BSL Owned
LBS Marg, Vikhroli Subsidiary
8FTU

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400083.

8 HCC Mauritius 4U
+BNFT
$PVSU
Not Applicable Wholly 100.00 2 (87) (ii)

Investment Limited o
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Owned
%FOJT
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1PSU
Subsidiary
Louis, Republic of
Mauritius

9 HRL Township Hincon House, 6.)1-$ Wholly 100.00 2 (87) (ii)

Developers Limited 11th
nPPS
1BSL Owned
LBS Marg, Vikhroli Subsidiary
8FTU

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400083.

10 HRL (Thane) Real Estate Hincon House, 6.)1-$ Wholly 100.00 2 (87) (ii)
Limited 11th
nPPS
1BSL Owned
LBS Marg, Vikhroli Subsidiary
8FTU

.VNCBJ
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400083.

11 Nashik Township Hincon House, 6.)1-$ Wholly 100.00 2 (87) (ii)

Developers Ltd 11th
nPPS
1BSL Owned
LBS Marg, Vikhroli Subsidiary
8FTU

.VNCBJ
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400083.

86
Sr. NAME OF ADDRESS CIN/GLN HOLDING/ % of shares Applicable
N0 THE COMPANY SUBSIDIARY/ Held by the Section
ASSOCIATE Company /
subsidiary
/ Associate
company

12 Maan Township Hincon House, 6.)1-$ Wholly 100.00 2 (87) (ii)

Developers Ltd 11th
nPPS
1BSL Owned
LBS Marg, Vikhroli Subsidiary
8FTU

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400083.

13 Charosa Wineries Hincon House, 6.)1-$ Wholly 100.00 2 (87) (ii)

Limited 11th
nPPS
1BSL Owned
LBS Marg, Vikhroli Subsidiary
8FTU

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400083.

14 1PXBJ
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Hincon House, 6.)1-$ Wholly 100.00 2 (87) (ii)

Developer Limited 11th
nPPS
1BSL Owned
LBS Marg, Vikhroli Subsidiary
8FTU

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400083.

15 HCC Realty Limited Hincon House, 6.)1-$ Wholly 100.00 2 (87) (ii)
11th
nPPS
1BSL Owned
LBS Marg, Vikhroli Subsidiary
8FTU

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400083.

16 1VOF1BVE
5PMM
3PBE
Hincon House, ø6.)1-$ Wholly 100.00 2 (87) (ii)

Company Limited 11th
nPPS
1BSL Owned
LBS Marg, Vikhroli Subsidiary
8FTU

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400083.

17 HCC Aviation Limited Hincon House, 6.)1-$ Wholly 100.00 2 (87) (ii)
11th
nPPS
1BSL Owned
LBS Marg, Vikhroli Subsidiary
8FTU

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400083.

18 Steiner AG Hagenholzstrasse Not Applicable Wholly 100.00 2 (87) (ii)

56, CH-8050 Owned
Zürich, Switzerland Subsidiary

19 4UFJOFS
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FU
Route de Lully 5, Not Applicable Wholly 100.00 2 (87) (ii)

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4" 1131 Tolochenaz, Owned
Switzerland Subsidiary

20 Steiner (Deutschland) Einsteinstrasse Not Applicable Wholly 100.00 2 (87) (ii)

GmbH 7, D-33104 Owned
1BEFSCPSO
Subsidiary
Germany

HCC 90TH ANNUAL REPORT 2015-2016 87

Sr. NAME OF ADDRESS CIN/GLN HOLDING/ % of shares Applicable
N0 THE COMPANY SUBSIDIARY/ Held by the Section
ASSOCIATE Company /
subsidiary
/ Associate
company
21 VM + ST AG Hagenholzstrasse Not Applicable Wholly 100.00 2 (87) (ii)
56, CH-8050 Owned
Zürich, Switzerland Subsidiary

22 Steiner Leman SAS Site d’Archamps Not Applicable Wholly 100.00 2 (87) (ii)
- Athéna 1, 74160 Owned
Archamps, France Subsidiary

23 SNC Valliery Route de Site d’Archamps Not Applicable Wholly 100.00 2 (87) (ii)
Bloux - Athéna 1, 74160 Owned
Archamps, France Subsidiary

24 Eurohotel SA Rue de Lyon 87, Not Applicable Subsidiary 95.00 2 (87) (ii)

(FOÒWF

Switzerland

25 Steiner India Limited Hincon House, U45203MH2011FLC221029 Wholly 100.00 2 (87) (ii)
11th
nPPS
1BSL Owned
LBS Marg, Vikhroli Subsidiary
8FTU

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400083.

26 Highbar Technologies %*$
1#( Not Applicable Wholly 100.00 2 (87) (ii)

FZ LLC EO-21,Ground Owned
Floor, DIC Building Subsidiary
16,Dubai, United
Arab Emirates

27 %IVMF
1BMFTOFS
Hincon House, 6.)1-$ Wholly 100.00 2 (87) (ii)

0QFSBUJPOT

11th
nPPS
1BSL Owned
Maintenance Limited LBS Marg, Vikhroli Subsidiary
8FTU

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400083.

28 )$$
1PXFS
-JNJUFE Hincon House, 6.)1-$ Wholly 100.00 2 (87) (ii)

11th
nPPS
1BSL Owned
LBS Marg, Vikhroli Subsidiary
8FTU

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400083.

29 HCC Concessions Hincon House, 6.)1-$ Subsidiary 85.45 2 (87) (ii)

Limited 11th
nPPS
1BSL
LBS Marg, Vikhroli
8FTU

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400083.

30 )$$
0QFSBUJPOT

Hincon House, 6.)1-$ Wholly 100.00 2 (87) (ii)

Maintenance Limited 11th
nPPS
1BSL Owned
LBS Marg, Vikhroli Subsidiary
8FTU

.VNCBJ
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400083.

88
Sr. NAME OF ADDRESS CIN/GLN HOLDING/ % of shares Applicable
N0 THE COMPANY SUBSIDIARY/ Held by the Section
ASSOCIATE Company /
subsidiary
/ Associate
company

31 Narmada Bridge Tollway Hincon House, 6.)1-$ Subsidiary 85.45 2 (87) (ii)
Limited 11th
nPPS
1BSL
LBS Marg, Vikhroli
8FTU

.VNCBJ
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400083.

32 Badarpur Faridabad Hincon House, 6.)1-$ Subsidiary 85.45 2 (87) (ii)

Tollway Limited 11th
nPPS
1BSL
LBS Marg, Vikhroli
8FTU

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400083.

33 Baharampore-Farakka Hincon House, 6.)1-$ Subsidiary 85.45 2 (87) (ii)

Highways Limited 11th
nPPS
1BSL
LBS Marg, Vikhroli
8FTU

.VNCBJ
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400083.

34 'BSBLLBo3BJHBOK
Hincon House, 6.)1-$ Subsidiary 85.45 2 (87) (ii)

Highways Limited 11th
nPPS
1BSL
LBS Marg, Vikhroli
8FTU

.VNCBJ
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400083.

35 3BJHBOKo%BMLIPMB
Hincon House, 6.)1-$ Subsidiary 85.45 2 (87) (ii)

Highways Limited 11th
nPPS
1BSL
LBS Marg, Vikhroli
8FTU

.VNCBJ
o

400083.

36 HCC Energy Limited Hincon House, 6.)1-$ Wholly 100.00 2 (87) (ii)
11th
nPPS
1BSL Owned
LBS Marg, Vikhroli Subsidiary
8FTU

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400083.

37 Lavasa Corporation Hincon House, 6.)1-$ Subsidiary 68.70 2 (87) (ii)

Limited 11th
nPPS
1BSL
LBS Marg, Vikhroli
8FTU

.VNCBJ
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400083.

38 Lavasa Hotel Limited Hincon House, 6.)1-$ Wholly 100.00 2 (87) (ii)
11th
nPPS
1BSL Owned
LBS Marg, Vikhroli Subsidiary
8FTU

.VNCBJ
o

400083.

HCC 90TH ANNUAL REPORT 2015-2016 89

Sr. NAME OF ADDRESS CIN/GLN HOLDING/ % of shares Applicable
N0 THE COMPANY SUBSIDIARY/ Held by the Section
ASSOCIATE Company /
subsidiary
/ Associate
company

39 Lakeshore Watersports Hincon House, 6.)1-$ Wholly 100.00 2 (87) (ii)

Company Limited 11th
nPPS
1BSL Owned
LBS Marg, Vikhroli Subsidiary
8FTU

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400083.

40 Dasve Convention Hincon House, 6.)1-$ Wholly 100.00 2 (87) (ii)

Center Limited 11th
nPPS
1BSL Owned
LBS Marg, Vikhroli Subsidiary
8FTU

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400083.

41 Dasve Business Hotel Hincon House, 6.)1-$ Wholly 100.00 2 (87) (ii)
Limited 11th
nPPS
1BSL Owned
LBS Marg, Vikhroli Subsidiary
8FTU

.VNCBJ
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400083.

42 Dasve Hospitality Hincon House, 6.)1-$ Wholly 100.00 2 (87) (ii)

Institutes Limited 11th
nPPS
1BSL Owned
LBS Marg, Vikhroli Subsidiary
8FTU

.VNCBJ
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400083.

43 Lakeview Clubs Limited Hincon House, 6.)1-$ Wholly 100.00 2 (87) (ii)
11th
nPPS
1BSL Owned
LBS Marg, Vikhroli Subsidiary
8FTU

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400083.

44 Dasve Retail Limited Hincon House, 6.)1-$ Wholly 100.00 2 (87) (ii)
11th
nPPS
1BSL Owned
LBS Marg, Vikhroli Subsidiary
8FTU

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400083.

45 Full Spectrum Adventure Hincon House, 6.)1-$ Subsidiary 90.90 2 (87) (ii)
Limited 11th
nPPS
1BSL
LBS Marg, Vikhroli
8FTU

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400083.

46 Spotless Laundry Hincon House, 6.)1-$ Subsidiary 76.02 2 (87) (ii)

Services Limited 11th
nPPS
1BSL
LBS Marg, Vikhroli
8FTU

.VNCBJ
o

400083.

90
Sr. NAME OF ADDRESS CIN/GLN HOLDING/ % of shares Applicable
N0 THE COMPANY SUBSIDIARY/ Held by the Section
ASSOCIATE Company /
subsidiary
/ Associate
company

47 Lavasa Bamboocrafts Hincon House, 6.)1-$ Wholly 100.00 2 (87) (ii)

Limited 11th
nPPS
1BSL Owned
LBS Marg, Vikhroli Subsidiary
8FTU

.VNCBJ
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400083.

48 Green Hills Residences Hincon House, 6.)1-$ Subsidiary 60.00 2 (87) (ii)
Limited 11th
nPPS
1BSL
LBS Marg, Vikhroli
8FTU

.VNCBJ
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400083.

49 My City Technology Hincon House, 6.)1-$ Subsidiary 63.00 2 (87) (ii)

Limited 11th
nPPS
1BSL
LBS Marg, Vikhroli
8FTU

.VNCBJ
o

400083.

50 Reasonable Housing Hincon House, 6.)1-$ Wholly 100.00 2 (87) (ii)

Limited 11th
nPPS
1BSL Owned
LBS Marg, Vikhroli Subsidiary
8FTU

.VNCBJ
o

400083.

51 Future City Multiservices Hincon House,
6.)1-$ Wholly 100.00 2 (87) (ii)
SEZ Limited 11th
nPPS
1BSL Owned
LBS Marg, Vikhroli Subsidiary
8FTU

.VNCBJ
o

400083.

52 Verzon Hospitality Hincon House, 6.)1-$ Wholly 100.00 2 (87) (ii)

Limited 11th
nPPS
1BSL Owned
LBS Marg, Vikhroli Subsidiary
8FTU

.VNCBJ
o

400083.

53 Rhapsody Commercial Hincon House, 6.)1-$ Wholly 100.00 2 (87) (ii)

Space Limited 11th
nPPS
1BSL Owned
LBS Marg, Vikhroli Subsidiary
8FTU

.VNCBJ
o

400083.

54 Valley View Hincon House, 6.)1-$ Wholly 100.00 2 (87) (ii)

Entertainment Limited 11th
nPPS
1BSL Owned
LBS Marg, Vikhroli Subsidiary
8FTU

.VNCBJ
o

400083.

HCC 90TH ANNUAL REPORT 2015-2016 91

Sr. NAME OF ADDRESS CIN/GLN HOLDING/ % of shares Applicable
N0 THE COMPANY SUBSIDIARY/ Held by the Section
ASSOCIATE Company /
subsidiary
/ Associate
company

55 Whistling Thrush Hincon House, 6.)1-$ Subsidiary 51.00 2 (87) (ii)

Facilities Services 11th
nPPS
1BSL
Limited LBS Marg, Vikhroli
8FTU

.VNCBJ
o

400083.

56 Warasgaon Tourism Hincon House, 6.)1-$ Wholly 100.00 2 (87) (ii)

Limited 11th
nPPS
1BSL Owned
LBS Marg, Vikhroli Subsidiary
8FTU

.VNCBJ
o

400083.

57 Our Home Service Hincon House, 6.)1-$ Wholly 100.00 2 (87) (ii)
Apartments Limited 11th
nPPS
1BSL Owned
LBS Marg, Vikhroli Subsidiary
8FTU

.VNCBJ
o

400083.

58 8BSBTHBPO
1PXFS
Hincon House, 6.)1-$ Wholly 100.00 2 (87) (ii)

Supply Limited 11th
nPPS
1BSL Owned
LBS Marg, Vikhroli Subsidiary
8FTU

.VNCBJ
o

400083.

59 Sahyadri City Hincon House, 6.)1-$ Wholly 100.00 2 (87) (ii)

Management Limited 11th
nPPS
1BSL Owned
LBS Marg, Vikhroli Subsidiary
8FTU

.VNCBJ
o

400083.

60 Hill City Service Hincon House, 6.)1-$ Wholly 100.00 2 (87) (ii)
Apartments Limited 11th
nPPS
1BSL Owned
LBS Marg, Vikhroli Subsidiary
8FTU

.VNCBJ
o

400083.

61 Kart Racers Limited Hincon House, 6.)1-$ Wholly 100.00 2 (87) (ii)
11th
nPPS
1BSL Owned
LBS Marg, Vikhroli Subsidiary
8FTU

.VNCBJ
o

400083.

62 Warasgaon Hincon House, 6.)1-$ Wholly 100.00 2 (87) (ii)

*OGSBTUSVDUVSF
1SPWJEFST
11th
nPPS
1BSL Owned
Limited LBS Marg, Vikhroli Subsidiary
8FTU

.VNCBJ
o

400083.

92
Sr. NAME OF ADDRESS CIN/GLN HOLDING/ % of shares Applicable
N0 THE COMPANY SUBSIDIARY/ Held by the Section
ASSOCIATE Company /
subsidiary
/ Associate
company

63 Nature Lovers Retail Hincon House, 6.)1-$ Wholly 100.00 2 (87) (ii)
Limited 11th
nPPS
1BSL Owned
LBS Marg, Vikhroli Subsidiary
8FTU

.VNCBJ
o

400083.

64 Osprey Hospitality Hincon House, 6.)1-$ Wholly 100.00 2 (87) (ii)

Limited 11th
nPPS
1BSL Owned
LBS Marg, Vikhroli Subsidiary
8FTU

.VNCBJ
o

400083.

65 Warasgaon Valley Hotels Hincon House, 6.)1-$ Wholly 100.00 2 (87) (ii)
Limited 11th
nPPS
1BSL Owned
LBS Marg, Vikhroli Subsidiary
8FTU

.VNCBJ
o

400083.

66 Rosebay Hotels Limited Hincon House, 6.)1-$ Wholly 100.00 2 (87) (ii)
11th
nPPS
1BSL Owned
LBS Marg, Vikhroli Subsidiary
8FTU

.VNCBJ
o

400083.

67 Mugaon Luxury Hotels Hincon House, 6.)1-$ Wholly 100.00 2 (87) (ii)
Limited 11th
nPPS
1BSL Owned
LBS Marg, Vikhroli Subsidiary
8FTU

.VNCBJ
o

400083.

68 Warasgaon Assets Hincon House, 6.)1-$ Wholly 100.00 2 (87) (ii)

Maintenance Limited 11th
nPPS
1BSL Owned
LBS Marg, Vikhroli Subsidiary
8FTU

.VNCBJ
o

400083.

69 )JMM
7JFX
1BSLJOH
Hincon House, 6.)1-$ Wholly 100.00 2 (87) (ii)

Services Limited 11th
nPPS
1BSL Owned
LBS Marg, Vikhroli Subsidiary
8FTU

.VNCBJ
o

400083.

70 Ecomotel Hotel Limited Hincon House, 6.)1-$ Subsidiary 51.00 2 (87) (ii)
11th
nPPS
1BSL
LBS Marg, Vikhroli
8FTU

.VNCBJ
o

400083.

HCC 90TH ANNUAL REPORT 2015-2016 93

Sr. NAME OF ADDRESS CIN/GLN HOLDING/ % of shares Applicable
N0 THE COMPANY SUBSIDIARY/ Held by the Section
ASSOCIATE Company /
subsidiary
/ Associate
company

71 Warasgaon Lake View Hincon House, 6.)1-$ Associate 27.00 2 (6)

Hotels Limited 11th
nPPS
1BSL Company
LBS Marg, Vikhroli
8FTU

.VNCBJ
o

400083.

72 Andromeda Hotels Hincon House, 6.)1-$ Associate 40.00 2 (6)

Limited 11th
nPPS
1BSL Company
LBS Marg, Vikhroli
8FTU

.VNCBJ
o

400083.

73 Knowledge Vistas 


th 6.)1-$ Associate 49.00 2 (6)

Limited Floor, Kaatyayni Company
#VTJOFT
1BSL

OFF:Mahakali
Caves Road,
MIDC,Andheri,
Kurla Road,
Mumbai - 400093

74 Bona Sera Hotels 640-B, Khorshed 6.)1-$ Associate 26.00 2 (6)

Limited Villa, Khareghat Company
3PBE
1BSTJ
$PMPOZ

%BEBS
.VNCBJ
o

400 014

75 Evostate AG Hagenholzstrasse Not Applicable Associate 30.00 2 (6)

56, 8050 Zürich, Company
Switzerland

76 1SPKFLUFOUXJDLMVOHTHFT
Kunstmuseum Not Applicable Associate 38.64 2 (6)

1BSLJOH
,VOTUNVTFVN
Basel AG, c/o Company
AG 1FUFS
"OESFBT

;BIO
4U
+BLPCT
Strasse 7, 4052
Basel, Switzerland

77 MCR Managing Corp. Route de Lully 5, Not Applicable Subsidiary of 30.00 2 (6)
Real Estate AG 1131,Tolochenaz, Evostate AG
Switzerland

78 Apollo Lavasa Health 1MPU
/P

1BSTJL
6.)1-$ Associate 49.00 2(6)

Corporation Limited Hill Road, Off. Uran Company
Road, Sector 23,
CBD Belapur, Navi
Mumbai 400614

94
Sr. NAME OF ADDRESS CIN/GLN HOLDING/ % of shares Applicable
N0 THE COMPANY SUBSIDIARY/ Held by the Section
ASSOCIATE Company /
subsidiary
/ Associate
company

79 Starlit Resort Limited Hincon House, 6.)1-$ Associate 26.00 2(6)

11th
nPPS
1BSL Company
LBS Marg, Vikhroli
8FTU

.VNCBJ
o

400083.

80 Nirmal BOT Limited 6OJU
/P


6.)1-$ Associate 22.22 2(6)

317, C Wing, Third Company
Floor, Kanakia
Zillion, LBS Marg,
BKC Annexe,
Mumbai 400 070.

IV. SHARE HOLDING PATTERN (Equity Share Capital Breakup as percentage of Total Equity)
a) Category-wise Share Holding

Category of Members No. of Shares held at the beginning of the year No. of Shares held at the end of the year %
Demat Physical Total % of Demat Physical Total % of change
Total Total during
Shares Shares the year

A. Promoters
(1) Indian
a) Individual/HUF 2127294 0 2127294 0.33 2127294 0 2127294 0.27 -0.06
b) Central Govt.or
0 0 0 0.00 0 0 0 0.00 0.00
State Govt.
c) Bodies Corporates 278887786 0 278887786 43.18 278887786 0 278887786 35.79 -7.39
d) Bank/FI 0 0 0 0.00 0 0 0 0.00 0.00
e) Any other 0 0 0 0.00 0 0 0 0.00 0.00
SUB TOTAL:(A) (1) 281015080 0 281015080 43.51 281015080 0 281015080 36.07 -7.45
(2) Foreign
a) NRI- Individuals 0 0 0 0.00 0 0 0 0.00 0.00
b) Other Individuals 0 0 0 0.00 0 0 0 0.00 0.00
c) Bodies Corp. 0 0 0 0.00 0 0 0 0.00 0.00
d) Banks/FI 0 0 0 0.00 0 0 0 0.00 0.00
e) Any other 0 0 0 0.00 0 0 0 0.00 0.00
SUB TOTAL (A) (2) 0 0 0 0.00 0 0 0 0.00 0.00
Total Shareholding of
Promoter 281015080 0 281015080 43.51 281015080 0 281015080 36.07 -7.45
(A)= (A)(1)+(A)(2)

HCC 90TH ANNUAL REPORT 2015-2016 95

Category of Members No. of Shares held at the beginning of the year No. of Shares held at the end of the year %
Demat Physical Total % of Demat Physical Total % of change
Total Total during
Shares Shares the year
B. PUBLIC SHAREHOLDING
(1) Institutions
a) Mutual Funds 12396486 5000 12401486 1.92 92054349 5000 92059349 11.82 9.89
b) Banks/FI 1258238 6500 1264738 0.20 5328075 6500 5334575 0.68 0.49
c) Central Govt 0 0 0 0.00 0 0 0 0.00 0.00
d) State Govt. 0 0 0 0.00 0 0 0 0.00 0.00
e) Venture Capital Fund 0 0 0 0.00 0 0 0 0.00 0.00
f) Insurance Companies 9929618 0 9929618 1.54 8382144 0 8382144 1.08 -0.46

H


'**4'1*T$PSQ 76702525 66000 76768525 11.89 80373995 66000 80439995 10.32 -1.56
h) Foreign Venture
0 0 0 0.00 0 0 0 0.00 0.00
Capital Funds
i) Others (specify) 0 0 0 0.00 0 0 0 0.00 0.00
SUB TOTAL (B)(1): 100286867 77500 100364367 15.54 186138563 77500 186216063 23.90 8.36
(2) Non Institutions
a) Bodies corporates 48187351 87000 48274351 7.47 45838034 87000 45925034 5.89 -1.58
i) Indian 0 0 0 0.00 0 0 0 0.00 0.00
ii) Overseas 0 0 0 0.00 0 0 0 0.00 0.00
b) Individuals 0 0 0 0.00 0 0 0 0.00 0.00
i) Individual
shareholders
holding nominal 154820065 7831323 162651388 25.19 189590342 7600938 197191280 25.31 0.12
share capital upto
` 1 lakhs
ii) Individuals
shareholders
holding nominal
21738891 168000 21906891 3.39 32851360 168000 33019360 4.24 0.85
share capital in
excess of ` 1
lakhs
c) Others (specify)
Clearing Members 15033505 0 15033505 2.33 15083294 0 15083294 1.94 -0.39


--1 601779 0 601779 0.09 997679 0 997679 0.13 0.03
Ind - HUF 7046286 0 7046286 1.09 10426316 0 10426316 1.34 0.25
Trust 12000 0 12000 0.00 68000 0 68000 0.01 0.01
NRI- Individuals 8901299 1860 8903159 1.38 9214940 1860 9216800 1.18 -0.20
SUB TOTAL (B)(2): 256341176 8088183 264429359 40.94 304069965 7857798 311927763 40.03 -0.91
Total Public Shareholding
356628043 8165683 364793726 56.48 490208528 7935298 498143826 63.93 7.45
(B)= (B)(1)+(B)(2)
C. Shares held by Custodian
17300 0 17300 0.00 0 0 0 0.00 0.00
for GDRs & ADRs
Grand Total (A+B+C) 637660423 8165683 645826106 100.00 771223608 7935298 779158906 100.00 0.00

96
 JJ

4IBSFIPMEJOH
PG
1SPNPUFST

Sl. Member’s Name Shareholding at the beginning of Shareholding at the end of the year
No. the year
% change in
No. of % of total % of Shares No. of % of total % of Shares shareholding
Shares Shares Pledged/ Shares Shares Pledged/ during the
of the encumbered of the encumbered year
company to total company to total
shares shares
1 "KJU
(VMBCDIBOE 2117294 0.33 0 2117294 0.27 0 -0.06
2 Hincon Holdings Ltd 216023600 33.45 200703600 216023600 27.73 200703600 -5.72
3 Hincon Finance Limited 62261186 9.64 0 62261186 7.99 0 -1.65
4 Shalaka Gulabchand Dhawan 10000 0.00 0 10000 0.00 0 0.00
5 4IBMBLB
*OWFTUNFOU
1WU
-UE 538000 0.08 0 538000 0.07 0 -0.01
Member of the Promoter Group
6 "SZB
$BQJUBM
.BOBHFNFOU
1WU
-UE 65000 0.01 0 65000 0.01 0 0.00

281015080 43.51 200703600 281015080 36.07 200703600 -7.45

(iii) Change in Promoters’ Shareholding:-

Shareholding at the Cumulative Shareholding

beginning of the year during the year
01.04.2015
No. of % of total No. of % of total
Shares shares of the Shares shares of the
Company Company
At the beginning of the year There is no change in promoter holding.
Date wise Increase / Decrease in
1SPNPUFST
4IBSF
IPMEJOH
EVSJOH
UIF

year specifying the reasons for increase
/ decrease (e.g. allotment / transfer /
bonus / sweat / equity etc.):
At the end of the year
(iv) Shareholding Pattern of top ten Members (other than Directors, Promoters):

Sl. Name of the Member Shareholding at the beginning Shareholding at the end of the
No. of the year year
No. of Shares % of total No. of Shares % of total
Shares of the Shares of the
company company
1 HDFC Trustee Company Limited 0 0.00 69621087 8.94
2 SIWA Holdings Limited 36082151 5.59 36082151 4.63
Reliance Capital Trustee Co Ltd A/C-Reliance
3 0 0.00 20000000 2.57
Regular Savings Fund-Balanced Option
India Opportunities Growth Fund Ltd -
4 950000 0.15 7600000 0.98
1JOFXPPE
4USBUFHZ
5 Life Insurance Corporation of India 5940480 0.92 5940480 0.76
6 +BJ7JKBZ
3FTPVSDFT
1WU
-UE 5000006 0.77 5000006 0.64

HCC 90TH ANNUAL REPORT 2015-2016 97

Sl. Name of the Member Shareholding at the beginning Shareholding at the end of the
No. of the year year
No. of Shares % of total No. of Shares % of total
Shares of the Shares of the
company company
7 Dimensional Emerging Markets Value Fund 5073959 0.79 4906646 0.63
8 Vanguard Total International Stock Index Fund 2007730 0.31 4177864 0.54
9 Axis Bank Limited 184935 0.03 4008510 0.51
10 The Indiaman Fund (Mauritius) Limited. 2825000 0.44 3950000 0.51
11 1SBHNBUJD
5SBEFST
1WU
-UE 3673522 0.57 3673522 0.47
&NFSHJOH
.BSLFUT
$PSF
&RVJUZ
1PSUGPMJP
5IF

12 1PSUGPMJP

PG
%'"
*OWFTUNFOU
%JNFOTJPOT
(SPVQ
2773413 0.43 3426002 0.44
INC (DFAIDG)
13 MV SCIF Mauritius 4317305 0.67 3202552 0.41
14 "NBM
/
1BSJLI 3200000 0.50 3200000 0.41
15 Copthall Mauritius Investment Limited 2777127 0.43 1606 0.00
Sundaram Mutual Fund A/C Sundaram Select
16 9985780 1.55 0 0.00
Midcap
17 Kotak Mahindra Investments Ltd 3392746 0.53 0 0.00
HSBC Global Investment Funds A/C HSBC GIF
18 11389870 1.76 0 0.00
Mauritius Limited
(v) Shareholding of Directors and Key Managerial Personnel:

Sl. Shareholding at the beginning of the year Shareholding at the end of the Year
No. No. of shares % of total shares No. of shares % of total shares
of the Company of the Company
Directors
1 .S
"KJU
(VMBCDIBOE 2117294 0.35 2,117,294 0.27
2 .S
3BKBT
3
%PTIJ 32,000 0.01 32,000 0.00
3 .S
3BN
1
(BOEIJ 48,000 0.01 48,000 0.01
4 .S
%
.
1PQBU
Nil 0.00 Nil 0.00
UJMM
+VMZ



5 Mr. Sharad M. Kulkarni 20,000 0.00 20,000 0.00

6 Mr. Anil C. Singhvi Nil 0.00 Nil 0.00

7 Ms. Harsha Bangari Nil 0.00 Nil 0.00

8 Dr. Omkar Goswami Nil 0.00 Nil 0.00
9 .S
3BKHPQBM
/PHKB Nil 0.00 Nil 0.00
10 Ms. Shalaka Gulabchand 10,000 0.00 10,000 0.00
Dhawan
Key Managerial Personnel
1 Mr. Arun V. Karambelkar 2,000 0.00 2,000 0.00
2 .S
1SBWFFO
4PPE 1,000 0.00 1,000 0.00
3 .S
7JUIBM
1
,VMLBSOJ 19,000 0.00 19,000 0.00
4 Mr. Sangameshwar Iyer Nil 0.00 Nil 0.00

98
V. INDEBTEDNESS
Indebtedness of the Company including interest outstanding/accrued but not due for payment

Secured Loans Unsecured Deposits Total

excluding Loans Indebtedness
deposits

Indebtedness at the beginning of the financial year

J


1SJODJQBM
"NPVOU 48,12,18,08,757 1,98,68,31,930 - 50,10,86,40,687

ii) Interest due but not paid 66,83,17,474 - - 66,83,17,474

iii) Interest accrued but not due 35,70,46,456 - - 35,70,46,456

Total (i+ii+iii) 49,14,71,72,687 1,98,68,31,930 - 51,13,40,04,617

Change in Indebtedness during the financial year -

t

"EEJUJPO 4,75,90,64,129 87,00,000 - 4,76,77,64,129

t

3FEVDUJPO 3,85,50,79,336 1,98,10,31,930 - 5,83,61,11,266

Net Change 90,39,84,793 (1,97,23,31,930) - 10,60,38,75,395

Indebtedness at the end of the financial year -

J


1SJODJQBM
"NPVOU 49,02,57,93,550 1,45,00,000 - 49,04,02,93,550

ii) Interest due but not paid 36,48,22,231 - - 36,48,22,231

iii) Interest accrued but not due 31,59,02,862 - - 31,59,02,862

Total (i+ii+iii) 49,70,65,18,644 1,45,00,000 - 49,72,10,18,644

VI. REMUNERATION OF DIRECTORS AND KEY MANAGERIAL PERSONNEL

A. Remuneration paid / payable to Managing Director, Whole-time Directors and/or Manager:

(Amount in `)
Sl. Particulars of Remuneration Mr. Ajit Gulabchand, Mr. Rajgopal Ms. Shalaka Total
no. Chairman and Nogja, Group COO Gulabchand Amount
Managing Director* & Whole-time Dhawan, Whole-time
Director** Director#
1 Gross salary
(a) Salary as per provisions 4,80,00,000 2,56,13,710 52,40,833 7,88,54,543
contained in section 17(1)
of the Income-tax Act,1961
(b) Value of perquisites u/s 4,56,00,000 2,17,71,654 44,54,708 7,18,26,362
17(2) Income-tax Act, 1961
D


1SPmUT
JO
MJFV
PG
TBMBSZ
- - -
under section 17(3)
Income-tax Act, 1961
2 Stock Option(Nos.) - 1,02,960 - 1,02,960
3 Sweat Equity - - -
4 Commission - - - -
- as % of profit - - - -
- others, specify - - - -

HCC 90TH ANNUAL REPORT 2015-2016 99

 (Amount in `)
Sl. Particulars of Remuneration Mr. Ajit Gulabchand, Mr. Rajgopal Ms. Shalaka Total
no. Chairman and Nogja, Group COO Gulabchand Amount
Managing Director* & Whole-time Dhawan, Whole-time
Director** Director#
5 Others, please specify 1,29,60,000 69,15,702 14,15,025 212,90,727
$POUSJCVUJPO
UP
1SPWJEFOU
'VOE

and other Funds)
Total (A) 1065,60,000 54,301,066 11,110,566 171,971,632
Ceiling as per the Act The Company has made Not Applicable as The remuneration paid
application to MCA for .S
/PHKB
XBT
is within the ceiling as
payment of remuneration B
1SPGFTTJPOBM
per the Act
in excess of the ceiling as Director on Board
prescribed under the Act

5IF
$PNQBOZ
IBT
NBEF
BO
BQQMJDBUJPO
TFFLJOH
BQQSPWBM
GSPN
UIF
.JOJTUSZ
PG
$PSQPSBUF
"GGBJST
i.$"w

GPS
QBZNFOU
PG

managerial remuneration of ` 10,65,60,000 which is in excess of the limits specified under the Companies Act, 2013, for the
financial year ended March 31, 2016 and approval for the same is awaited.

8BT
BQQPJOUFE
BT
(SPVQ
$&0
XFG
.BZ


)BT
TUFQQFE
EPXO
BT
(SPVQ
$00

8IPMFUJNF
%JSFDUPS
XFG
.BZ


# Appointed as a Whole-time Director w.e.f. April 30, 2015
B. Remuneration to other directors:

(Amount in `)
Sl. Particulars of Rajas R DM Ram P Sharad Anil Harsha Dr. Total
no. Remuneration Doshi Popat Gandhi M Singhvi Bangari Omkar Amount
Kulkarni Goswami
1. Independent Directors
t

'FF
GPS
BUUFOEJOH
16,00,000 - 7,00,000 11,00,000 20,00,000 - 3,00,000 57,00,000
board / committee
meetings
t

$PNNJTTJPO - - - - - - -
t

0UIFST
JF
5FDIOJDBM
- - - - - -

1SPGFTTJPOBM
'FFT
Total (1) 16,00,000 - 7,00,000 11,00,000 20,00,000 - 3,00,000 57,00,000
2. Other Non-Executive
Directors
t

'FF
GPS
BUUFOEJOH
- - - - - 3,00,000 - 3,00,000
board / committee
meetings
t

$PNNJTTJPO - - - - - - - -
t

0UIFST
QMFBTF
- - - - - - - -
specify
Total (2) - - - - - 3,00,000 - 3,00,000
Total (B)=(1+2) 16,00,000 - 7,00,000 11,00,000 20,00,000 3,00,000 3,00,000 60,00,000
Total Managerial @ 171,971,632
Remuneration

@ Total remuneration paid / payable to Chairman and Managing Director and the Whole-time Directors of the Company.

100
C. REMUNERATION TO KEY MANAGERIAL PERSONNEL OTHER THAN MD/MANAGER/WTD

(Amount in `)
Sl. Particulars of Remuneration Key Managerial Personnel
no. Mr. Arun V. Mr. Praveen Mr. Vithal P. Mr. Sangameshwar Total
Karambelkar, Sood, Kulkarni, Company Iyer
President & Group CFO Secretary Company
CEO – E&C (Upto July 30, Secretary (w.e.f.
2015) July 31, 2015)
Gross salary
(a) Salary as per provisions 2,98,62,757 3,35,31,394 47,56,886 26,15,670 7,07,66,707
contained in section
17(1) of the Income-tax
Act, 1961
(b) Value of perquisites u/s 12,89,600 6,43,955 9522 60,003 20,03,080
17(2) Income-tax Act,
1961
D


1SPmUT
JO
MJFV
PG
TBMBSZ
- - - - -
under section 17(3)
Income tax Act, 1961
Stock Option (Nos.) 1,64,700 1,64,700 82,320 - 4,11,720
Sweat Equity - - - -
Commission - - - - -
- as % of profit
- others, specify
Others (Contribution to 11,80,000 6,72,120 0 2,16,436 20,68,556
1SPWJEFOU
'VOE
BOE
PUIFS

funds)
Total 3,23,32,357 3,48,47,469 47,66,408 28,92,109 7,48,38,343
VII. PENALTIES / PUNISHMENT/ COMPOUNDING OF OFFENCES:

Type Section of the Brief Details of Penalty / Authority Appeal made,

Companies Act Description Punishment/ [RD / NCLT/ if any
Compounding COURT] (give Details)
fees imposed
A. COMPANY - NIL
1FOBMUZ
1VOJTINFOU
Compounding
B. DIRECTORS - NIL
1FOBMUZ NE
NO
1VOJTINFOU
Compounding
C. OTHER OFFICERS IN DEFAULT – NIL
1FOBMUZ
1VOJTINFOU
Compounding

HCC 90TH ANNUAL REPORT 2015-2016 101

Independent Auditors’ Report
To the Members of Hindustan Construction Company Limited crore, respectively, as at 31 March 2016. The consolidated net-worth
Report on the Standalone Financial Statements of aforesaid subsidiary have been fully eroded; however, based on
1. We have audited the accompanying standalone financial statements of certain estimates and the other factors, including subsidiary’s future
Hindustan Construction Company Limited (“the Company”), which comprise business plans and growth prospects, as described in the said note,
the Balance Sheet as at 31 March 2016, the Statement of Profit and Loss management considers the decline in the value of investment as
and the Cash Flow Statement for the year then ended and a summary of the temporary in nature and believes that long-term loans and advances,
significant accounting policies and other explanatory information. other non-current assets and other current assets are good and
recoverable. Our opinion is not qualified in respect of this matter.
Management’s Responsibility for the Standalone Financial Statements
c) Note 33 to the standalone financial statements regarding uncertainties
2. The Company’s Board of Directors is responsible for the matters stated in relating to recoverability of uncompleted contracts and value of work
Section 134(5) of the Companies Act, 2013 (“the Act”) with respect to the done (inventory) and long-term trade receivables aggregating ` 978
preparation of these standalone financial statements, that give a true and fair crore and ` 206 crore, respectively, recognised in the earlier years
view of the financial position, financial performance and cash flows of the in respect of projects which were suspended or substantially closed
Company in accordance with the accounting principles generally accepted in and where the claims are currently under negotiations/ arbitration/
India, including the Accounting Standards specified under Section 133 of the litigation. Pending the ultimate outcome of these matters, which is
Act, read with Rule 7 of the Companies(Accounts) Rules, 2014 (as amended). presently unascertainable, no adjustments have been made in the
This responsibility also includes maintenance of adequate accounting records accompanying standalone financial statements. Our opinion is not
in accordance with the provisions of the Act; safeguarding the assets of qualified in respect of this matter.
the Company; preventing and detecting frauds and other irregularities;
selection and application of appropriate accounting policies; making Other Matters
judgments and estimates that are reasonable and prudent; and design, 11. We did not audit the financial statements of six unincorporated integrated
implementation and maintenance of adequate internal financial controls, that joint ventures, included in the standalone financial statements, whose
were operating effectively for ensuring the accuracy and completeness of financial statements reflect Company’s share in net loss of ` 13.66 crore
the accounting records, relevant to the preparation and presentation of the for the year ended 31 March 2016. These financial statements have been
financial statements that give a true and fair view and are free from material audited by other auditors whose audit reports have been furnished to us, by
misstatement, whether due to fraud or error. the management, and our opinion on the standalone financial statements
Auditor’s Responsibility of the Company for the year then ended, to the extent they relate to the
financial statements not audited by us as stated in this paragraph, is based
3. Our responsibility is to express an opinion on these standalone financial solely on the audit reports of the other auditors. Our opinion is not qualified
statements based on our audit. in respect of this matter.
4. We have taken into account the provisions of the Act, the accounting and Report on Other Legal and Regulatory Requirements
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. 12. As required by the Companies (Auditor’s Report) Order, 2016 (“the Order”)
issued by the Central Government of India in terms of Section 143(11) of
5. We conducted our audit in accordance with the Standards on Auditing the Act, we give in the Annexure 1 a statement on the matters specified in
specified under Section 143(10) of the Act. Those Standards require that we paragraphs 3 and 4 of the Order.
comply with ethical requirements and plan and perform the audit to obtain
reasonable assurance about whether the standalone financial statements are 13. As required by Section 143(3) of the Act, we report that:
free from material misstatement. a. we have sought and except for the possible effects of the matter
6. An audit involves performing procedures to obtain audit evidence about the described in the Basis for Qualified opinion paragraph, obtained all the
amounts and the disclosures in the financial statements. The procedures information and explanations which to the best of our knowledge and
selected depend on the auditor’s judgment, including the assessment of belief were necessary for the purpose of our audit;
the risks of material misstatement of the financial statements, whether b. except for the possible effects of the matter described in the Basis for
due to fraud or error. In making those risk assessments, the auditor Qualified opinion paragraph,in our opinion, proper books of account as
considers internal financial controls relevant to the Company’s preparation required by law have been kept by the Company so far as it appears
of the financial statements that give a true and fair view in order to design from our examination of those books;
audit procedures that are appropriate in the circumstances. An audit also c. the standalone financial statements dealt with by this report are in
includes evaluating the appropriateness of the accounting policies used and agreement with the books of account;
the reasonableness of the accounting estimates made by the Company’s d. except for the possible effects of the matter described in the Basis for
Directors, as well as evaluating the overall presentation of the financial Qualified opinion paragraph, in our opinion, the aforesaid standalone
statements. financial statements comply with the Accounting Standards specified
7. We believe that the audit evidence we have obtained is sufficient and under Section 133 of the Act, read with Rule 7 of the Companies
appropriate to provide a basis for our qualified opinion on the standalone (Accounts) Rules, 2014 (as amended);
financial statements. e. the matters described in paragraphs 8, 10(b) and 10(c) under the
Basis for Qualified Opinion Emphasis of Matters/ Basis for Qualified Opinion paragraph, in
8. As stated in Note 32 (a) to the standalone financial statements, the our opinion, may have an adverse effect on the functioning of the
Company’s long term investments as at 31 March 2016 include investments Company;
aggregating ` 474.37 crore in its subsidiaries, namely, HCC Real Estate f. on the basis of the written representations received from the directors
Limited and Lavasa Corporation Limited; and the long term loans and as on 31 March 2016and taken on record by the Board of Directors,
advances, other non-current assets and other current assets as at that date none of the directors is disqualified as on 31 March 2016 from being
include dues from such subsidiaries aggregating ` 554.17 crore, ` 32.51 appointed as a director in terms of Section164(2) of the Act;
crore and ` 13.35 crore, respectively, being considered good and recoverable g. the qualification relating to the maintenance of accounts and other
by the management. However, these subsidiaries have accumulated matters connected therewith are as stated in the Basis for Qualified
operational losses and their net worth is fully/ substantially eroded as at Opinion paragraph;
31 March 2016. Further, such subsidiaries are facing liquidity constraints h. we have also audited the internal financial controls over financial
due to which they may not be able to realize projections made as per their reporting (IFCoFR) of the Company as of 31 March 2016 in conjunction
business plans. In the absence of sufficient appropriate evidence, we are with our audit of the standalone financial statements of the Company
unable to comment upon the carrying value of these investments and for the year ended on that date and our report dated 28 April 2016 as
recoverability of the aforesaid dues and the consequential impact, if any, on per Annexure 2 expressed a qualified opinion.
the accompanying standalone financial statements.
i. with respect to the other matters to be included in the Auditor’s Report
Qualified Opinion in accordance with Rule 11 of the Companies (Audit and Auditors)
9. In our opinion and to the best of our information and according to the Rules, 2014, in our opinion and to the best of our information and
explanations given to us, except for the possible effects of the matter according to the explanations given to us:
described in the Basis for Qualified Opinion paragraph, the aforesaid i. as detailed in Notes 31A (i) to (iii),33 and 43 to the standalone
standalone financial statements give the information required by the Act in financial statements, the Company has disclosed the impact of
the manner so required and give a true and fair view in conformity with the pending litigations on its standalone financial position;
accounting principles generally accepted in India, of the state of affairs of the
Company as at 31 March 2016, and its profit and its cash flows for the year ii. except for the possible effects of the matter described in the
ended on that date. Basis for Qualified Opinion paragraph, the Company has made
provisions as detailed in Note 10 (b) to the standalone financial
Emphasis of Matters statements, as required under the applicable law or accounting
10. We draw attention to: standards, for material foreseeable losses, if any, on long-term
a) Notes 26.1 and 26.3 to the standalone financial statements regarding contracts including derivative contracts;
remuneration of ` 10.66 crore paid for each of the financial years iii. there has been no delay in transferring amounts, required to be
ended 31 March 2014 and 31 March 2016 to the Chairman and transferred, to the Investor Education and Protection Fund by
Managing Director (CMD), which is in excess of the limits prescribed the Company.
under the provisions of the erstwhile Companies Act, 1956/ the For Walker Chandiok & Co LLP
Companies Act, 2013, respectively and for which the Company has (Formerly Walker, Chandiok & Co)
filed an application for review / an application, respectively with the Chartered Accountants
Central Government; however approval in this regard is pending till Firm’s Registration No.: 001076N/N500013
date. Our opinion is not qualified in respect of this matter.
b) Note 32 (b) to the standalone financial statements regarding the per Adi P. Sethna
Company’s investments in a subsidiary, long term loans and advances, Partner
other non-current assets and other current assets due from such Place : Mumbai Membership No.: 108840
subsidiary ` 0.25 crore, ` 984.82 crore, ` 127.48 crore and ` 18.31 Date : 28 April 2016

102
Annexure to the Independent Auditors’ Report
Annexure 1 Name Nature of Amount Amount Period to Forum where
Based on the audit procedures performed for the purpose of reporting a true of the dues (` in Paid which the dispute is
and fair view on the financial statements of the Company and taking into statute Crore) Under amount pending
consideration the information and explanations given to us and the books of Protest relates
account and other records examined by us in the normal course of audit, we (` in
report that: Crore)
The Income 24.63 24.63 A.Y. 2006- Income Tax
(i) (a) The Company has maintained proper records showing full Income Tax 2007 to Appellate
particulars, including quantitative details and situation of fixed Tax Act, 2010-2011 Tribunal
assets. 1961
(b) The fixed assets have been physically verified by the The Sales Sales 0.08 0.08 A.Y. 2010- Supreme
management during the year and no material discrepancies were Tax Act Tax/ Value 2011 Court
noticed on such verification. In our opinion, the frequency of Added 4.70 - A.Y. 1997- High Court
verification of the fixed assets is reasonable having regard to the Tax/ Entry 1998 and
size of the Company and the nature of its assets. Tax 2012-2013
7.57 1.00 A.Y 1996- Taxation
(c) The title deeds of all the immovable properties (which are
97 to 2000- Tribunal
included under the head ‘fixed assets’) are held in the name of
01, 2005-
the Company.
2008, A.Y.
(ii) The management has conducted physical verification of inventory at 2007-08
reasonable intervals during the year and no material discrepancies to 2009-10
between physical inventory and book records were noticed on physical and 2012-13
verification. 93.78 3.33 A.Y 2002- Appellate
(iii) The Company has granted unsecured loan to six companies covered in 2003, A.Y Authority-
the register maintained under Section 189 of the Act; and with respect 2004-2005 up to
to the same: to 2012- Commissioner
2013 level
(a) in our opinion, the terms and conditions of grant of such loans are The Service 289.10 - January Custom,
not, prima facie, prejudicial to the Company’s interest. Finance tax 2004 to Excise and
(b) the schedule of repayment of the principal and the payment of Act, 1994 including March 2012 Service Tax
the interest has not been stipulated and hence we are unable interest Appellate
to comment as to whether repayments/receipts of the principal and Tribunal
amount and the interest are regular; penalty, as 0.18 - A.Y. 2004 Commissioner
applicable -2007 –Appeal
(c) since the schedule of repayment has not been stipulated, the
(viii) There are no loans or borrowings payable to government. The
provisions of clause 3 (iii) (c) of the Order are not applicable to the
Company has defaulted in repayment of following dues to the financial
Company.
institutions, banks and debenture holders during the year,which were
(iv) In our opinion, the Company has complied with the provisions of paid on or before the Balance Sheet date.
sections 185 and 186 of the Act,to the extent applicable,in respect of
loans, investments, guarantees, and security. (` in crore)
(v) The Company has not accepted any deposits within the meaning Debenture – Holders
of Sections 73 to 76 of the Act and the Companies (Acceptance of Days Principal Interest Total
Deposits) Rules, 2014 (as amended). Accordingly, the provisions of Amount
clause 3(v) of the Order are not applicable to the Company. AXIS Non-Convertible 0 – 30 days - 1.10 1.10
31 – 90 days - 6.60 6.60
(vi) We have broadly reviewed the books of account maintained by the 91 – 180 days 6.00 2.18 8.18
Company pursuant to the Rules made by the Central Government for LIC Non-Convertible 0 – 30 days - 0.92 0.92
the maintenance of cost records under sub-section (1) of Section 148 31 – 90 days 2.50 6.39 8.89
of the Act in respect of Company’s products/services and are of the 91 – 180 days 2.50 0.90 3.40
opinion that, prima facie, the prescribed accounts and records have Banks
been made and maintained. However, we have not made a detailed Axis Bank 0 – 30 days -            3.35 3.35
examination of the cost records with a view to determine whether they 31 – 90 days 1.50 10.26 11.76
are accurate or complete. 91 – 180 days 11.48 3.82 15.30
(vii) (a) Undisputed statutory dues including provident fund, employees’ Bank of Baroda 0 – 30 days -            0.58 0.58
state insurance, income-tax, sales-tax, service tax, duty of 31 – 90 days 1.80 1.99 3.79
customs, duty of excise, value added tax, cess and other material Bank of Maharashtra 0 – 30 days -            0.29 0.29
statutory dues, as applicable, have generally been regularly 31 – 90 days 1.02 1.72 2.74
deposited with the appropriate authorities, though there have 91 – 180 days 0.78 0.56 1.34
been delays in few cases. Further, no undisputed amounts Canara Bank 0 – 30 days -            6.72 6.72
payable in respect thereof were outstanding at the year-end for 31 – 90 days 12.25 19.96 32.21
a period of more than six months from the date they became 91 – 180 days 9.63 3.26 12.89
payable. Central Bank of India 0 – 30 days -            0.22 0.22
31 – 90 days 2.40 1.26 3.66
(b) There are no dues in respect of duty of customs and duty 91 – 180 days 1.85 0.40 2.25
of excise that have not been deposited with the appropriate Federal Bank 0 – 30 days -            0.65 0.65
authorities on account of any dispute. The dues outstanding in 31 – 90 days 0.77 1.30 2.07
respect of income-tax, sales-tax, service tax and value added tax 91 – 180 days 0.63 -            0.63
on account of any dispute, are as follows: IDBI Bank 0 – 30 days -            7.45 7.45
31 – 90 days 14.56 14.73 29.29

HCC 90TH ANNUAL REPORT 2015-2016 103

Annexure to the Independent Auditors’ Report

(` in crore) (` in crore)
Banks: Contd. Banks: Contd.
Days Principal Interest Total Days Principal Interest Total
Amount Amount
Indian Overseas Bank 0 – 30 days - 0.89 0.89 Toronto Dominion 0 – 30 days 3.28 - 3.28
31 – 90 days 3.15 5.28 8.43 Bank 31 – 90 days -            0.15 0.15
91 – 180 days 2.40 1.72 4.12 United Bank of India 0 – 30 days -            2.70 2.70
Oriental Bank of 0 – 30 days 1.25 - 1.25 Union Bank of India 0 – 30 days 0.43 0.43
Commerce 31 – 90 days -            1.06 1.06 31 – 90 days 1.25 0.43 1.68
91 – 180 days -            0.42 0.42 State Bank of 0 – 30 days -            0.27 0.27
Punjab National Bank 0 – 30 days -            1.38 1.38 Travancore 31 – 90 days -            0.13 0.13
31 – 90 days 2.99 2.74 5.73 State Bank of 0 – 30 days -            0.04 0.04
State Bank of 0 – 30 days -            0.88 0.88 Mysore
Hyderabad 31 – 90 days 2.39 3.04 5.43 State Bank of 0 – 30 days -            0.57 0.57
State Bank of Mysore 0 – 30 days -            0.93 0.93 Hyderabad
31 – 90 days 5.75 6.40 12.15 Punjab National 0 – 30 days -            0.43 0.43
91 – 180 days -            0.90 0.90 Bank 31 – 90 days 1.26 0.43 1.69
Syndicate Bank 0 – 30 days -            1.86 1.86 IDBI Bank 0 – 30 days -            2.43 2.43
31 – 90 days 6.50 11.03 17.53 31 – 90 days 6.75 4.66 11.41
91 – 180 days 5.00 3.59 8.59 Federal Bank 0 – 30 days -            0.25 0.25
Union Bank of India 0 – 30 days -            0.93 0.93 31 – 90 days -            0.20 0.20
31 – 90 days 2.88 3.20 6.08 Debenture – Holders
United Bank of India 0 – 30 days -            2.79 2.79 LIC Non-Convertible 0 – 30 days -            0.88 0.88
31 – 90 days 9.75 19.21 28.96 31 – 90 days 2.50 0.88 3.38
91 – 180 days 7.50 2.69 10.19
State Bank of 0 – 30 days -            0.27 0.27 (ix) The Company did not raise moneys by way of initial public offer or
Travancore 31 – 90 days 0.86 0.96 1.82 further public offer (including debt instruments). In our opinion, the
Toronto Dominion 0 – 30 days -            0.45 0.45 term loans availed during the year were applied for the purposes for
Bank 31 – 90 days -            0.59 0.59 which the loans were obtained.
Standard Chartered 31 – 90 days -            1.64 1.64 (x) No fraud by the Company or on the Company by its officers or
Bank 91 – 180 days -            0.81 0.81 employees has been noticed or reported during the period covered by
Development Bank of 0 – 30 days -            0.71 0.71 our audit.
Singapore 31 – 90 days 3.26 1.34 4.60
(xi) In our opinion, managerial remuneration for the year ended 31 March
Financial Institutions
2016 has been paid and provided in accordance with the requisite
SREI Equipment 0 – 30 days -            1.08 1.08
approvals mandated by the provisions of section 197 of the Act, read
Finance Limited 31 – 90 days 0.87 3.20 4.07
91 – 180 days 5.78 5.31 11.09 with Schedule V to the Act, except for remuneration paid/payable
National Bank of 0 – 30 days - 0.44 0.44 ` 10.66 crore for which the Company’s application for approval, in
Agricultural and 31 – 90 days 2.26 2.62 4.88 excess of the limit prescribed by ` 8.71 crore is pending with the
Development 91 – 180 days 1.98 0.83 2.81 Central Government. Pending such approval, excess remuneration paid
Life Insurance 0 – 30 days -            0.03 0.03 by the Company is held under trust.
Corporation of India 31 – 90 days 0.75 0.06 0.81 (xii) In our opinion, the Company is not a Nidhi Company. Accordingly,
Export Import Bank 0 – 30 days -            4.64 4.64 the provisions of clause 3(xii) of the Order are not applicable to the
of India 31 – 90 days 27.86 36.56 64.42 Company.
Industrial Finance 0 – 30 days -            1.35 1.35
(xiii) In our opinion all transactions with the related parties are in compliance
Corporation of India 31 – 90 days 1.62 1.37 2.99
with sections 177 and 188 of Act, where applicable, and the requisite
91 – 180 days 7.50 7.93 15.43
details have been disclosed in the financial statements, etc., as
The Company has defaulted in repayment of following dues to the financial required by the applicable accounting standards.
institutions, banks and debenture holders during the year, which were not
paid as at the Balance Sheet date. (xiv) During the year, the Company has made a private placement of
equity shares. In respect of the same, in our opinion, the Company
(` in crore)
has complied with the requirement of section 42 of the Act and the
Financial Institutions amounts raised have been used for the purposes for which the funds
Days Principal Interest Total were raised.
Amount
(xv) The Company has not entered into any non-cash transactions with
SREI Equipment 0 – 30 days -            1.01 1.01
directors or persons connected with them.
Finance Limited 31 – 90 days 1.98 - 1.98
Export Import Bank 0 – 30 days -            4.8 4.8 (xvi) The Company is not required to be registered under section 45-IA of
of India 31 – 90 days 12.51 4.3 16.81 the Reserve Bank of India Act, 1934.
Industrial Finance
Corporation of India 0 – 30 days -            1.27 1.27 For Walker Chandiok & Co LLP
Banks (Formerly Walker, Chandiok & Co)
Days Principal Interest Total Chartered Accountants
Amount Firm’s Registration No.: 001076N/N500013
Development Bank 31 – 90 days -            0.23 0.23
of Singapore 91 – 180 days -            -            -            per Adi P. Sethna
Standard Chartered 0 – 30 days -            1.15 1.15 Partner
Bank 31 – 90 days 2.29 0.56 2.85 Membership No.:108840
91 – 180 days 2.29 -            2.29 Place : Mumbai
Date : 28 April 2016

104
Annexure to the Independent Auditors’ Report

Annexure 2 of unauthorised acquisition, use, or disposition of the company’s assets that

could have a material effect on the financial statements.
Independent Auditor’s report on the Internal Financial Controls under
Clause (i) of Sub-section 3 of Section 143 of the Companies Act, 2013 Inherent Limitations of Internal Financial Controls over Financial
(‘the Act’) Reporting
In conjunction with our audit of the standalone financial statements of Because of the inherent limitations of IFCoFR, including the possibility
Hindustan Construction Company Limited (‘the Company’) as at and for the of collusion or improper management override of controls, material
year ended 31 March 2016, we have audited the internal financial controls misstatements due to error or fraud may occur and not be detected. Also,
over financial reporting (IFCoFR) of the Company as at that date. projections of any evaluation of the IFCoFR to future periods are subject
to the risk that IFCoFR may become inadequate because of changes in
Management’s Responsibility for Internal Financial Controls
conditions, or that the degree of compliance with the policies or procedures
The Company’s Board of Directors is responsible for establishing and may deteriorate.
maintaining internal financial controls based on the internal control over
Basis for Qualified Opinion
financial reporting criteria established by the Company considering the
essential components of internal control stated in the Guidance Note on In our opinion, according to the information and explanations given to us and
Audit of Internal Financial Controls over Financial Reporting(‘the Guidance based on our audit procedures performed, the following material weakness
Note’) issued by the Institute of Chartered Accountants of India(‘the ICAI’). has been identified in the adequacy and operating effectiveness of the
These responsibilities include the design,implementation and maintenance Company’s internal financial controls over financial reporting as at
of adequate internal financial controls that were operating effectively for 31 March 2016:
ensuring the orderly and efficient conduct of the company’s business,
The Company did not have appropriate internal financial controls over
including adherence to company’s policies, the safeguarding of its assets,
financial reporting in respect of its assessment of (a) ‘other-than-temporary’
the prevention and detection of frauds and errors, the accuracy and
diminution in the carrying value of the Company’s long-term investments in
completeness of the accounting records, and the timely preparation of
its subsidiaries and (b) recoverability of long-term loans and advances, other
reliable financial information, as required under the Act.
non-current assets and other current assets due from such subsidiaries.
Auditors’ Responsibility The inadequate supervisory and review controls over Company’s process
in respect of its aforesaid assessment in accordance with the accounting
Our responsibility is to express an opinion on the Company’s IFCoFR based
principles generally accepted in India could potentially result in a material
on our audit. We conducted our audit in accordance with the Standards on
misstatement in the carrying value of investment in such subsidiaries and
Auditing, issued by the ICAI and deemed to be prescribed under section
the aforesaid dues from such subsidiaries and consequently, also impact the
143(10) of the Act, to the extent applicable to an audit of IFCoFR and the
profit after tax.
Guidance Note issued by the ICAI. Those Standards and the Guidance Note
require that we comply with ethical requirements and plan and perform the A ‘material weakness’ is a deficiency, or a combination of deficiencies,
audit to obtain reasonable assurance about whether adequate IFCoFR were in internal financial control over financial reporting, such that there is a
established and maintained and if such controls operated effectively in all reasonable possibility that a material misstatement of the company’s annual
material respects. financial statements will not be prevented or detected on a timely basis.
Our audit involves performing procedures to obtain audit evidence about Qualified Opinion
the adequacy of the internal financial controls systems on financial reporting
In our opinion, except for the effects of the material weakness described
and their operating effectiveness. Our audit of IFCoFR included obtaining
above in the Basis for Qualified Opinion paragraph, the Company has, in all
an understanding of IFCoFR, assessing the risk that a material weakness
material respects, maintained adequate IFCoFR as at 31 March 2016, based
exists, and testing and evaluating the design and operating effectiveness of
on the internal control over financial reporting criteria established by the
internal control based on the assessed risk. The procedures selected depend
Company considering the essential components of internal control stated in
on the auditor’s judgement, including the assessment of the risks of material
the Guidance note and were operating effectively as at 31 March 2016.
misstatement of the financial statements whether due to fraud or error.
We have considered the material weakness identified and reported above in
We believe that the audit evidence we have obtained is sufficient and
determining the nature, timing, and extent of audit tests applied in our audit
appropriate to provide a basis for our qualified opinion on the Company’s
of the 31 March 2016 standalone financial statements of the Company, and
IFCoFR.
the material weakness has affected our opinion on the standalone financial
Meaning of Internal Financial Controls over Financial Reporting statements of the Company and we have issued a qualified opinion on the
standalone financial statements.
A company’s IFCoFR is a process designed to provide reasonable assurance
regarding the reliability of financial reporting and the preparation of financial
statements for external purposes in accordance with generally accepted For Walker Chandiok & Co LLP
accounting principles. A company’s IFCoFR includes those policies and (Formerly Walker, Chandiok & Co)
procedures that (1) pertain to the maintenance of records that, in reasonable Chartered Accountants
detail,accurately and fairly reflect the transactions and dispositions of the Firm’s Registration No.: 001076N/N500013
assets of the company; (2) provide reasonable assurance that transactions
are recorded as necessary to permit preparation of financial statements in per Adi P. Sethna
accordance with generally accepted accounting principles, and that receipts Partner
and expenditures of the company are being made only in accordance with Membership No.: 108840
authorisations of management and directors of the company; and Place : Mumbai
(3) provide reasonable assurance regarding prevention or timely detection Date : 28 April 2016

HCC 90TH ANNUAL REPORT 2015-2016 105

Balance Sheet as at 31 March 2016

Particulars Note No. As at 31 As at

March 2016 31 March 2015
` crore ` crore
EQUITY AND LIABILITIES
Shareholders’ Funds
Share capital 2 77.92 64.59
Reserves and surplus 3 1,784.91 1,322.86
1,862.83 1,387.45
Non-current liabilities
Long-term borrowings 4 2,482.26 2,627.63
Deferred tax liabilities (net) 5 116.17 68.07
Long-term provisions 6 37.97 38.62
2,636.40 2,734.32
Current liabilities
Short-term borrowings 7 2,048.15 1,954.69
Trade payables 8
- Total outstanding dues of Micro Enterprises and Small Enterprises 2.65 1.71
- Total outstanding dues of creditors other than Micro Enterprises and Small Enterprises 1,406.08 1,536.89
Current maturities of long-term borrowings 4 373.61 428.55
Advance from contractees 1,164.25 1,069.25
Other current liabilities 9 339.71 378.49
Short-term provisions 10 116.29 134.91
5,450.74 5,504.49
TOTAL 9,949.97 9,626.26
ASSETS
Non-current assets
Fixed assets
- Tangible assets 11 667.59 783.81
- Intangible assets 11 1.49 0.93
- Capital work-in-progress 1.68 4.53
- Intangible assets under development - 1.72
670.76 790.99
Non-current investments 12 514.72 597.29
Long-term loans and advances 13 1,869.29 1,343.00
Long term Trade receivables 14 2,161.35 1,494.16
Other non-current assets 15 179.18 324.65
4,724.54 3,759.10
Current assets
Current investments 16 77.72 95.60
Inventories 17 3,620.49 3,567.76
Short-term trade receivables 18 507.36 922.74
Cash and bank balances 19 90.83 96.42
Short-term loans and advances 20 127.18 137.44
Other current assets 21 131.09 256.21
4,554.67 5,076.17
TOTAL 9,949.97 9,626.26
Notes 1 to 45 form an integral part of the standalone financial statements
This is the Balance Sheet referred to in our audit report of even date

For Walker Chandiok & Co LLP For and on behalf of the Board of Directors
(Formerly Walker, Chandiok & Co)
Chartered Accountants AJIT GULABCHAND DIN: 00010827 Chairman & Managing Director
Firm Registration No. 001076N / N500013 RAJGOPAL NOGJA DIN: 01722795 Group Chief Operating Officer &
Whole-Time Director
SHALAKA GULABCHAND DIN: 00011094 Whole-Time Director
DHAWAN

ADI P. SETHNA PRAVEEN SOOD SHARAD M. KULKARNI DIN: 00003640

Partner Group Chief Financial Officer RAJAS R. DOSHI DIN: 00050594
Membership No.: 108840 FCA 072412
RAM P. GANDHI DIN: 00050625 Directors
ANIL C. SINGHVI DIN: 00239589
SANGAMESHWAR IYER
Place : Mumbai, Company Secretary HARSHA BANGARI DIN: 01807838
Dated : 28 April 2016 ACS 6818 OMKAR GOSWAMI DIN: 00004258

106
Statement of Profit and Loss for the year ended 31 March 2016

Particulars Note No. Year ended Year ended

31 March 2016 31 March 2015
` crore ` crore
Revenue
Revenue from operations (gross) 22 4,190.90 4,301.14
Less: Company's share of turnover in integrated joint ventures 124.82 174.44
Add/(less): Company's share of profit/(loss) in integrated joint ventures (net) (13.66) 8.10
Total revenue from operations 4,052.42 4,134.80
Other income 23 187.76 147.32
Total revenue 4,240.18 4,282.12
Expenses
Cost of construction materials consumed 24 951.72 941.96
Purchase of traded goods 0.32 1.84
Subcontracting expenses 1,315.37 1,455.00
Construction expenses 25 489.38 481.49
Employee benefit expenses 26 370.35 361.11
Finance costs 27 689.88 651.13
Depreciation and amortisation expense 11.1 135.85 150.30
Other expenses 28 127.76 111.97
Total expenses 4,080.63 4,154.80
Profit before exceptional items and tax 159.55 127.32
Exceptional items 29 (26.48) -
Profit before Tax 133.07 127.32
Tax expense
Current tax 30.12 15.16
Less : MAT credit entitlement 30.12 15.16
Net current tax - -
Deferred tax charge 48.10 45.67
48.10 45.67
Profit for the year 84.97 81.65
Earnings per equity share of nominal value ` 1 each 30
Basic and diluted (in `) 1.10 1.27
Notes 1 to 45 form an integral part of the standalone financial statements
This is the Statement of Profit and Loss referred to in our audit report of even date

For Walker Chandiok & Co LLP For and on behalf of the Board of Directors
(Formerly Walker, Chandiok & Co)
Chartered Accountants AJIT GULABCHAND DIN: 00010827 Chairman & Managing Director
Firm Registration No. 001076N / N500013 RAJGOPAL NOGJA DIN: 01722795 Group Chief Operating Officer &
Whole-Time Director
SHALAKA GULABCHAND DIN: 00011094 Whole-Time Director
DHAWAN

ADI P. SETHNA PRAVEEN SOOD SHARAD M. KULKARNI DIN: 00003640

Partner Group Chief Financial Officer RAJAS R. DOSHI DIN: 00050594
Membership No.: 108840 FCA 072412
RAM P. GANDHI DIN: 00050625 Directors
ANIL C. SINGHVI DIN: 00239589
SANGAMESHWAR IYER
Place : Mumbai, Company Secretary HARSHA BANGARI DIN: 01807838
Dated : 28 April 2016 ACS 6818 OMKAR GOSWAMI DIN: 00004258

HCC 90TH ANNUAL REPORT 2015-2016 107

Cash Flow Statement for the year ended 31 March 2016

Year ended Year ended

31 March 2016 31 March 2015
` crore ` crore ` crore
A. CASH FLOW FROM OPERATING ACTIVITIES
Net Profit before tax 133.07 127.32
Adjustments for
Depreciation and amortisation expense 135.85 150.30
Finance costs 689.88 651.13
Interest income (176.75) (121.94)
Profit on sale of long-term investments (Exceptional item) (72.16) -
Trade receivables and work in progress written off (Exceptional item) 98.64 -
Provision for foreseeable losses (16.34) (17.14)
Dividend income (0.02) (0.03)
Foreign currency monetary translation (net) (5.46) (4.14)
Unrealised foreign exchange loss/ (gain) (net) 6.68 (8.31)
Loss on sale of fixed assets (net) 1.94 3.20
Excess provision no longer required written back (2.08) (0.34)
660.18 652.73
Operating profit before working capital changes 793.25 780.05

Adjustments for changes in working capital:

(Increase) / Decrease in trade receivables (350.43) (723.96)
(Increase) / Decrease in loans and advances / other advances 10.65 (39.16)
(Increase) / Decrease in inventories (52.73) 90.94
Increase / (Decrease) in trade and other payables (121.88) 129.17
Increase / (Decrease) in advance from contractees 95.00 158.59
(419.39) (384.42)
Cash generated from operations 373.86 395.63
Direct taxes paid (net of refunds received) 2.90 12.33
NET CASH GENERATED FROM OPERATING ACTIVITIES 370.96 383.30

B. CASH FLOW FROM INVESTING ACTIVITIES

Purchase of fixed assets (including capital work in progress and capital advances) (23.74) (29.56)
Proceeds from sale of fixed assets 8.98 4.19
Proceeds from sale of long term investments in an associate company 154.73 -
Inter corporate deposits given (52.43) (60.84)
Inter corporate deposits recovered - 1.50
Net investments in bank deposits (having original maturity of more than three months) (17.28) (20.52)
Interest received 3.76 9.98
Dividend received 0.02 0.03
NET CASH GENERATED FROM/ (USED IN) INVESTING ACTIVITIES 74.04 (95.22)

C. CASH FLOW FROM FINANCING ACTIVITIES

Proceeds from issue of Share Capital (including securities premium) 399.99 -
Proceeds from long-term borrowings 185.20 25.00
Repayment of long-term borrowings (397.08) (209.77)
Proceeds from short-term borrowings (net) 92.59 417.21
Inter corporate deposits taken 0.87 -
Interest and other finance charges (724.34) (587.37)
Share issue expenses (9.71) (2.64)
Dividend paid (0.13) (0.16)
NET CASH USED IN FINANCING ACTIVITIES (452.61) (357.73)
NET DECREASE IN CASH AND CASH EQUIVALENTS (A+B+C) (7.61) (69.65)
Cash and cash equivalents at the beginning of the year 75.02 144.67
Unrealised foreign exchange gain 0.01 0.01
Cash and cash equivalents at the end of the year (Refer note 19) 67.40 75.01
67.41 75.02
(7.61) (69.65)
Notes 1 to 45 form an integral part of the standalone financial statements
This is the Cash Flow Statement referred to in our audit report of even date

For Walker Chandiok & Co LLP For and on behalf of the Board of Directors
(Formerly Walker, Chandiok & Co)
Chartered Accountants AJIT GULABCHAND DIN: 00010827 Chairman & Managing Director
Firm Registration No. 001076N / N500013 RAJGOPAL NOGJA DIN: 01722795 Group Chief Operating Officer &
Whole-Time Director
SHALAKA GULABCHAND DIN: 00011094 Whole-Time Director
DHAWAN

ADI P. SETHNA PRAVEEN SOOD SHARAD M. KULKARNI DIN: 00003640

Partner Group Chief Financial Officer RAJAS R. DOSHI DIN: 00050594
Membership No.: 108840 FCA 072412
RAM P. GANDHI DIN: 00050625 Directors
ANIL C. SINGHVI DIN: 00239589
SANGAMESHWAR IYER
Place : Mumbai, Company Secretary HARSHA BANGARI DIN: 01807838
Dated : 28 April 2016 ACS 6818 OMKAR GOSWAMI DIN: 00004258

108
Summary of significant accounting policies and other explanatory information to the
standalone financial statements as at and for the year ended 31 March 2016
Note 1 Significant Accounting Policies machinery used in construction projects are depreciated on a
straight line basis considering the useful life determined based on
1.1 Basis of Preparation of Financial Statements
the technical evaluation and the management’s experience of use
The standalone financial statements (”the financial statements”) of the assets, that is a period of three to twelve years, as against
of Hindustan Construction Company Limited (”the Company” or the period of nine to twenty years as prescribed in Schedule II.
“HCC”) have been prepared to comply in all material respects with
iii) In respect of helicopter and aircraft, on straight line basis
the accounting standards notified by the Companies (Accounting
considering the useful life, that is a period of eighteen years and
Standards) Rules, read with Rule 7 to the Companies (Accounts) Rules
fourteen years, respectively, determined based on the technical
2014 (as amended) in respect of Section 133 of the Companies Act,
evaluation and the management’s experience of use of the
2013. The financial statements are prepared under the historical cost
assets, as against the period of twenty years as prescribed in
convention, on an accrual basis of accounting. The accounting policies
Schedule II.
applied are consistent with those used in the previous year.
All the assets and liabilities have been classified as current or iv) Leasehold improvements are amortised over the useful lives
non-current, wherever applicable, as per the operating cycle of the prescribed in Schedule II to the Companies Act, 2013 or the
Company as per the guidance set out in Schedule III to the Companies period of lease, whichever is lower.
Act, 2013.
v) Software and implementation costs including users license fees
Operating cycle for the business activities of the Company covers
and other application software costs are amortised over their
the duration of the project/ contract/ service including the defect
estimated useful lives that is a period of three to five years.
liability period, wherever applicable, and extends up to the realization
of receivables (including retention monies) within the credit period 1.5 Investments
normally applicable to the respective project. Investments, which are readily realisable and intended to be held for
1.2 Accounting Estimates not more than one year from the date on which such investments are
made, are classified as current investments. All other investments are
The preparation of the financial statements, in conformity with
classified as long term investments.
generally accepted accounting principles, requires the management
to make estimates and assumptions that affect the reported amounts Current investments are carried in the financial statements at lower of
of assets and liabilities and disclosure of contingent liabilities as at cost and fair value determined on an individual investment basis. Long
the date of financial statements and the results of operation during term investments are carried at cost and provision for diminution in
the reported period. Although these estimates are based upon value is made to recognise a decline, other than temporary, in the value
management’s best knowledge of current events and actions, actual of the investments. Trade investments are the investments made for or
results could differ from these estimates which are recognised in the to enhance the Company’s business interests.
period in which they are determined. On initial recognition, all investments are measured at cost. The cost
1.3 Fixed Assets comprises purchase price and directly attributable acquisition charges
such as brokerage, fees and duties. If an investment is acquired, or
a Tangible fixed assets
partly acquired, by the issue of shares, securities or other assets, the
Fixed assets are stated at cost of acquisition including attributable acquisition cost is determined by reference to the fair value of the asset
interest and finance costs, if any, till the date of acquisition given up or by reference to the fair value of the investment acquired,
/ installation of the assets and improvement thereon less whichever is more clearly evident.
accumulated depreciation and accumulated impairment losses, if
On disposal of an investment, the difference between its carrying
any.
amount and net disposal proceeds is charged or credited to the
b Intangible assets under development Statement of Profit and Loss.
Intangibles under development represent expenditure incurred in 1.6 Employee Benefits
respect of intangible assets under development and are carried at
i) Defined Contribution Plan
cost.
Contributions to defined contribution schemes such as provident
c Other intangible assets
fund, employees’ state insurance, labour welfare fund and
Intangible assets comprise of license fees, implementation superannuation scheme are charged as an expense based on
cost for software and other application software acquired / the amount of contribution required to be made as and when
developed for in-house use. These assets are stated at cost less services are rendered by the employees. Company’s provident
accumulated amortisation and accumulated impairment losses, if fund contribution, in respect of certain employees, is made to a
any. government administered fund and charged as an expense to the
Statement of Profit and Loss. The above benefits are classified as
d Capital work-in-progress
Defined Contribution Schemes as the Company has no further
Capital work-in-progress represents expenditure incurred in obligations beyond the monthly contributions.
respect of assets under development and are carried at cost.
ii) Defined Benefit Plan
Cost includes related acquisition expenses, construction cost,
borrowing cost capitalised and other direct expenditure. In respect of certain employees, provident fund contributions are
made to a trust administered by the Company. The interest rate
1.4 Depreciation/ Amortisation
payable to the members of the trust shall not be lower than the
Depreciation/ amortisation is provided: statutory rate of interest declared by the Central Government
i) In respect of buildings and sheds, on the written down value under the Employees Provident Funds and Miscellaneous
basis considering the useful lives prescribed in Schedule II to the Provisions Act, 1952 and shortfall, if any, shall be made good
Companies Act, 2013. by the Company. Accordingly, the contribution paid or payable
and the interest shortfall, if any, is recognised as an expense in
ii) In respect of furniture and fixtures, office equipment, computers, the period in which services are rendered by the employee. The
plant and machinery, heavy vehicles, light vehicles and speed Company also provides for retirement/ long-term benefits in the
boat on straight line basis at rates determined on the basis of form of gratuity and compensated absences. The Company’s
useful lives prescribed in Schedule II to the Companies Act, liability towards such defined benefit plans is determined based
2013, on a pro-rata basis. However, certain class of plant and on valuations, as at the balance sheet date, made by independent

HCC 90TH ANNUAL REPORT 2015-2016 109

Summary of significant accounting policies and other explanatory information to the
standalone financial statements as at and for the year ended 31 March 2016
actuaries using the projected unit credit method. Actuarial gains Company are recognised as income or expense in the Statement
and losses in respect of the defined benefit plans are recognised of Profit and Loss.
in the Statement of Profit and Loss in the period in which
Exchange differences arising on long-term foreign currency
they arise. The classification of the Company’s obligation into
monetary items related to acquisition of a fixed asset are
current and non-current is as per the actuarial valuation report.
capitalised and depreciated over the remaining useful life of the
Accumulated leave which is expected to be utilised within
asset. Exchange differences arising on other long-term foreign
next 12 months, is treated as short-term employee benefit.
currency monetary items are accumulated in the “Foreign
iii) Short-term employee benefits are recognised as expenses at the Currency Monetary Translation Account” and amortised over the
undiscounted amounts in the Statement of Profit and Loss of the remaining life of the concerned monetary item.
year in which the related service is rendered.
1.12 Financial Derivatives and Hedging Transactions
1.7 Inventories
Financial derivatives and hedging contracts are accounted on the date
a) The stock of construction materials, stores, spares and of their settlement and realised gain/loss in respect of settled contracts
embedded goods and fuel is valued at cost or net realisable value, is recognised in the Statement of Profit and Loss along with the
whichever is lower. Cost is determined on weighted average underlying transactions.
basis and includes all applicable cost of bringing the goods to The premium or discount arising at the inception of forward exchange
their present location and condition. contracts entered into to hedge an existing asset/liability, is amortised
b) Project Work-in-Progress is valued at the contract rates and site as expense or income over the life of the contract. Exchange
mobilisation expenditure of incomplete contracts is stated at the differences on such a contract are recognised in the Statement of Profit
lower of cost and net realisable value. and Loss in the reporting period in which the exchange rates change.
Any profit or loss arising on cancellation or renewal of such a forward
1.8 Cash and Cash Equivalents
exchange contract are recognised as income or as expense for the
Cash and cash equivalents comprise of cash at bank and cash on hand. period.
The Company considers all highly liquid investments with an original Forward exchange contracts outstanding as at the year end on
maturity of three month or less from date of purchase, to be cash account of firm commitment/highly probable forecast transactions
equivalents. are marked to market and the losses, if any, are recognised in the
1.9 Provisions, Contingent Liabilities and Contingent Assets Statement of Profit and Loss and gains are ignored in accordance with
the Announcement of Institute of Chartered Accountants of India on
A provision is recognised when the Company has a present obligation
‘Accounting for Derivatives’ issued in March 2008.
as a result of past events and it is probable that an outflow of resources
will be required to settle the obligation, in respect of which a reliable 1.13 Revenue Recognition
estimate can be made. Provisions are not discounted to their present i) Accounting of construction contracts
value and are determined based on management’s estimate required
to settle the obligation at the balance sheet date. These are reviewed The Company follows the percentage completion method, based
at each Balance Sheet date and adjusted to reflect the current on the stage of completion at the Balance Sheet date, taking into
management estimates. account the contractual price and revision thereto by estimating
total revenue including claims/variations as per Accounting
Contingent liabilities are disclosed in respect of possible obligations
Standard 7 and total cost till completion of the contract and the
that arise from past events, whose existence would be confirmed by
profit so determined proportionate to the percentage of the actual
the occurrence or non occurrence of one or more uncertain future
work done.
events not wholly within the control of the Company. A contingent
liability also arises, in rare cases, where a liability cannot be Revenue is recognised as follows:
recognised because it cannot be measured reliably. a) In case of item rate contracts on the basis of physical
Contingent assets are neither recognised nor disclosed in the financial measurement of work actually completed, at the Balance
statements. Sheet date.
1.10 Borrowing costs b) In case of Lump sum contracts, revenue is recognised on
Borrowing costs relating to acquisition, construction or production of a the completion of milestones as specified in the contract
qualifying asset which takes substantial period of time to get ready for or as identified by the management. Foreseeable losses
its intended use are added to the cost of such asset to the extent they are accounted for as and when they are determined except
relate to the period till such assets are ready to be put to use. Other to the extent they are expected to be recovered through
borrowing costs are charged to the Statement of Profit and Loss in the claims presented or to be presented to the customer or in
period in which it is accrued. arbitration.

1.11 Foreign Exchange Translation of Foreign Projects and Accounting of ii) Accounting of supply contracts-sale of goods
Foreign Exchange Transactions Revenue from supply contract is recognised when the substantial
i) Initial Recognition risk and rewards of ownership is transferred to the buyer, which
is generally on dispatch, and the collectability is reasonably
Foreign currency transactions are recorded in the reporting
measured. Revenue from product sales are shown as net of all
currency, by applying to the foreign currency amount the
applicable taxes and discounts.
exchange rate between the reporting currency and the foreign
currency at the date of the transaction. iii) Accounting for claims
ii) Conversion Claims are accounted as income in the period of receipt
of arbitration award or acceptance by client or evidence of
Foreign currency monetary items are reported using the closing
acceptance received. Interest awarded, being in the nature of
rate. Non monetary items which are carried in terms of historical
cost denominated in a foreign currency are reported using the additional compensation under the terms of the contract, is
exchange rate at the date of the transaction. accounted as contract revenue on receipt of favorable award.

iii) Treatment of Exchange Differences iv) Dividend income

Exchange differences arising on settlement/restatement of short Dividend is recognized when the right to receive the payment is
term foreign currency monetary assets and liabilities of the established.

110
Summary of significant accounting policies and other explanatory information to the
standalone financial statements as at and for the year ended 31 March 2016
v) Interest income includes the enactment date. Where there is unabsorbed depreciation
or carry forward losses, deferred tax assets are recognised only if there
Interest and other income are accounted for on accrual basis
is virtual certainty supported by convincing evidence that they can be
except where the receipt of income is uncertain in which case it
realised against future taxable profits. Where there is no unabsorbed
is accounted for on receipt basis.
depreciation/carry forward loss, deferred tax assets are recognised
1.14 Accounting for Joint Venture Contracts only to the extent there is a reasonable certainty of realisation in future.
(a) Contracts executed in Joint Venture under work sharing Such assets are reviewed at each Balance Sheet date to reassess
arrangement (consortium) are accounted in accordance with realisation.
the accounting policy followed by the Company as that of an 1.16 Leases
independent contract to the extent work is executed by the
Leases, where the lessor effectively retains substantially all the risks
Company.
and benefits of ownership over the leased term, are classified as
(b) In respect of contracts executed through Joint Ventures under operating leases. Operating lease payments are recognised as an
profit sharing arrangement (assessed as AOP under the Income expense in the Statement of Profit and Loss on a straight-line basis
tax laws), the services rendered to the Joint Ventures are over the lease term.
accounted as income on accrual basis. The Company’s share in
1.17 Impairment of Assets
the profit / loss is accounted for, as and when it is determined by
the Joint Venture and the net investment in the Joint Venture is The carrying amounts of assets are reviewed at each Balance Sheet
reflected as investments, loans & advances or current liabilities, date if there is any indication of impairment based on internal/external
as the case may be. factors. An impairment loss is recognised in the Statement of Profit and
Loss whenever the carrying amount of an asset or a cash generating
1.15 Taxation
unit exceeds its recoverable amount. The recoverable amount of the
Current tax: assets (or where applicable, that of the cash generating unit to which
Provision for current tax is recognised based on the estimated tax the asset belongs) is estimated as the higher of its net selling price and
liability computed after taking credit for allowances and exemptions in its value in use. A previously recognized impairment loss is increased
accordance with the Income Tax Act, 1961. or reversed depending on changes in circumstances. However the
Minimum Alternative Tax (MAT) credit is recognised as an asset only carrying value after reversal is not increased beyond the carrying value
when and to the extent there is convincing evidence that the Company that would have prevailed by charging usual depreciation if there was
will pay normal income tax during the specified period. In the year in no impairment.
which the MAT credit becomes eligible to be recognised as an asset 1.18 Earnings Per Share
in accordance with the recommendations contained in Guidance Note
Basic earnings per share is calculated by dividing the net profit or loss
issued by the Institute of Chartered Accountants of India, the said asset
for the period attributable to equity shareholders by the weighted
is created by way of a credit to the Statement of Profit and Loss and
average number of equity shares outstanding during the period. The
shown as MAT Credit Entitlement. The Company reviews the same at
weighted average number of equity shares outstanding during the
each Balance Sheet date and writes down the carrying amount of MAT
period and for all periods presented is adjusted for events, such as
Credit Entitlement to the extent there is no longer convincing evidence
bonus shares, other than the conversion of potential equity shares,
to the effect that Company will pay normal Income Tax during the
that have changed the number of equity shares outstanding, without a
specified period.
corresponding change in resources.
Deferred tax:
For the purpose of calculating diluted earnings per share, the net profit
Deferred tax assets and liabilities are recognised for the future tax or loss for the period attributable to equity shareholders and weighted
consequences attributable to timing differences between the financial average number of equity shares outstanding during the period are
statements’ carrying amount of existing assets and liabilities and their adjusted for the effects of all dilutive potential equity shares.
respective tax basis. Deferred tax assets and liabilities are measured
1.19 Share Issue Expenses
using the enacted tax rates or tax rates that are substantively enacted
at the Balance Sheet dates. The effect on deferred tax assets and Share issue expenses are charged off against available balance in the
liabilities of a change in tax rates is recognised in the period that Securities Premium Account.

HCC 90TH ANNUAL REPORT 2015-2016 111

Summary of significant accounting policies and other explanatory information to the
standalone financial statements as at and for the year ended 31 March 2016

As at As at During the year ended 31 March 2016, none of the Options were
31 March 2016 31 March 2015 exercised / converted into equity shares and 1,584,700 (Previous year:
` crore ` crore 1,455,470) stock options lapsed.
Note 2 Share Capital i. Options granted
Authorised Share Capital
900,000,000 Equity shares of ` 1 each 90.00 90.00 a) The Company offered 4,458,800 Stock Options on 25 April
10,000,000 Redeemable cumulative 10.00 10.00 2008 (each option carrying entitlement for one equity share
preference shares of of the face value of ` 1 each) at a price of ` 132.50 per
` 10 each equity share.
TOTAL 100.00 100.00 In accordance with the approval of the board of directors
Issued, Subscribed and Paid-up and shareholders of the Company, the ESOP compensation
Equity Share Capital: committee at its meeting held on 20 July 2009 repriced
779,158,906 Equity shares of ` 1 each 77.91 64.58 4,131,600 options at ` 104.05 per equity share.
fully paid up
(Previous year: b) The ESOP Compensation Committee of the Company at
645,826,106 equity its Meeting held on 12 August 2010 decided to double the
shares of ` 1 each) number of employee stock options (vested and unvested),
Add : 13,225 Forfeited 0.01 0.01 not exercised and in-force, as on the Record Date i.e. 11
equity shares August 2010 and halved the exercise price on account
(Previous year: 13,225 of issuance and allotment of Bonus Equity Shares in the
equity shares) proportion of 1:1.
TOTAL 77.92 64.59
Accordingly, 3,553,760 employee stock options in-force
a. Reconciliation of the equity shares outstanding at the beginning granted by the Company on 25 April 2008 were doubled i.e.
and at the end of the reporting year 7,107,520 and the exercise price in respect of the same was
reduced from ` 104.05 to ` 52.03 per equity share.
As at 31 March 2016 As at 31 March 2015
Number ` crore Number ` crore ii. Settlement
Balance at the beginning 645,826,106 64.58 606,610,420 60.66 Through Equity Shares
of the year iii. Options vested
Add: Issued during the 133,332,800 13.33 39,215,686 3.92
1,654,630 number of options remain vested and outstanding as
year [Refer note (h)]
at 31 March 2016
Balance at the end of 779,158,906 77.91 645,826,106 64.58
f. Bonus shares/ buy back/shares for consideration other than cash
the year
issued during past five years:
b. Terms/rights attached to equity shares:
(i) Aggregate number and class of shares allotted as fully paid up
The Company has only one class of equity shares having a par value pursuant to contracts without payment being received in cash -
of ` 1 per share. Each holder of equity share is entitled to one vote per Nil
share. The Company declares and pays dividends in Indian Rupees. The
(ii) Aggregate number and class of shares allotted as fully paid up by
dividend proposed by the Board of Directors, if any, is subject to the
way of Bonus Shares
approval of the shareholders in the ensuing Annual General Meeting,
except interim dividend, if any. 303,256,460 Equity Shares were issued as fully paid bonus
shares by capitalisation of Securities Premium Account on 12
In the event of liquidation of the Company, the holders of equity
August 2010.
shares will be entitled to receive remaining assets of the Company,
after distribution of all preferential amounts. The distribution will be in (iii) Aggregate number and class of shares bought back - Nil
proportion to the number of equity shares held by the shareholders. g. Pursuant to bonus issue of equity shares in the proportion to 1:1,
c. Shares held by subsidiary company: outstanding 95,146 Global Depository Shares (outstanding as of Record
Date i.e. 11 August 2010) have increased to 190,292. Out of the total
Western Securities Limited, a subsidiary company, holds 52,000 equity
Global Depository Shares (GDR) issued, NIL (Previous year: 17,300)
shares (Previous year: 52,000 equity shares) in the Company.
GDR’s are outstanding as on 31 March 2016.
d. Shareholding of more As at 31 March 2016 As at 31 March 2015 h. (i) Pursuant to the approval of the Qualified Institutional Placement
than 5%: Committee constituted by the Board of Directors on 10 April
Name of the % held No. of % held No. of shares 2015, the Company issued 133,332,800 equity shares of ` 1
Shareholder shares each, at an issue price of ` 30 per equity share (of which ` 29
per share is towards securities premium) aggregating ` 399.99
Promoter
crore to Qualified Institutional Buyers in accordance with Chapter
Hincon Holdings Limited 27.73% 216,023,600 33.45% 216,023,600 VIII of Securities and Exchange Board of India (Issue of Capital
Hincon Finance Limited 7.99% 62,261,186 9.64% 62,261,186 and Disclosure Requirements) Regulations, 2009 as amended
Non-Promoter and Section 42 of the Companies Act, 2013 and the rules made
HDFC Trustee Company 8.94% 69,621,087 - - thereunder.
Limited (ii) During the previous year ended 31 March 2015, on exercise
Siwa Holding Limited 4.63% 36,082,151 5.59% 36,082,151 of conversion option by share warrant holders, the Company
converted 39,215,686 share warrants into 39,215,686 equity
e. Shares reserved for issue under Employee Stock Options Scheme
shares of ` 1 each at a price of ` 16.32 per equity share (inclusive
(ESOP):
of securities premium of ` 15.32 per equity share) which were
As on 31 March 2016, there are 1,654,630 (Previous year: 3,239,330) allotted to the Promoters of the Company (Hincon Holdings
stock options outstanding convertible into 1,654,630 (Previous year: Limited and Hincon Finance Limited) pursuant to resolution
3,239,300) equity shares of ` 1 each convertible at an exercise price of passed by the Committee of Directors at its meeting held on 2
` 52.03 per share. May 2014.

112
Summary of significant accounting policies and other explanatory information to the
standalone financial statements as at and for the year ended 31 March 2016

As at As at Note 4 Long Term Borrowings Non-current portion Current maturities

31 March 2016 31 March 2015 (Continued) 31 March 31 March 31 March 31 March
Note 3 Reserves and Surplus ` crore ` crore 2016 2015 2016 2015

(a) Capital Reserve ` crore ` crore ` crore ` crore

(Forfeited Equity Share Warrants) # 15.19 15.19 (C) Rupee Term Loans (RTL-2)
(b) Forfeited Debentures Account # 0.02 0.02 (i) From Banks 962.71 1,096.72 132.86 152.79
(c) Securities Premium Account (ii) From Others 229.77 130.09 35.06 18.46
(D) Working Capital Term
Balance at the beginning of the year 946.30 888.86
Loan from Banks
Add : Additions during the year (WCTL - 1) 20.42 41.13 20.56 5.25
[Refer note 2(h)] 386.66 60.08
(E) Working Capital Term Loan
Less : Share issue expenses 9.71 2.64 from Banks (WCTL - 2)
1,323.25 946.30 (i) From Banks 18.50 20.99 2.50 2.88
(d) Debenture Redemption Reserve (ii) From Others 37.00 42.00 6.98 5.75
Balance at the beginning of the year 34.99 34.99 (F) Foreign Currency Term
Loans from Banks 153.31 172.26 37.09 31.97
Add : Transferred from the surplus in
the Statement of Profit and Loss 20.00 - (G) Funded Interest Term
Loan (FITL)
54.99 34.99
(i) From Banks - - - 52.36
(e) Foreign Currency Monetary (ii) From Others - - - 2.55
Translation Account (Refer note 3.1)
(H) Rupee Term Loans
Balance at the beginning of the year 4.06 4.29 (RTL - A)
Add : Additions during the year 5.59 3.91 From Banks 140.24 - - -
Less : Amount credited to the From Others 44.96 - - -
Statement of Profit and Loss 5.46 4.14 Sub-Total (A+B+C+D+E+F+G+H) 2,482.26 2,501.63 373.61 406.45
4.19 4.06
Note: For terms of repayment and securities, please refer notes given below.
(f) General Reserve # 174.38 174.38
(g) Surplus as per the Statement of II. Unsecured
Profit and Loss
A) Term Loans - Other than
Balance at the beginning of the year 147.92 69.00 banks - 126.00 - 17.25
Less: Impact of depreciation/
B) Funded Interest Term
amortisation (Refer note 3.2) - (2.73)
Loan - Other than banks - - - 4.85
Less: Transferred to Debenture
Redemption Reserve (20.00) - Sub-Total (A+B) - 126.00 - 22.10

Add: Transferred from the Statement Total (I+II) 2,482.26 2,627.63 373.61 428.55
of Profit and Loss 84.97 81.65 4.1 Corporate Debt Restructuring (CDR) Package
212.89 147.92
The Company received Letter of Approval (LOA) on 29 June 2012
TOTAL 1,784.91 1,322.86 issued by the Corporate Debt Restructuring Empowered Group
# No movement during the year (CDREG) approving the CDR package. The CDR related documents
have been executed and creation of security stands completed.
3.1 The Company (Accounting Standards) Second Amendment Rules 2011
has amended the provision of Accounting Standard 11 relating to “The 4.2 Terms of repayment and details of security
Effects of the Changes in Foreign Exchange Rates” vide notification I. Secured
dated 29 December 2011. In terms of these amendments, the
Company has carried over long term monetary exchange gain of ` 4.19 (A) Debentures
crore (previous year ` 4.06 crore) through “Foreign Currency Monetary i) Axis
Translation Account”, to be recognised over the balance period of such
long term asset/ liability. On restructuring by the CDREG, these debentures are classified
as RTL - 1. These debentures carry an interest yield of 11.50% p.a.
3.2 During the previous year ended 31 March 2015, consequent to the
in yield equalization and are repayable in 31 quarterly instalments
introduction of Schedule II to the Companies Act, 2013, the useful lives
commencing 15 April 2014 and ending on 15 October 2021. These
of certain fixed assets had been revised. Accordingly, ` 2.73 crore (net
are secured by way of registered mortgage over 231.66 acres of
of deferred tax ` 1.31 crore) representing carrying value of the fixed
Lavasa land situated in 5 villages namely Village Admal, Bhode,
assets with revised useful life as NIL were adjusted against opening
Gadle, Padalghar and Ugavali in taluka Mulshi, District Pune,
balance of Statement of Profit and Loss as of 1 April 2014. Maharashtra.
Note 4 Long Term Borrowings Non-current portion Current maturities ii) LIC
31 March 31 March 31 March 31 March
On restructuring by CDREG, these debentures are classified as
2016 2015 2016 2015
RTL-1. These debentures carry an interest yield of 11.50% p.a. in
` crore ` crore ` crore ` crore yield equalization and are repayable in 31 quarterly instalments
I. Secured commencing 15 April 2014 and ending on 15 October 2021. Refer
(A) Non-Convertible Note 4.2.1 for security details.
Debentures 162.80 184.80 24.50 25.30
(B) Rupee Term Loans 1 (RTL - 1) and Rupee Term Loans 2 (RTL - 2)
(B) Rupee Term Loans (RTL-1)
(i) From Banks 375.44 426.30 59.99 57.61 RTL - 1 and RTL - 2 carry an interest yield of 11.50% p.a. in
(ii) From Others 337.11 387.34 54.07 51.53 yield equalization and are repayable in 31 quarterly instalments
commencing 15 April 2014 and ending on 15 October 2021. Refer
Note 4.2.1 for security details.

HCC 90TH ANNUAL REPORT 2015-2016 113

Summary of significant accounting policies and other explanatory information to the
standalone financial statements as at and for the year ended 31 March 2016
(C) Working Capital Term Loan (WCTL - 1) monthly, to be reset annually with a two years moratorium and
repayment terms of five years starting from financial year
Working Capital Term Loan (WCTL - 1) carries an interest rate
2017-18. The said facility is having same security as RTL - 1
ranging from 11.10% p.a. to 11.75% p.a. (floating) linked to
lenders under the CDR Loan. The security creation would
Monitoring Institution’s base rate. These are repayable in 16
be done as per stipulated time frame.
quarterly instalments commencing 15 April 2014 and ending on
15 January 2018. Refer Note 4.2.1 for security details. II. Unsecured

(D) Working Capital Term Loan (WCTL - 2) A) Term Loan from Industrial Finance Corporation of India
Limited (IFCI)
Working Capital Term Loan (WCTL - 2) carries an interest rate
ranging from 11.10% p.a. to 11.75% p.a. (floating) linked to The loan carries an interest rate of 11.50% p.a. This loan is
Monitoring Institution’s base rate. These are repayable in 31 repayable in 31 quarterly instalments commencing 15 April 2014
quarterly instalments commencing 15 April 2014 and ending on and ending on 15 October 2021. IFCI has joined CDR package
15 October 2021. Refer Note 4.2.1 for security details. by signing Deed of Accession on 8 March 2016 and have right to
security that is same as RTL-2 lenders.
(E) Other Term Loans
B) FITL from Other Parties
(i) Standard Chartered Bank - External Commercial
Borrowings (ECB) USD 13.36 million FITL, carried an interest rate of 11.50% p.a. and has been fully
repaid during the year.
As at 31 March 2016, the ECB loan from Standard
4.2.1 RTL - 1, RTL - 2, WCTL - 1 and WCTL - 2 are secured in
Chartered Bank carries an interest rate of 4.13% p.a. % (3
the form of:
month LIBOR plus 350 basis points). This loan is repayable
in 17 quarterly instalments commencing 15 April 2014 and 1. The parcel of land (immovable non-residential property)
ending on 15 March 2018. The facility is secured by first admeasuring 22 acres and 24 gunthas at Tara Village,
charge by way of hypothecation of plant and machinery Panvel Taluka described as the First Mortgaged Properties.
acquired under the facility described in the first schedule
2. All the present and future movable assets of the Borrower
to the memorandum of hypothecation executed on 10
(excluding ‘Current Assets’ and ‘Specified Assets’) as the
November 2009.
Second Mortgaged Properties.
(ii) Development Bank of Singapore - ECB USD 10.18 3. All current assets of the Borrower (other than those
million forming part of ‘Additional Assets’) as the Third Mortgaged
As at 31 March 2016, the ECB loan from Development Bank Properties.
of Singapore carries an interest rate of 4.48% p.a. (3 month 4. All of the ‘Additional Assets’ collectively referred to as the
LIBOR plus 385 basis points). This loan is repayable in 17 Fourth Mortgaged Properties.
quarterly instalments commencing 5 October 2014 and
5. All of the ‘Specified Assets’ collectively referred to as the
ending on 5 October 2018. The facility is secured by first
Fifth Mortgaged Properties.
charge by way of hypothecation of plant and machinery and
heavy vehicles acquired under the facility described in the The terms ‘Current Assets’, ‘Specified Assets’ and ‘Additional
schedule I (2) to the deed of hypothecation executed on 29 Assets’ have been defined in the Master Restructuring
April 2010. Agreement (MRA).

(iii) Toronto Dominion LLC - ECB USD 9.36 million The above security having ranking in respect to RTL - 1, WCTL - 1
and RTL - A are as below:
As at 31 March 2016, the ECB loan from The Toronto
Domino Bank LLC carries an interest rate of 1.83% (3 1. A first ranking and pari passu security interest by way of
month LIBOR plus 120 basis points). This loan is repayable legal mortgage over the First Mortgaged Properties and
in 35 equal quarterly instalments commencing 16 March Second Mortgaged Properties.
2011 and ending on 16 September 2019. The facility is 2. A second ranking and pari passu security interest by way of
secured by first priority mortgage and security interest to legal mortgage over the Third Mortgaged Properties, Fourth
and in favour of Wilmington Trust Company (the security Mortgaged Properties and the Fifth Mortgaged Properties.
trustee) on one Hawker model 4000 airframe bearing
The above security having ranking in respect to RTL - 2 and
manufacture’s serial number RC-26 together with two
WCTL - 2 are as below:
installed model PW208 engines more particularly described
under Clause 2.1 as per the Aircraft Charge Agreement A second ranking and pari passu security interest by way of legal
executed on 6 January 2011. mortgage over all the Mortgaged Properties.

(F) Funded Interest Term Loan (FITL) Collateral security pari-passu with all CDR lenders

FITL, carried an interest rate of 11.50% p.a., has been fully repaid 1. Corporate guarantee of HCC Real Estate Limited (HREL) for
during the year. ` 9,477.60 crore, against which HREL’s outstanding amount
is ` 8,800.11 crore (Previous year: ` 8,464.98 crore).
(G) Rupee Term Loans (RTL-A)
2. Pledge of 200,703,600 equity shares of the Company held
During the year ended 31 March 2016, the Company has received by Hincon Holdings Limited.
approval under Joint Lenders Forum mechanism to avail ` 350
3. Personal guarantee of Mr. Ajit Gulabchand, Chairman and
crore term loan. The said facility carries interest rate of 11.75%
Managing Director
p.a. (Individual Bank’s Base Rate + Applicable Spread), payable

114
Summary of significant accounting policies and other explanatory information to the
standalone financial statements as at and for the year ended 31 March 2016
4.2.2 Loan principal amounting to ` 34.11 crore (Previous year: Note 7.1 Security for Cash Credit Facilities, Working Capital Demand Loan
` 66.38 crore) and the interest amount of ` 28.20 crore and Buyer’s Credit:
(Previous year: ` 58.24 crore) which is due and outstanding
1. The parcel of land (immovable non-residential property) admeasuring
to be paid as at 31 March 2016 pertains to the period from
22 acres and 24 gunthas at Tara Village, Panvel Taluka described as the
October 2015 to March 2016. Out of this, principal amounting to
First Mortgaged Properties.
` 21.87 crore and interest amounting to ` 1.35 crore have been
subsequently paid. 2. All the present and future movable assets of the Borrower (excluding
‘Current Assets’ and ‘Specified Assets’) as the Second Mortgaged
4.3 MRA as well as the provisions of the Master Circular on
Properties.
Corporate Debt Restructuring issued by the Reserve Bank of
India, give a right to the CDR Lenders to get a recompense of 3. All current assets of the Borrower (other than those forming part of
their waivers and sacrifices made as part of the CDR Proposal. ‘Additional Assets’) as the Third Mortgaged Properties.
The recompense payable by the borrowers depends on various 4. All of the ‘Additional Assets’ collectively referred to as the Fourth
factors including improved performance of the borrowers and Mortgaged Properties.
other conditions. The aggregate present value of the sacrifice
made/ to be made by CDR Lenders as per the MRA is ` 209.76 5. All of the ‘Specified Assets’ collectively referred to as the Fifth
crore (Previous year: ` 205.66 crore) as at 31 March 2016. Mortgaged Properties.

The terms ‘Current Assets’, ‘Specified Assets’ and ‘Additional Assets’

.
have been defined in the MRA.
As at As at The above security having ranking as below:
31 March 2016 31 March 2015
` crore ` crore 1. A first ranking and pari passu security interest by way of legal
Note 5 Deferred Tax Liabilties (Net) mortgage over the Third and Fourth Mortgaged Properties.
Components of deferred tax assets and 2. In the form of a second ranking and pari passu security interest
liabilities arising on account of timing by way of a legal mortgage over the First, Second and the Fifth
differences are: Mortgaged Properties.
Deferred Tax Liabilty
Collateral security pari-passu with all CDR lenders are same as
Timing difference on tangible and 85.06 98.15
indicated in Note 4.2.1
intangible assets depreciation and
amortisation The Company has provided first charge over specific fixed assets
Claims/Arbitration Awards 943.56 680.43 (having WDV of ` 50 crore) of the Company for the loan extended by
Others 7.19 8.96 Export Import Bank of India (EXIM Bank) to HCC Mauritius Enterprise
Deferred Tax Asset Limited through Loan Agreement dated 27 September 2010. The same
security has also been extended for the loan of USD 25 million given by
Business Loss/ Unabsorbed (879.19) (683.85)
Depreciation EXIM Bank to HCC Mauritius Investment Limited.
Others (40.45) (35.62) YES Bank, the lender of HCC Infrastructure Company Limited,
TOTAL 116.17 68.07 a subsidiary company is having subservient charge on identified
receivables of the Company. YES Bank issued NOC on 4 September
Note 6 Long Term Payables 2012 for ceding first charge in favour of working capital lenders and
second charge in favour of term lenders.
Provision for employee benefits
(Refer note 41) The securities towards working capital facilities also extend to
- Gratuity 28.27 28.40 guarantees given by the banks on behalf of the Company.
- Leave entitlement 9.70 10.22
As at As at
TOTAL 37.97 38.62
31 March 2016 31 March 2015
` crore ` crore
Note 7 Short-Term Borrowings
Note 8 Trade Payables
I. Secured
Rupee Loan from Banks : Trade payables
1) Cash credit facilities (Repayable 1,964.39 1,900.74 - Total outstanding dues of Micro
on demand) Enterprises and Small Enterprises 2.65 1.71
2) Working capital demand loan 59.87 50.00
(Repayable on demand) - Total outstanding dues of creditors
other than Micro Enterprises and
3) Buyer's credit 22.44 3.37
Small Enterprises 1,406.08 1,536.89
2,046.70 1,954.11
TOTAL 1,408.73 1,538.60
II. Unsecured (Repayable on
demand)
Loans from related party 1.45 0.58
(Refer note 42)
2,048.15 1,954.69

HCC 90TH ANNUAL REPORT 2015-2016 115

Summary of significant accounting policies and other explanatory information to the
standalone financial statements as at and for the year ended 31 March 2016
8.1 The Company has amounts due to micro and small suppliers registered
As at As at
under the Micro, Small and Medium Enterprises Development Act
31 March 2016 31 March 2015
2006 (MSMED Act), as at 31 March 2016.
` crore ` crore
The disclosure pursuant to the said Act is as under:
Note 9 Other Current Liabilities: Contd.
As at As at
31 March 2016 31 March 2015 c) Unpaid Dividends# 0.59 0.72
` crore ` crore
d) Others
Principal amount due to suppliers 2.65 1.71
under MSMED Act i) Advance towards sale of
Interest accrued and due to 0.30 0.23 investment (Refer notes 16.2
suppliers under MSMED Act on and 40) 37.70 55.58
the above amount
Payment made to suppliers (other 0.97 0.83 ii) Tax Payable 21.97 18.83
than interest) beyond appointed
day during the year iii) Due to Employees 65.10 60.39
Interest paid to suppliers under - - iv) Interest payable on contractee
MSMED Act advances 78.52 63.91
Interest due and payable to 0.04 0.06
suppliers under MSMED Act v) Statutory Dues Payable 3.17 1.51
towards payments already made
vi) Due to / advance from related
Interest accrued and remaining 0.30 0.23 parties 0.76 0.45
unpaid at the end of the
accounting year vii) Liability for capital goods 18.93 20.76
The amount of further interest 2.46 2.16
remaining due and payable even viii) Other liabilities 44.90 53.81
in the succeeding years, until
such date when the interest dues TOTAL 339.71 378.49
as above are actually paid to the # Not due for credit to Investor Education and Protection Fund
small enterprise for the purpose
of disallowance as a deductible
expenditure under section 23 of Note 10 Short Term provisions
the MSMED Act.
(a) Provision for employee benefits
Note: This information, as required to be disclosed under the MSMED (Refer note 41)
Act, has been determined to the extent such parties have been
identified on the basis of information available with the Company. - Gratuity 2.65 4.78

- Leave entitlement 4.98 5.13

As at As at
31 March 2016 31 March 2015 (b) Provision for foreseeable losses 108.66 125.00
` crore ` crore (Refer note 10.1)
Note 9 Other Current Liabilities TOTAL 116.29 134.91
a) Interest Accrued but not due 31.59 35.70 Note 10.1 The Company has adequately recognized expected losses on
projects wherever it was probable that total contract costs will
b) Interest Accrued and due 36.48 66.83 exceed total contract revenue.

116
Summary of significant accounting policies and other explanatory information to the
standalone financial statements as at and for the year ended 31 March 2016

Note 11 Fixed Assets ` crore

TANGIBLE ASSETS INTANGIBLE ASSETS

Particulars Freehold Leasehold Building Plant and Furniture Office Vehicles Helicopter/ Speed Computers Total Computer Total
land improvements and sheds machinery and fixtures equipment Aircraft boat software

Gross block

As at 1 April 2014 8.68 18.37 33.57 1,518.43 20.55 9.69 195.82 179.46 1.96 16.84 2,003.37 22.43 22.43

Additions - - - 40.36 - - 0.76 2.81 - 2.73 46.66 - -

Deductions/ disposals - - 3.68 46.43 - 0.06 10.66 - 0.52 4.65 66.00 - -

As at 31 March 2015 8.68 18.37 29.89 1,512.36 20.55 9.63 185.92 182.27 1.44 14.92 1,984.03 22.43 22.43

Additions - - - 24.95 0.02 - 1.05 3.14 - 0.24 29.40 1.72 1.72

Deductions/ disposals - - - 74.07 - 0.11 12.16 - - 1.39 87.73 - -

As at 31 March 2016 8.68 18.37 29.89 1,463.24 20.57 9.52 174.81 185.41 1.44 13.77 1,925.70 24.15 24.15

Accumulated depreciation / amortisation

Balance as at 1 April - 7.38 19.67 855.09 11.72 7.01 127.05 45.25 0.61 16.50 1,090.28 20.12 20.12
2014

Depreciation/ - 2.02 0.95 120.79 1.36 1.93 22.24 10.37 0.13 0.26 160.05 1.38 1.38
amortisation charge

Accumulated - - 3.68 32.32 - 0.06 9.11 - 0.34 4.60 50.11 - -

depreciation/
amortisation on disposals

As at 31 March 2015 - 9.40 16.94 943.56 13.08 8.88 140.18 55.62 0.40 12.16 1,200.22 21.50 21.50

Depreciation/ - 2.00 0.87 105.02 1.31 0.16 13.90 10.37 0.11 0.95 134.69 1.16 1.16
amortisation charge

Accumulated - - - 64.47 - 0.10 10.85 - - 1.38 76.80 - -

depreciation/
amortisation on disposals

As at 31 March 2016 - 11.40 17.81 984.11 14.39 8.94 143.23 65.99 0.51 11.73 1,258.11 22.66 22.66

Net block

As at 31 March 2015 8.68 8.97 12.95 568.80 7.47 0.75 45.74 126.65 1.04 2.76 783.81 0.93 0.93

As at 31 March 2016 8.68 6.97 12.08 479.13 6.18 0.58 31.58 119.42 0.93 2.04 667.59 1.49 1.49

Note 11.1 Depreciation and amortisation expense

Year ended Year ended

31 March 2016 31 March 2015
` crore ` crore

Depreciation of tangible 134.69 160.05

assets

Amortisation of 1.16 1.38

intangible assets

Less: Allocated to group - 7.09

companies

Less: Transferred to - 4.04

retained earnings (Refer
note 3.2)

TOTAL 135.85 150.30

HCC 90TH ANNUAL REPORT 2015-2016 117

Summary of significant accounting policies and other explanatory information to the
standalone financial statements as at and for the year ended 31 March 2016

As at As at As at As at
31 March 2016 31 March 2015 31 March 2016 31 March 2015
Unquoted Quoted Unquoted Quoted Unquoted Quoted Unquoted Quoted
` crore ` crore ` crore ` crore ` crore ` crore ` crore ` crore
Note 12 Non-Current (B) Preference Shares:
Investments In Subsidiary Company in
(valued at cost, fully paid-up, India
unless otherwise specified) Lavasa Corporation Limited
I. Trade Investment 28 (Previous year: 28) 6% 0.00* - 0.00* -
(A) Investments in Equity Cumulative Redeemable
Shares: Preference Shares of
(I) In Subsidiary ` 10 each
Companies in India (c) Investments in Debentures
(i) Western Securities 5.38 - 5.38 - in Associates:
Limited Vikhroli Corporate Park
1,957,500 (Previous year: Private Limited (VCPPL)
1,957,500) Equity Shares (ceased to be an associate
of ` 10 each w.e.f. 10 July 2015)
(ii) HCC Real Estate Limited 474.36 - 474.36 - (i) VCPPL 17.91% Optionally - - 49.04 -
[Refer note 32 (a)] Fully Convertible
66,193,185 (Previous Debenture Series-I
year: 66,193,185) Equity Nil (Previous year: 4,904)
Shares of ` 10 each Debentures of ` 100,000
(iii) HCC Infrastructure 0.25 - 0.25 - each
Company Limited (ii) VCPPL 6.32% Optionally - - 24.32 -
[Refer note 32 (b)] Fully Convertible
250,000 (Previous year: Debenture Series-II
250,000) Equity Shares Nil (Previous year: 2,432)
of ` 10 each Debentures of ` 100,000
(iv) HCC Construction 0.05 - 0.05 - each
Limited (iii) VCPPL 0% Optionally Fully - - 8.21 -
50,000 (Previous year: Convertible Debenture
50,000) Equity Shares Series-IV
of ` 10 each Nil (Previous year: 821)
(v) Highbar Technologies 6.25 - 6.25 - Debentures of ` 100,000
Limited (Refer notes each
12.2 and 12.3) II. Non-trade Investments:
6,250,000 (Previous year: (i) Walchand Co-op. Housing 0.00* - 0.00* -
6,250,000) Equity Shares Society Limited
of ` 10 each 5 (Previous year: 5) Equity
(vi) Lavasa Corporation 0.01 - 0.01 - Shares of ` 50 each
Limited [Refer note 32 (a)] (ii) Shushrusha Citizens Co- 0.00* - 0.00* -
2,387 (Previous year: Op. Hospitals Limited
2,387) Equity Shares 100 (Previous year: 100)
of ` 10 each Equity Shares of ` 100
(II) In Subsidiary each
Companies outside (iii) Housing Development - 0.01 - 0.01
India Finance Corporation
(i) HCC Mauritius Enterprises 22.23 - 22.23 - Limited
Limited (Refer note 12.2) 15,220 (Previous year:
5,005,000 (Previous year: 15,220) Equity Shares of
5,005,000) Equity Shares ` 2 each
of USD 1 each (iv) HDFC Bank Limited - 0.00* - 0.00*
(ii) HCC Mauritius 6.06 - 6.06 - 2,500 (Previous year:
Investments Limited 2,500) Equity Shares of
(Refer note 12.2) ` 10 each
1,000,000 (Previous year: (v) Khandwala Securities - 0.00* - 0.00*
1,000,000) Equity Shares Limited
of USD 1 each 3,332 (Previous year:
(III) In Others 3,332) Equity Shares of
(i) Vikhroli Corporate Park 0.00* - 1.00 - ` 10 each
Private Limited (Refer (vi) Hincon Finance Limited 0.12 - 0.12 -
note 12.1 below) 120,000 (Previous year:
260 (Previous year: 120,000) Equity Shares of
1,000,000) Equity Shares ` 10 each
of ` 10 each (ceased to
be an associate w.e.f. 10 514.71 0.01 597.28 0.01
July 2015) 514.72 597.29

118
Summary of significant accounting policies and other explanatory information to the
standalone financial statements as at and for the year ended 31 March 2016
Note 13.1 Disclosure pursuant to the SEBI (Listing Obligations and
As at As at
31 March 2016 31 March 2015 Disclosure Requirements) Regulations, 2015, in respect of loans and
advances in the nature of loans
Details: Cost Market Cost Market
Value Value Loans and advance in the nature of loans given to subsidiaries for business
purposes.
` crore ` crore ` crore ` crore
Name of the entity Outstanding balance Maximum balance
Aggregate of Investments:
outstanding during
(i) Quoted Investments 0.01 1.96 0.01 2.26 the year
(ii) Unquoted Investments 514.71 - 597.28 - As at 31 As at 31 As at 31 As at 31
March 2016 March 2015 March 2016 March 2015
(iii) Provision towards diminution - - - - ` crore ` crore ` crore ` crore
in value of investments
i) HCC Infrastructure 984.82 634.81 984.82 634.81
Note 12.1 During the year ended 31 March 2016, the Company divested 26% Company Limited
equity stake in VCPPL for an aggregate consideration of ` 90.03 crore out of ii) HCC Real Estate 443.96 404.06 443.96 404.06
which the Company has received ` 77.03 crore resulting in gain of ` 72.16 Limited #
crore. Balance ` 13 crore will be realised and accounted for on fulfilment of iii) Lavasa Corporation 110.21 - 110.21 -
certain conditions. Limited

Note 12.2 The Company has pledged the following shares in favour of the iv) HCC Mauritius 99.70 94.11 99.70 94.11
Enterprise Limited ##
lenders as a part of the financing agreements for facilities taken by subsidiary
companies as indicated below: v) HCC Concession - - 18.00 -
Limited
Name of the Company No. of equity shares pledged vi) Highbar Technologies 2.39 2.09 2.39 2.09
Limited
31 March 2016 31 March 2015
Total 1,641.08 1,135.07 1,659.08 1,135.07
Highbar Technologies Limited 1,875,000 1,875,000
# Includes interest free loan ` 294.27 crore (Previous year: ` 294.27 crore).
HCC Mauritius Enterprise Limited 5,005,000 5,005,000
## Loans given at interest rate of “3 months LIBOR +3%” and “6 months LIBOR +4%”.
HCC Mauritius Investments Limited 1,000,000 1,000,000
Note 13.2 Investment by the loanee in the Company’s/ subsidiary
Note 12.3 The Company has given an “Non Disposal Undertaking” to the companies shares
lenders of Highbar Technologies Limited to the extent of 3,074,940 equity
HCC Infrastructure Company Limited has invested in following subsidiary
shares
companies.
As at As at
31 March 2016 31 March 2015 Name of the company As at 31 As at 31
` crore ` crore March 2016 March 2015
` crore ` crore
Note 13 Long Term Loans and
Advances Equity shares
HCC Concessions Limited 573.48 523.55
Unsecured, Considered Good
HCC Power Limited 0.50 0.50
a) Capital Advances
Dhule Palesner Operations & Maintenance 0.50 0.50
- related party 7.00 - Limited
- others 0.09 0.16 HCC Operations & Maintenance Limited 0.05 0.05
b) Security and Other Deposits Preference shares
HCC Concessions Limited 285.99 285.99
- related party 0.50 7.54
TOTAL 860.52 810.59
- others 13.17 6.02
HCC Real Estate Limited has invested in following subsidiary companies
c) Advance payment of taxes 22.25 49.48
(net of provision) As at 31 As at 31
March 2016 March 2015
Advance tax ` 167.63 crore ` crore ` crore
(Previous year : ` 164.74 crore) Name of the company
Provision for Tax ` 145.38 crore Equity shares
(Previous year : ` 115.26 crore) Lavasa Corporation Limited 417.81 417.81
d) MAT credit entitlement 109.69 79.56 Maan Township Developers Limited 0.10 0.10
e) Loans and advances to related 1,641.08 1,135.07 Nashik Township Developers Limited 0.10 0.10
parties# (Refer notes 32 and 42) HRL Township Developers Limited 0.10 0.10
f) Loans and advances to employees 0.19 0.22 HRL (Thane) Real Estate Limited 0.10 0.10
Charosa Wineries Limited 13.00 13.00
g) Advances recoverable in cash or in 1.25 1.79
kind Powai Real Estate Limited 0.05 0.05
HCC Aviation Limited 0.05 0.05
h) Balance with government 74.07 63.16
authorities Pune-Paud Toll Road Company Limited 6.05 6.05
HCC Realty Limited 0.05 0.05
TOTAL 1,869.29 1,343.00
Preference shares
# Loans and advances to related parties represent inter corporate deposits
Lavasa Corporation Limited 97.34 97.34
placed with subsidiaries.
TOTAL 534.75 534.75

HCC 90TH ANNUAL REPORT 2015-2016 119

Summary of significant accounting policies and other explanatory information to the
standalone financial statements as at and for the year ended 31 March 2016
Note 13.2 Investment by the loanee in the Company’s/ subsidiary Note 13.2 Investment by the loanee in the Company’s/ subsidiary
companies shares (contd.) companies shares (contd.)
As at 31 As at 31
Lavasa Corporation Limited has invested in following subsidiary companies
March 2016 March 2015
As at 31 As at 31 ` crore ` crore
March 2016 March 2015 Preference Shares: Contd.
` crore ` crore
Lakeshore Watersports Limited 10.98 10.98
Name of the company
Dasve Convention Center Limited 51.78 51.78
Equity shares
Dasve Business Hotels Limited 23.40 23.40
Dasve Retail Limited 0.05 0.05
Warasgaon Asset Management Company 0.47 -
Dasve Business Hotel Limited 0.05 0.05 Limited
Reasonable Housing Limited 0.05 0.05 TOTAL 943.46 423.31
Hill City Service Apartments Limited 0.05 0.05
HCC Mauritius Enterprise Limited has invested in following subsidiary
Lakeshore Watersports Company Limited 0.05 0.05
companies
Nature Lovers Retail Limited 0.05 0.05
As at 31 As at 31
Future City Multiservices SEZ Limited 0.05 0.05 March 2016 March 2015
Verzon Hospitality Limited 0.41 0.41 ` crore ` crore
Hill View Parking Services Limited 0.05 0.05 Name of the company

Warasgaon Valley Hotels Limited 0.05 0.05 Equity shares

Osprey Hospitality Limited 0.05 0.05 Steiner AG (Refer note below) 213.15 201.29
Rosebay Hotels Limited 0.05 0.05 TOTAL 213.15 201.29
Valley View Entertainment Limited 0.05 0.05 Note: Increase in investment is due to exchange rate fluctuation.
Our Home Service Apartments Limited 0.05 0.05 HCC Concession Limited has invested in following subsidiary companies
Mugaon Luxury Hotels Limited 0.05 0.05 As at 31 As at 31
Sirrah Palace Hotels Limited - 0.05 March 2016 March 2015
` crore ` crore
Kart Racers Limited 0.05 0.05
Name of the company
Lavasa Bamboocrafts Limited 0.05 0.05
Equity shares
Rhapsody Commercial Space Limited 0.05 0.05
Badarpur Faridabad Tollways Limited 98.00 86.00
Warasgaon Power Supply Limited 5.05 5.05
Baharampore-Farakka Highways Limited 33.30 33.30
Warasgaon Infrastructure Providers Limited 0.05 0.05
Farakka-Raiganj Highways Limited 37.00 37.00
Lavasa Hotel Limited 0.05 0.05
Raiganj-Dalkhola Highways Limited 27.00 27.00
Sahyadri City Management Limited 0.05 0.05
Nirmal BOT Limited - 31.50
Dasve Hospitality Institutes Limited 5.55 5.55
Narmada Bridge Tollways Limited 0.05 0.05
Warasgaon Assets Maintenance Limited 593.05 10.05
Investments in Compulsorily Convertible
Dasve Convention Center Limited 0.05 0.05 Cumulative Preference Shares (CCCPS)
Lakeview Clubs Limited 0.05 0.05 Baharampore-Farakka Highways Limited 172.25 172.25
Warasgaon Tourism Limited 0.05 0.05 Farakka-Raiganj Highways Limited 200.22 200.22
Starlit Resort Limited - 0.05 Raiganj-Dalkhola Highways Limited 82.07 72.52
Apollo Lavasa Health Corporation Limited - 75.00 TOTAL 649.89 659.84
My City Technology Limited 14.93 14.93 Highbar Technologies Limited has invested in following subsidiary companies
Whistling Thrush Facilities Services Limited 0.23 0.23 As at 31 As at 31
Spotless Laundry Services Limited 7.08 7.08 March 2016 March 2015
` crore ` crore
Full Spectrum Adventure Limited 0.05 0.05
Name of the company
Ecomotel Hotel Limited 11.77 -
Equity shares
Green Hills Residences Limited 2.36 2.36
Highbar Technologies FZLLC 0.06 0.06
Preference Shares
TOTAL 0.06 0.06
Dasve Hospitality Institutes Limited 27.06 27.06
Nature Lovers Retail Limited 1.73 1.73 Note 14 Long-Term Trade Receivables
(Refer note below)
Hill City Service Apartments Limited 10.33 10.33
Unsecured, Considered Good
Sahyadri City Management Limited 38.71 38.71
Trade receivables (Refer notes 33 and 43) 2,161.35 1,494.16
Warasgaon Tourism Limited 9.84 9.84
[Including retention ` 32.69 crore (Previous
Future City Multiservices SEZ Limited 1.69 1.69 year: ` 0.79 crore)]
Reasonable Housing Limited 19.66 19.66 TOTAL 2,161.35 1,494.16
Lavasa Bamboocrafts Limited 7.90 7.90 Note: Net off advance received against work bill / claims ` 353.71 crore
Dasve Retail Limited 78.91 78.91 (Previous year: ` 211.56 crore)
Lakeview Clubs Limited 19.36 19.36

120
Summary of significant accounting policies and other explanatory information to the
standalone financial statements as at and for the year ended 31 March 2016

As at 31 As at 31 As at As at
March 2016 March 2015 31 March 2016 31 March 2015
` crore ` crore ` crore ` crore
Note 15 Other Non Current Assets Note 18 Trade Receivables
Unsecured, Considered Good Unsecured, Considered Good
a) Interest receivable from related parties 162.38 323.11
a) Outstanding over six months 85.63 112.41
b) Margin money deposit 16.80 1.54
[including retention of ` 6.63 crore
TOTAL 179.18 324.65 (Previous year: ` 16.15 crore)
Note 16 Current Investments b) Others 421.73 810.33
Investments in Equity Instruments [including retention of ` 285.60 crore
(Refer note 40): (Previous year: ` 270.22 crore)]
(Unquoted, in subsidiary Companies in India) TOTAL 507.36 922.74
(i) Panchkutir Developers Limited (Refer note 50.02 50.02
Note: Net off advance received against work bill ` 291.10 crore (Previous
16.2 below)
year: ` 4.14 crore)
1,400,000 (Previous year: 1,400,000)
Equity Shares of ` 10 each fully paid
(ii) Raiganj Dalkhola Highways Limited (Refer 3.00 3.00 Note 19 Cash and Bank Balances
note 16.1 below)
a) Cash and Cash Equivalents
3,000,000 (Previous year: 3,000,000)
1) Balances with Bank
Equity Shares of ` 10 each fully paid
(iii) Baharampore Farakka Highways Limited 11.70 11.70 (i) Current Accounts in Indian 64.04 64.27
(Refer note 16.1 below) Rupees
11,700,000 (Previous year: 11,700,000) (ii) Current Accounts in Foreign 2.67 0.21
Equity Shares of ` 10 each fully paid Currency
(iv) Farakka Raiganj Highways Limited (Refer 13.00 13.00 2) Cash on Hand 0.70 0.78
note 16.1 below)
3) Cheques on Hand 0.00* 9.76
13,000,000 (Previous year: 13,000,000)
Equity Shares of ` 10 each fully paid SUB-TOTAL 67.41 75.02
(v) Dhule Palesner Tollways Limited (Refer 0.00* 17.88 b) Other Bank Balances
note 16.1 below)
1) Margin Money Deposits 22.83 20.68
100 (Previous year: 17,882,800) Equity
Shares of ` 10 each fully paid 2) Balances with Bank for Unpaid
Dividend 0.59 0.72
TOTAL 77.72 95.60
SUB-TOTAL 23.42 21.40
Note 16.1 The Company has pledged the following shares in favour of
the lenders as a part of the financing agreements for facilities taken by
TOTAL 90.83 96.42
subsidiary companies and joint ventures as indicated below:
Name of the company No. of equity shares pledged
31 March 2016 31 March 2015 Note 20 Short-Term Loans &
` crore ` crore Advances
Raiganj Dalkhola Highways Limited 510,000 510,000 Unsecured, Considered Good
Baharampore Farakka Highways Limited 510,000 510,000
a) Advances recoverable in cash or in
Farakka Raiganj Highways Limited 510,000 510,000 kind
Dhule Palesner Tollways Limited - 94,350 - Related parties (Refer note 42) 13.15 13.09
16.2 The Company has received ` 10 crore as advance towards sale of
- Others 96.88 96.34
investment in Panchkutir Developers Limited
b) Loans to employees 0.02 0.02
As at As at c) Balance with Government 12.29 14.19
31 March 2016 31 March 2015 Authorities
` crore ` crore
Note 17 Inventories d) Earnest money and other deposits 4.84 13.80

a) Stores, spares and embedded goods 163.64 215.62 TOTAL 127.18 137.44

b) Fuel 4.78 6.71

Note 21 Other Current Assets
c) Materials in transit - 0.56
d) Work in progress (Refer note 33): a) Receivable from related parties
(Refer notes 32 and 42)
Uncompleted contracts and value of 3,452.07 3,344.87
work done (Refer note below) - against sale of assets 56.83 56.83

TOTAL 3,620.49 3,567.76 - against reimbursements, others 69.01 188.87

Note: Net off advance received against work bill ` 145.97 crore (Previous b) Interest accrued on deposits / 5.25 10.51
year: ` 134.12 crore) advances
TOTAL 131.09 256.21

HCC 90TH ANNUAL REPORT 2015-2016 121

Summary of significant accounting policies and other explanatory information to the
standalone financial statements as at and for the year ended 31 March 2016
Lease payments in respect of the above leases are recognised in the
Year ended Year ended
Statement of Profit and Loss under the heads “Construction Expenses” and
31 March 16 31 March 15
“Other Expenses” (Refer Note 25 and 28, respectively)
` crore ` crore
Note 22 Revenue from operations Year ended 31 Year ended
March 2016 31 March 2015
a) Contract Revenue 4,044.17 4,095.96
` crore ` crore
Add: Company’s share of turnover 124.82 174.44
in integrated joint ventures Note 26 Employee Benefit Expenses
(net of recoveries)
b) Sale of Products 21.91 30.74
a) Salaries and Wages 327.31 319.54
TOTAL 4,190.90 4,301.14
b) Contribution to provident and other 21.15 21.72
funds (Refer note 41.1)
Note 23 Other Income
c) Staff Welfare Expenses 21.89 19.85
a) Interest Income 176.75 121.94
TOTAL 370.35 361.11
b) Dividend from long-term 0.02 0.03
investments Note 26.1 In respect of year ended 31 March 2014, the Company’s request
for remuneration in excess of the limit prescribed and held in trust, to the
c) Other Non-Operating Income
Ministry of Corporate Affairs (the ‘Ministry’), to reconsider their approval
i) Exchange gain (net) - 12.45 of ` 1.92 crore against the entire remuneration of ` 10.66 crore paid to the
ii) Excess provision no longer 2.08 0.34 Chairman and Managing Director (CMD), is pending with the Ministry.
required written back
Note 26.2 In respect of year ended 31 March 2015, the Company has
iii) Miscellaneous 8.91 12.56 provided for remuneration for CMD of ` 10.66 crore. The Company has made
TOTAL 187.76 147.32 an application to the Ministry seeking its approval for payment of
` 10.66 crore which is in excess of the limits specified under Schedule V to
Note 24 Cost of construction materials consumed the Companies Act, 2013.

Stock at beginning of the year 215.62 255.75 Note 26.3 In respect of year ended 31 March 2016, the Company’s
application to the Ministry for approval of remuneration paid/ payable ` 10.66
Add: Purchases 909.35 918.03
crore to the CMD which is in excess of the limit prescribed and held in trust,
1,124.97 1173.78 is pending with the Ministry.
Less: Scrap and unserviceable sold 9.61 16.20
Note 26.4 The Draft Companies (Amendment) Act, 2016 proposes that
1,115.36 1157.58
waiver of the recovery of any excess amount of managerial remuneration
Less: Stock at the end of the year 163.64 215.62 can be approved by the Company by special resolution within specified
TOTAL 951.72 941.96 period after obtaining approval of such waiver from secured creditors of the
Company (till now permissible only with approval of Central Government).
The Draft also proposes that any application made to the Central Government
Note 25 Construction Expenses
under section 197 and which is pending with the Government shall abate and
a) Power, fuel and water charges 126.62 142.38 the Company shall obtain the approval as per amended provision within one
b) Insurance 37.06 48.86 year of commencement of Companies (Amendment) Act, 2016.

c) Rates and taxes 211.00 180.73 Year ended 31 Year ended

d) Rent and Hire charges 50.97 55.91 March 2016 31 March 2015
` crore ` crore
e) Transportation charges 33.43 32.82
Note 27 Finance Costs
f) Others 30.30 20.79 (net of recoveries)
TOTAL 489.38 481.49 a) Interest Expense
Note 25.1 The Company has taken various construction equipment and (i) On Debentures 23.89 23.16
vehicles under non-cancellable operating leases. The future minimum lease (ii) On Others 635.19 601.79
payments in respect of these as at 31 March 2016 are as follows: b) Other Borrowing costs
As at As at (i) Guarantee Commission 21.22 17.96
31 March 2016 31 March 2015 Charges
(ii) Finance Charges 9.58 8.22
` crore ` crore
TOTAL 689.88 651.13
Minimum Lease Rental payments
i) Payable not later than one year 4.17 4.08
Note 28 Other Expenses
ii) Payable later than one year and 2.64 2.31 (net of recoveries)
not later than five years
(a) Stationery, postage, 5.99 7.29
iii) Payable later than five years - - telephone and
6.81 6.39 advertisement
The lease agreement provides for an option to the Company to renew (b) Travelling and conveyance 14.26 13.96
the lease period at the end of the non-cancellable period. There are no (c) Rent 14.27 12.01
exceptional/restrictive covenants in the lease agreements.
(d) Professional 34.51 28.12
Further, the Company has entered into cancellable operating lease for office
(e) Repairs and maintenance 12.11 6.21
premises and employee accommodation. Tenure of leases generally vary
between one year to four years. Terms of the lease include operating terms
for renewal, terms of cancellation etc.

122
Summary of significant accounting policies and other explanatory information to the
standalone financial statements as at and for the year ended 31 March 2016

Year ended Year ended Note 31 Contingent liabilities and As at As at

31 March 2016 31 March 2015 commitments (Contd.) 31 March 2016 31 March 2015
` crore ` crore ` crore ` crore
Note 28 Other Expenses A. Contingent Liabilities (Contd.)
(net of recoveries): Contd.
(iii) Sales Tax liability / Works 109.42 92.02
(f) Building maintenance 6.02 6.88
Contract Tax liability / Service
(g) Directors' sitting fees 0.60 0.52 Tax / Customs Liability that may
(h) Auditors' remuneration: # arise in respect of matters in
appeal
(i) Audit Fees 1.10 0.95
(ii) Tax Audit Fees 0.20 0.20 (iv) Corporate Guarantees:
(iii) For reviews and The Company has provided an
certification work 1.24 1.01 undertaking to pay in the event
of default on loan given by
(iv) Reimbursement
lenders to the subsidiaries and
of out of pocket fellow subsidiaries
expenses 0.01 0.01
a) Lavasa Corporation Limited (LCL) 336.10 419.64
2.55 2.17
(i) Computer maintenance 13.75 14.37 b) HCC Mauritius Enterprises 42.81 58.03
and development Limited
(j) Loss on sale of fixed 1.94 3.20 c) HCC Mauritius Investment 173.34 138.31
assets (net) Limited
(k) Exchange loss (net) 1.22 - d) HCC Infrastructure Company 200.00 200.00
(l) Corporate social 0.41 0.20 Limited
responsibility (CSR) e) HCC Concession Limited - 100.00
expenses ##
v) Counter indemnities given to 101.43 155.39
(m) Miscellaneous 20.13 17.04
banks in respect of contracts
TOTAL 127.76 111.97 executed by subsidiaries and
joint ventures
# Auditors’ remuneration for the year ended 31 March 2016 excludes
` 0.65 crore towards fee for miscellaneous certifications relating to Qualified It is not practicable for the Company to estimate the timings of
Institutional Placements, which has been charged off against the available cash outflows, if any, in respect of the above pending resolution
balance in the Securities Premium Account. of the respective proceedings. The Company does not expect any
reimbursements in respect of the above contingent liabilities except
## The Company is not liable to incur any expenses on CSR as per section in respect of matter stated in (iv) above. Future cash outflows in
135 of the Companies Act, 2013. respect of the above are determinable only on receipt of judgments/
decisions pending with various forums/ authorities. The Company
Note 29 Exceptional Items does not expect any outflow of economic resources in respect of the
above and therefore no provision is made in respect thereof.
A. Profit on sale of long-term 72.16 -
investments (Refer note 12.1) B. Commitments
B. Trade receivables and work in (98.64) - B.1 Capital Commitment (net of 7.47 1.61
progress written off advances)
TOTAL (26.48) - B.2 Put option given to lenders of LCL 494.10 350.00
to sell debentures to the Company
Note 30 Earnings per share (EPS) in the event of default (including
interest and penal charges thereon)
Basic and diluted EPS
A. Profit computation for basic Note 32(a) The Company, as at 31 March 2016, has (i) an investment
earnings per share of ` 1 each amounting to ` 474.36 crore (31 March 2015: ` 474.36 crore), long term
Net profit as per the loans and advances ` 443.96 crore (31 March 2015: ` 404.06 crore), other
Statement of Profit and non-current assets ` 19.43 crore (31 March 2015: ` 25.01 crore) and other
Loss available for equity current assets ` 5.07 crore (31 March 2015: ` 3.43 crore) in HCC Real Estate
shareholders (` crore) 84.97 81.65 Limited (HREL) which is holding 68.70% share in Lavasa Corporation Limited
B. Weighted average number (LCL) and (ii) an investment amounting to ` 0.01 crore (31 March 2015: ` 0.01
of equity shares for EPS crore), long term loans and advances ` 110.21 crore (31 March 2015: Nil),
computation (Nos.) 775,880,231 642,495,459 other non-current assets ` 13.08 crore (31 March 2015: ` 14.30 crore) and
C. EPS - Basic and Diluted EPS (`) 1.10 1.27 other current assets ` 8.28 crore (31 March 2015: ` 77.24 crore) in LCL. While
such entities have incurred losses during its initial years and consolidated
Note 31 Contingent liabilities and As at As at net-worth of all these entities as at 31 March 2016 has been substantially/
commitments 31 March 2016 31 March 2015 fully eroded, the underlying projects in such entities are in the early
` crore ` crore
stages of development and are expected to achieve adequate profitability
A. Contingent Liabilities on substantial completion and/ or have current market values of certain
(i) Claims not acknowledged as 10.72 13.24 properties which are in excess of the carrying values, hence net-worth of
debts by the Company these subsidiaries does not represent its true market value. Therefore, the
(ii) Income Tax liability that may 24.63 24.63 decline in the value of above investments is considered to be temporary
arise in respect of which in nature and the loans and advances, other non-current assets and other
Company is in appeals current assets together with the interest thereon are good and recoverable.

HCC 90TH ANNUAL REPORT 2015-2016 123

Summary of significant accounting policies and other explanatory information to the
standalone financial statements as at and for the year ended 31 March 2016
Note 32(b) The Company, as at 31 March 2016, has an investment amounting Note 36 (b) Contracts executed by the following Joint Ventures are
to ` 0.25 crore (31 March 2015: ` 0.25 crore), long term loans and advances accounted for as per accounting policy no. 1.14(b)
` 984.82 crore (31 March 2015: ` 634.81 crore), other non-current assets
` 127.48 crore (31 March 2015: ` 283.80 crore) and other current assets Name of the Joint Name of Venture/s Company’s
` 18.31 crore (31 March 2015: ` 35.84 crore) in HCC Infrastructure Company Venture Partner/s share of
Limited (HIL) which is holding 85.45% in HCC Concession Limited having Interest
various Build, Operate and Transfer (BOT) SPVs under its fold. While this HCC-L&T Purulia Larsen & Toubro Limited 57%
entity has incurred losses during its initial years and consolidated net-worth HCC-Pati (dissolved Pati Sendirian, Berhad 50%
as at 31 March 2016 has been fully eroded, the underlying projects are in on 31 March 2015)
the early stages of development and are expected to achieve adequate
profitability on substantial completion, hence net-worth of this subsidiary Nathpa Jhakri Impregilio Spa, Italy 40%
does not represent its true market value. Therefore, the decline in the value Kumagai-Skanska Skanska, Kumagai 19.60%
of above investment is considered to be temporary in nature and the loans
and advances, other non-current assets and other current assets together HCC-Itochu Group Itochu 33%
with the interest thereon are good and recoverable. Alpine - Samsung Alpine Meyreder Bau
- HCC
and Samsung Corporation
Note 33 Uncompleted Contracts and Value of Work Done (Inventories)’ and
‘Long-Term Trade Receivables’ includes ` 978 crore (Previous year: ` 1,181 Alpine - HCC Alpine Meyreder Bau 49%
crore) and ` 206 crore (Previous year: ` 241 crore), respectively, outstanding HCC Samsung Joint Samsung Corporation 50%
as at 31 March 2016 representing various claims raised earlier, based on Venture CC 34
the terms and conditions implicit in the contracts and other receivables in
respect of closed/suspended projects. These claims are mainly in respect In respect of Joint Ventures, the Company along with other JV
of cost over-run arising due to client caused delays, suspension of projects, members is jointly and severally responsible for performance of
deviation in design and change in scope of work; for which Company the contracts.
is at various stages of negotiation/discussion with the clients or under
arbitration. These receivables also includes ` 89 crore (Previous year: ` 149 Note 36(c) Financial Interest in Integrated Joint Venture (unincorporated):
crore) of arbitration awards received in favour of the Company, which have
been subsequently set aside by District Court/ High Courts against which ` crore
the Company has preferred appeals at High Courts/ Supreme Court and HCC’s Share in
has been legally advised that it has good case on merits. Considering the
contractual tenability, progress of negotiation/ discussion with the client, the Name of Assets Liabilities Turnover Other Exceptional Expenses Capital Contingent
management is confident of recovery of these receivables. the JV Income Item (Including Commitment Liability
taxes)
Note 34 The Company has a single segment namely “Engineering & As at For the year ended
Construction”. Therefore, the Company’s business does not fall under different 31 March 2016 31 March 2016
business segments as defined by Accounting Standard 17 - “Segmental
Reporting” referred to in Section 133 of the Companies Act, 2013. HCC-L&T 6.04 0.87 - - - 0.01 - -
Purulia Joint (6.05) (0.88) (-) (0.29) (-) (0.01) (-) (-)
Note 35 Disclosure in accordance with Accounting Standard - 7 Venture
(Revised) - Amount due from / to customers on Construction Contracts
HCC-Pati Joint - - - - - - - -
As at 31 As at 31 Venture
March 2016 March 2015 (-) (-) (-) (0.40) (-) (-) (-) (-)
` crore ` crore Nathpa Jhakri 5.43 0.23 - 0.27 - 0.38 - -
Contract revenue for the year 4,044.17 4,095.96 Joint Venture (5.34) (0.02) (-) (0.08) (-) (0.66) (-) (-)
Aggregate amount of cost incurred and 33,714.69 29,669.97 Kumagai- 0.21 3.09 - 0.01 - 0.08 - -
recognized profits less recognized losses up to Skanska HCC-
the reporting date on contract under progress (0.28) (3.09) (-) (0.02) (-) (0.07) (-) (4.22)
Itochu Group
Advances received from customer 1,164.25 1,069.25
Alpine- 5.01 27.02 - 0.14 - 0.29 - 3.60
Retention money 324.92 287.16
Samsung-HCC (5.16) (27.02) (-) (0.65) (-) (0.35) (-) (7.05)
Gross amount due from customer for contract 5,795.86 5,474.61 Joint Venture
work
HCC Samsung 37.52 40.17 124.82 - - 137.84 - 1.00
Gross amount due to customer for contract - -
work Joint Venture (99.14) (88.77) (174.44) (0.15) (-) (167.36) (-) (11.71)
CC 34
Note 36 (a) Contracts executed by the following Joint Ventures (JV’s) are
Alpine-HCC 0.56 8.50 - 0.03 - 0.33 - 0.15
accounted for as per accounting policy no. 1.14(a)
Joint Venture (0.48) (8.13) (-) (0.92) (-) (0.40) (-) (0.29)
i) HCC Van Oord ACZ Joint x) HCC – MEIL - BHEL Joint
TOTAL 54.77 79.88 124.82 0.45 - 138.93 - 4.75
Venture Venture
(116.45) (127.91) (174.44) (2.51) (-) (168.85) (-) (23.27)
ii) Samsung- HCC Joint xi) HCC – MEIL - SEW- AAG
Venture Joint Venture Note: Figures in brackets pertain to previous year.
iii) L & T - HCC Joint Venture xii) HCC – MEIL - SEW Joint Note 37 (a) Contracts executed by the following Jointly Controlled Entity
Venture
Name of the Jointly Name of Ventures/ Company’s
iv) HCC- KBL Joint Venture xiii) HCC-Halcrow Joint Venture Controlled Entity Partners share of
v) HCC- NCC Joint Venture xiv) HCC-Laing-Sadbhav Interest
vi) HCC- CEC Joint Venture xv) HCC -MEIL- NCC- WPIL Dhule Palesner HCC Infrastructure Limited 26%
Joint Venture Tollways Limited John Laing Investments
vii) HCC- NOVA Joint Venture xvi) HCC-DSD-VNR Joint (Refer note 40) Limited,
Venture John Laing Investments
Mauritius (No 1) Limited,
viii) HCC - CPL Joint Venture xvii) MEIL- IVRCL- HCC - WPIL
Sadbhav Engineering
Joint Venture
Limited and
ix) HCC - MEIL - CBE Joint xviii) Alstom Hydro France - Sadbhav Infrastructure
Venture HCC Joint Venture Projects Limited

124
Summary of significant accounting policies and other explanatory information to the
standalone financial statements as at and for the year ended 31 March 2016
Note 37(b) Financial Interest in Jointly Controlled Entity Year ended Year ended
31 March 31 March
` crore 2016 2015
HCC’s Share in ` crore ` crore
Name of Assets Liabilities Turnover Other Exceptional Expenses Capital Contingent C. Value of imported
the JV Income Item (Including Commitment Liability
taxes) and indigenous
Year ended Year ended
material
As at For the year ended 31 March 2016 31 March 2015
consumed for
31 March 2015 31 March 2016 construction: ` crore % ` crore %
Dhule Palesner - - - - - - - - (i) Imported 12.30 1.29% 19.56 2.08
Tollways (332.49) (332.49) (34.85) (0.02) (33.92) (55.49) (13.52) (0.08) (ii) Indigenous 939.42 98.71% 922.40 97.92
Limited
Total 951.72 100.00% 941.96 100.00
Note: Figures in brackets pertain to previous year.
Note 38 Disclosure of unhedged foreign currency exposure as at 31 March D. Earnings in foreign currencies
2016 (on accrual basis)
(i) Work bills realised on contracts 97.72 27.36
As at As at (ii) Interest income 4.09 3.19
31 March 2016 31 March 2015
Particulars Currency Note 40 Pursuant to Shareholders Agreement (SHA) executed on
Foreign Foreign
` 9 August 2011, the Company is required to hold 100% equity stake in HCC
Currency Currency ` crore
crore Infrastructure Company Limited (HIL) until Private Equity Investor gets an exit
in crore in crore
from HCC Concessions Limited (HCL) through means as specified in the SHA
Liabilities:
and there are certain other customary restrictions on pledging / creation of
Loans from banks USD 2.86 190.40 3.25 204.23 any encumbrance over shares / assets of HIL/ BOT SPVs.
Buyers' credit EUR 0.30 22.44 0.05 3.37
The Company has given inter alia an undertaking in respect of investment
Advance from contractee EUR 0.69 52.06 0.35 23.55 in Baharampore - Farakka Highways Limited, Farakka - Raiganj Highways
Trade payables USD 0.02 1.04 0.02 0.98 Limited., Dhule Palesner Tollways Limited and Raiganj - Dalkhola Highways
Limited to National Highways Authority of India (NHAI) that it will not transfer
EUR 0.66 49.96 0.49 33.39
its shareholding till the commercial operation date. The Company has entered
GBP - - 0.00* 0.35 into sale agreement with HCL to sell these shares at book value at future
SEK 0.21 1.68 0.10 0.70 dates on fulfilment of that obligation as per undertaking given to NHAI. The
Company has received advance consideration of ` 27.70 crore (Previous
Assets:
year: ` 45.58 crore) for transfer of the above shares at book value from HCL,
Inter corporate deposits USD 1.70 112.39 1.65 102.70 subject to necessary approvals and consents to the extent required in the
and interest thereon following BOT SPV’s. During the year ended 31 March 2016, the Company
Advance to vendors EUR 0.51 37.95 0.00* 0.04 has transferred 17,882,700 equity shares in Dhule Palesner Tollways Limited
to HCL at book value.
USD 0.04 2.64 - -
AUD 0.00* 0.04 - - Year ended Year ended
31 March 2016 31 March 2015
SEK 0.00* 0.02 - -
Name of BOT SPV ` crore No. of shares ` crore No. of shares
Trade receivables EUR 0.83 62.26 0.56 39.94
Baharampore 11.70 11,700,000 11.70 11,700,000
Bank balances USD 0.00* 0.10 0.00* 0.12 Farakka Highways
EUR 0.03 2.57 0.00* 0.09 Limited
Farakka Raiganj 13.00 13,000,000 13.00 13,000,000
Note 39 Additional information pursuant to the provisions of part II of Highways Limited
Schedule III to the Companies Act, 2013 (wherever applicable)
Raiganj Dalkhola 3.00 3,000,000 3.00 3,000,000
Highways Limited
Year ended Year ended
31 March 31 March Dhule Palesner 0.00* 100 17.88 17,882,800
2016 2015 Tollways Limited
` crore ` crore Total 27.70 27,700,100 45.58 45,582,800
A. Value of Imports calculated on CIF Basis: Note 41 Disclosure relating to Employee Benefits - As per revised
(i) Raw Material 8.19 9.37 Accounting Standard (AS) 15
(ii) Components, embedded goods and ` crore
spare-parts 17.95 14.92 31 March 2016 31 March 2015
(iii) Capital goods 1.66 12.84 Gratuity Unfunded Unfunded
B. Expenditure in foreign currencies: A. Expenses recognised in
(i) Sub Contracting 60.34 37.57 during the year
(ii) Professional, Technical & 7.25 10.57 Current service cost 2.59 2.33
Consultancy Interest cost 2.42 2.50
(iii) Salary to Expatriate 4.06 4.78 Expected return on plan - -
assets
(iv) Interest 7.54 7.50
Net actuarial (gain)/ loss (3.29) 2.31
(v) Others 8.14 5.87 recognised during the year
Total 87.33 66.29 Total 1.72 7.14

HCC 90TH ANNUAL REPORT 2015-2016 125

Summary of significant accounting policies and other explanatory information to the
standalone financial statements as at and for the year ended 31 March 2016

` crore 31 March 31 March 31 March 31 March 31 March

31 March 2016 31 March 2015 2016 2015 2014 2013 2012
Gratuity Unfunded Unfunded ` crore ` crore ` crore ` crore ` crore
B. Net Liability recognised in Deficit/ (Surplus) 30.92 33.18 28.95 29.36 28.39
the Balance Sheet Experience (gain) / (3.27) (0.50) 0.40 1.13 -
Present value of the obligation 29.92 30.49 loss on plan liabilities
Add: Provision for separated 1.00 2.69 Experience gain / - - - - -
employees (loss) on plan assets
Total 30.92 33.18 Note: Information has been provided to the extent available with the
C. Change in Present value of Company
obligation
Present value of obligation at 30.49 26.80 Non-current Current
the beginning of the year (Refer note 6) (Refer note 10)
Current service cost 2.59 2.33
As at As at
Interest cost 2.42 2.50
31 March 31 March 31 March 31 March
Benefits paid (2.29) (3.45)
2016 2015 2016 2015
Net actuarial (gain)/ loss
recognised during the year (3.29) 2.31 ` crore ` crore ` crore ` crore
Present value of obligation at 29.92 30.49 Gratuity 28.27 28.40 2.65 4.78
the end of the year
Leave entitlement 9.70 10.22 4.98 5.13
Add: Provision for separated 1.00 2.69
employees 37.97 38.62 7.63 9.91
Total 30.92 33.18 Note 42 Disclosure in accordance with Accounting Standard -18 Related
D. Actuarial assumptions: Party Transactions
i. Discount Rate 7.96% p.a. 7.95% p.a. A. Names of Related Parties & Nature of Relationship
ii. Salary Escalation 8.00% p.a. 8.00% p.a.
Rate - over a long term a) Subsidiaries & its Subsidiaries:
iii. Mortality rate Indian Assured Indian Assured No. Name of the Relationship % of Immediate Parent
Lives -Mortality Lives -Mortality Company Holding* Company
(2006-08) Ultimate (2006-08) Ultimate
1 Western Subsidary 97.9 Hindustan
iv. Average future working 14 years 14 years
lifetime Securities Limited Construction
v. The attrition rate varies from 2% to 8% (Previous year 2% to 8%) for Company Limited
various age groups. 2 HCC Real Estate Subsidary 100 Hindustan
The estimates of future salary increases, considered in actuarial valuation, Limited Construction
take account of inflation, seniority, promotion and other relevant factors, Company Limited
such as supply and demand in the employment market.
3 Panchkutir Subsidary 100 Hindustan
Note 41.1 Defined Contribution Plans
Developers Construction
Limited Company Limited
Year ended Year ended
31 March 2016 31 March 2015 4 HCC Mauritius Subsidary 100 Hindustan
` crore ` crore Enterprises Construction
The Company has recognised Limited Company Limited
the following amounts in the 5 HCC Construction Subsidary 100 Hindustan
Statement of Profit and Loss for
the year: Limited Construction
Company Limited
(i) Contribution to Provident Fund 15.26 15.69
(ii) Contribution to Superannuation 5.89 6.03 6 Highbar Subsidary 100 Hindustan
Fund Technologies Construction
21.15 21.72 Limited Company Limited
Note 41.2 The obligation for leave entitlement and compensated absences 7 HCC Infrastructure Subsidary 100 Hindustan
is recognized in the same manner as gratuity and provision of ` 14.67 crore Company Limited Construction
(Previous year: ` 15.35 crore) has been made as on 31 March 2016. Company Limited
Note 41.3 Information required for the current year and previous years as per 8 HCC Mauritius Subsidary 100 Hindustan
Para 120(n) of AS15 (Revised) Investments Construction
Limited Company Limited
31 March 31 March 31 March 31 March 31 March
2016 2015 2014 2013 2012 9 HRL Township Subsidary 100 HCC Real Estate
` crore ` crore ` crore ` crore ` crore Developers Limited
Gratuity Limited
Defined benefit 30.92 33.18 28.95 29.36 28.39 10 HRL (Thane) Real Subsidary 100 HCC Real Estate
obligation Estate Limited Limited
Plan assets - - - - -

126
Summary of significant accounting policies and other explanatory information to the
standalone financial statements as at and for the year ended 31 March 2016

No. Name of the Relationship % of Immediate Parent No. Name of the Relationship % of Immediate Parent
Company Holding* Company Company Holding* Company
11 Nashik Township Subsidary 100 HCC Real Estate 33 Badarpur Subsidary 100 HCC Concession
Developers Limited Faridabad Tollways Limited
Limited Limited
12 Maan Township Subsidary 100 HCC Real Estate 34 Nirmal BOT Subsidary 100 HCC Concession
Developers Limited Limited (up to 22 Limited
Limited December 2015)
13 Charosa Wineries Subsidary 100 HCC Real Estate 35 Baharampore- Subsidary 100 HCC Concession
Limited Limited Farakka Highways Ltd 74%
14 Powai Real Estate Subsidary 100 HCC Real Estate Limited Hindustan
Developer Limited Limited Construction Co.
Ltd 26%
15 HCC Realty Subsidary 100 HCC Real Estate
Limited Limited 36 Farakka-Raiganj Subsidary 100 HCC Concession
16 Pune Paud Toll Subsidary 100 HCC Real Estate Highways Limited Ltd 74%
Road Company Limited Hindustan
Limited Construction Co.
Ltd 26%
17 HCC Aviation Subsidary 100 HCC Real Estate
Limited Limited 37 Raiganj-Dalkhola Subsidary 100 HCC Concession
Highways Limited Ltd 90%
18 Steiner AG Subsidary 100 HCC Mauritius
Hindustan
Enterprises Ltd 66%
Construction Co.
HCC Mauritius
Ltd 10%
Investments Ltd 34%
19 Steiner Subsidary 100 Steiner AG 38 Lavasa Subsidary 68.7 HCC Real Estate
Promotions et Corporation Limited
Participations SA Limited

20 Steiner Subsidary 100 Steiner AG 39 Lavasa Hotel Subsidary 100 Lavasa Corporation
(Deutschland) Limited Limited
GmbH 40 Apollo Lavasa Subsidary 62.5 Lavasa Corporation
21 VM + ST AG Subsidary 100 Steiner AG Health Limited
22 Steiner Leman Subsidary 100 Steiner AG Corporation
SAS Limited (up to 30
September 2015)
23 SNC Valleiry Route Subsidary 100 Subsidiary of
de Bloux Steiner Leman SAS 41 Dasve Business Subsidary 100 Lavasa Corporation
Hotel Limited Limited
24 Eurohotel SA Subsidary 95 Steiner AG
25 Steiner India Subsidary 100 Steiner AG 42 Dasve Convention Subsidary 100 Lavasa Corporation
Limited Center Limited Limited

26 Highbar Subsidary 100 Highbar 43 Lakeshore Subsidary 100 Lavasa Corporation

Technologies Technologies Watersports Limited
FZLLC Limited Company Limited
27 Dhule Palesner Subsidary 100 HCC Infrastructure 44 Dasve Hospitality Subsidary 100 Lavasa Corporation
Operations & Company Limited Institutes Limited Limited
Maintenance 45 Lakeview Clubs Subsidary 100 Lavasa Corporation
Limited Limited Limited
28 HCC Power Subsidary 100 HCC Infrastructure 46 Dasve Retail Subsidary 100 Lavasa Corporation
Limited Company Limited Limited Limited
29 HCC Energy Subsidary 100 HCC Power Limited
47 Full Spectrum Subsidary 91 Lavasa Corporation
Limited
Adventure Limited Limited
(incorporated on
11 August 2015) 48 Spotless Laundry Subsidary 76 Lavasa Corporation
Services Limited Limited
30 HCC Concession Subsidary 85.5 HCC Infrastructure
Limited Company Limited 49 Lavasa Subsidary 100 Lavasa Corporation
Bamboocrafts Limited
31 HCC Operation Subsidary 100 HCC Infrastructure
Limited
and Maintenance Company Limited
Limited 50 Green Hills Subsidary 60 Lavasa Corporation
32 Narmada Bridge Subsidary 100 HCC Concession Residences Limited
Tollway Limited Limited Limited

HCC 90TH ANNUAL REPORT 2015-2016 127

Summary of significant accounting policies and other explanatory information to the
standalone financial statements as at and for the year ended 31 March 2016

No. Name of the Relationship % of Immediate Parent No. Name of the Relationship % of Immediate Parent
Company Holding* Company Company Holding* Company
51 My City Subsidary 63 Lavasa Corporation 72 Verzon Hospitality Subsidary 100 Lavasa Corporation
Technology Limited Limited Limited
Limited 73 Ecomotel Hotel Subsidary 51 Lavasa Corporation
52 Reasonable Subsidary 100 Lavasa Corporation Limited (effective Limited
Housing Limited Limited 15 July 2015)
53 Future City Subsidary 100 Lavasa Corporation 74 Starlit Resort Subsidary 100 Lavasa Corporation
Multiservices SEZ Limited Limited (up to 13 Limited
Limited May 2015)
54 Rhapsody Subsidary 100 Lavasa Corporation * including through subsidiary company
Commercial Limited
b) Integrated Joint Ventures:
Space Limited
55 Sirrah Palace Subsidary 100 Lavasa Corporation 1. Nathpa Jhakri Joint 6. Alpine - HCC Joint Venture
Hotels Limited (up Limited Venture
to 6 November 2. HCC-Pati Joint Venture 7. Dhule Palesner Tollway Limited
2015) (Dissolved on 31 March (up to 29 October 2015)
56 Valley View Subsidary 100 Lavasa Corporation 2015)
Entertainment Limited 3. Kumagai-Skanska-HCC- 8. HCC Samsung Joint Venture
Limited Itochu Group CC 34
57 Whistling Thrush Subsidary 51 Lavasa Corporation 4. HCC-L&T Purulia Joint 9. ARGE Prime Tower, Zürich
Facilities Services Limited Venture
Limited
5. Alpine - Samsung -
58 Warasgaon Power Subsidary 100 Lavasa Corporation HCC Joint Venture
Supply Limited Limited
c) Associates & Other Related Parties:
59 Sahyadri City Subsidary 100 Lavasa Corporation
Management Limited 1. Warasgaon Lake View Associate
Limited Hotels Limited (Previously
known as Lavasa Star
60 Warasgaon Subsidary 100 Lavasa Corporation
Hotel Limited)
Tourism Limited Limited
2. Andromeda Hotels Limited Associate
61 Our Home Service Subsidary 100 Lavasa Corporation
3. Bona Sera Hotels Limited Associate
Apartments Limited
Limited 4. Knowledge Vistas Limited Associate

62 Hill City Service Subsidary 100 Lavasa Corporation 5. Ecomotel Hotel Limited Associate
Apartments Limited (up to 14 July 2015)
Limited 6. Starlit Resort Limited Associate
(effective 14 May 2015)
63 Warasgaon Subsidary 100 Lavasa Corporation
Infrastructure Limited 7. Evostate AG Associate
Providers Limited 8. MCR Managing Corp. Real Associate
64 Kart Racers Subsidary 100 Lavasa Corporation Estate
Limited Limited 9. Projektentwicklungsges. Associate
Parking Kunstmuseum AG
65 Nature Lovers Subsidary 100 Lavasa Corporation
Retail Limited Limited 10. Vikhroli Corporate Park Associate
Private Limited (up to 10
66 Osprey Hospitality Subsidary 100 Lavasa Corporation
July 2015)
Limited Limited
11. Nirmal BOT Limited Associate
67 Mugaon Luxury Subsidary 100 Lavasa Corporation
(effective 23 December
Hotels Limited Limited
2015)
68 Rosebay Hotels Subsidary 100 Lavasa Corporation 12. Apollo Lavasa Health Associate
Limited Limited Corporation Limited
69 Warasgaon Valley Subsidary 100 Lavasa Corporation (effective 1 October 2015)
Hotels Limited Limited 13. Gulabchand Foundation Other related parties
70 Hill View Parking Subsidary 100 Lavasa Corporation (formed under section 25
Services Limited Limited of erstwhile Companies
Act, 1956)
71 Warasgaon Assets Subsidary 100 Lavasa Corporation
Maintenance Limited 14. Hincon Holdings Limited Other related parties
Limited 15. Hincon Finance Limited Other related parties

128
Summary of significant accounting policies and other explanatory information to the
standalone financial statements as at and for the year ended 31 March 2016
B. Key Management Personnel and their relatives:
` crore

1. Mr. Ajit Gulabchand Chairman & Managing Director (CMD) Nature of Transactions Subsidiary Integrated Associate
Companies JV’s and Other
2. Mr. Rajgopal Nogja Group Chief Operating Officer & Related
Whole-Time Director Parties
3. Ms. Shalaka Whole-Time director Rendering of Services / Financial
Gulabchand Dhawan (effective from 30 April 2015) Income: Contd.
4. Mr. Arun Karambelkar President and Chief Executive Officer HCC Samsung Joint Venture CC 34 - 0.33 -
- E&C (Ceased to be Whole-Time
Director effective 29 April 2014) (-) (-) (-)

5. Mr. Praveen Sood Group Chief Financial Officer Hincon Finance Limited - - 0.52

6. Mr. V. P. Kulkarni Whole-Time Company Secretary (-) (-) (0.52)

(up to 30 July 2015)
Others 26.04 - -
7. Mr. Sangameshwar Iyer Company Secretary
(w. e. f. 31 July 2015) (54.47) (-) (-)

8. Mr. Arjun Dhawan Relative of Key Management Personnel Total 172.95 0.33 3.48
(Son-in-law of Mr. Ajit Gulabchand)
(167.18) (-) (13.04)
Disclosure under A and B are to the extent of transactions entered
during the year. Receiving of Services / Interest
expense
C. Transactions with Related Parties:
HCC Operation and Maintenance - - -
` crore Limited
(6.34) (-) (-)
Nature of Transactions Subsidiary Integrated Associate
Companies JV’s and Other Highbar Technologies Limited 8.24 - -
Related
(8.19) (-) (-)
Parties

Sale of material Hincon Holding Limited - - -

HCC Samsung Joint Venture CC 34 - - - (-) (-) (0.52)

(-) (0.53) (-) Vikhroli Corporate Park Private Limited - - 5.24

Total - - - (-) (-) (22.27)

(-) (0.53) (-) Others 0.10 - 0.40

Purchase of Fixed Assets (0.16) (-) (-)

(including capital advance)
Total 8.34 - 5.64
Lavasa Corporation Limited 7.00 - -
(14.69) (-) (22.79)
(-) (-) (-)
Work Bill Receipts including sales
HCC Samsung Joint Venture CC 34 - 5.25 -
Dhule Palesner Tollway Limited. - 10.89 -
(-) (-) (-)
(-) (-) (-)
Total 7.00 5.25 -

(-) (-) (-) Baharampore Farakka Highways 143.70 - -

Limited ##
Rendering of Services / Financial (148.85) (-) (-)
Income
Farakka Raiganj Highways Limited ## 227.83 - -
HCC Real Estate Limited 19.43 - -
(249.92) (-) (-)
(-) (-) (-)
Others 9.89 - -
Vikhroli Corporate Park Private Limited - - 2.96
(-) (-) (-)
(-) (-) (12.52)
Total 381.42 10.89 -
Steiner AG - - -
(398.77) (-) (-)
(17.99) (-) (-)
## Excludes claim raised by the Company, on its SPVs Baharampore Farakka
HCC Infrastructure Company Limited 127.48 - -
Highways Ltd and Farakka Raiganj Highways Ltd of ` Nil (Previous year:
(94.72) (-) (-) ` 236.53 crore) and ` Nil (Previous year: ` 160.77 crore), respectively.

HCC 90TH ANNUAL REPORT 2015-2016 129

Summary of significant accounting policies and other explanatory information to the
standalone financial statements as at and for the year ended 31 March 2016
C. Transactions with Related Parties: Contd.
` crore ` crore

Nature of Transactions Subsidiary Integrated Associate Nature of Transactions Subsidiary Integrated Associate
Companies JV’s and Other Companies JV’s and Other
Related Related
Parties Parties

Investment made Inter Corporate Deposit taken during

the year
Dhule Palesner Tollways Limited - - -
Western Securities Limited 0.87 - -
(-) (1.50) (-)
(-) (-) (-)
Raiganj Dalkhola Highways Limited - - -
Total 0.87 - -
(1.44) (-) (-)
(-) (-) (-)
Total - - -
Inter Corporate Deposits received
(1.44) (1.50) (-) back
Inter Corporate Deposits given HCC Infrastructure Company Limited - - -
HCC Infrastructure Company Limited 31.00 - - (1.50) (-) (-)
(18.10) (-) (-) Total - - -
Lavasa Corporation Limited 11.43 - - (1.50) (-) (-)
(-) (-) (-) Advance consideration received for
sale of shares
HCC Mauritius Enterprises Limited - - -
HCC Concessions Limited - - -
(13.45) (-) (-)
(2.94) (-) (-)
HCC Real Estate Limited 10.00 - -
Total - - -
(29.29) (-) (-)
(2.94) (-) (-)
Total 52.43 - -
Outstanding Receivables
(60.84) (-) (-)
HCC Real Estate Limited 468.46 - -
Conversion of receivable into Inter
Corporate Deposit (432.50) (-) (-)
HCC Infrastructure Company Limited 319.00 - - Hincon Finance Limited - - 1.08
(-) (-) (-) (-) (-) (0.58)
Lavasa Corporation Limited 98.78 - - Vikhroli Corporate Park Private Limited - - -
(-) (-) (-) (-) (-) (9.86)
HCC Real Estate Limited 29.90 - - HCC Samsung Joint Venture CC 34 - 1.19 -
(-) (-) (-) (-) (13.46) (-)
HCC Concessions Limited 18.00 - - Nathpa Jhakri Joint Venture - 5.23 -
(-) (-) (-) (-) (10.55) (-)
Others 0.30 - - Dhule Palesner Tollways Limited - - -
(-) (-) (-) (-) (4.40) (-)
Total 465.98 - - HCC Infrastructure Company Limited 1,130.61 - -
(-) (-) (-) (954.46) (-) (-)
Inter Corporate Deposits repaid Alpine Samsung HCC C1 - 3.26 -
HCC Concessions Limited 18.00 - - (-) (3.30) (-)
(2.94) (-) (-) Others 643.90 0.36 -
Total 18.00 - - (362.24) (0.71) (-)
(2.94) (-) (-) Total 2,242.97 10.04 1.08

(1,749.20) (32.42) (10.44)

130
Summary of significant accounting policies and other explanatory information to the
standalone financial statements as at and for the year ended 31 March 2016
C. Transactions with Related Parties: Contd.
` crore ` crore

Nature of Transactions Subsidiary Integrated Associate Nature of Transactions Subsidiary Integrated Associate
Companies JV’s and Other Companies JV’s and Other
Related Related
Parties Parties

Outstanding Payables Conversion of Interest free

Promoters contribution into Equity
Hincon Holdings Limited - - 0.73
Hincon Holdings Limited - - -
(-) (-) (0.45)
(-) (-) (18.75)
Raiganj-Dalkhola Highways Limited 87.60 - -
Hincon Finance Limited - - -
(88.09) (-) (-)
(-) (-) (29.25)
Alpine HCC Joint Venture - 0.01 -
Total - - -
(-) (-) (-)
(-) (-) (48.00)
Others 0.40 - -
Conversion of Share Warrant
(4.98) (-) (-) application money into Equity
Total 88.00 0.01 0.73 Hincon Holdings Limited - - -
(93.07) (-) (0.45) (-) (-) (6.25)
Bank Guarantees given and Hincon Finance Limited - - -
outstanding as at the end of the year
(-) (-) (9.75)
Farakka-Raiganj Highways Limited 62.31 - -
Total - - -
(71.01) (-) (-)
(-) (-) (16.00)
HCC Samsung Joint Venture CC 34 - 55.12 -
Corporate Guarantees taken and
(-) (89.60) (-) outstanding
Badarpur Faridabad Tollways Limited 14.70 - - HCC Real Estate Limited 8,800.11 - -
(14.70) (-) (-) (8,464.98) (-) (-)
Baharampore -Farakka Highways 39.10 - - Total 8,800.11 - -
Limited
(47.10) (-) (-) (8,464.98) - -
Others 1.00 - - Note: Figures in brackets pertain to previous year.
(1.00) (-) (-) D. i) Details of transactions relating to persons referred to in
item (B) above
Total 117.11 55.12 -

(133.81) (89.60) (-) Nature of Transactions Year ended Outstanding Year ended Outstanding
as at as at
Corporate Guarantees given and
outstanding at the end of the year. 31 March 31 March 31 March 31 March
2016 2016 2015 2015
Lavasa Corporation Limited 336.10 - -
Remuneration for the
(419.64) (-) (-) earlier year recovered

HCC Mauritius Investment Limited 168.37 - - Mr. Ajit Gulabchand - - 8.94 -

(138.31) (-) (-) Remuneration for the year

HCC Infrastructure Company Limited 200.00 - - Mr. Ajit Gulabchand 10.66 0.78 Refer Note 26.2

(200.00) (-) (-) Mr. Rajgopal Nogja 5.43 0.40 4.98 0.36

Ms. Shalaka Gulabchand 1.11 0.09 - -

HCC Concession Limited - - -
Dhawan
(100.00) (-) (-)
Mr. Arun Karambelkar 3.23 0.35 3.53 0.31
Others 47.79 - - Mr. Praveen Sood 3.48 0.94 2.51 0.17
(58.03) (-) (-) Mr. Sangameshwar Iyer 0.36 0.04 - -
Total 752.26 - - Mr. V. P Kulkarni 0.73 - 1.08 0.76

(915.98) (-) (-) 25.00 2.60 12.10 1.60

HCC 90TH ANNUAL REPORT 2015-2016 131

Summary of significant accounting policies and other explanatory information to the
standalone financial statements as at and for the year ended 31 March 2016
D. i) Details of transactions relating to persons referred to in item
Number of
(B) above: Contd.
Options Outstanding
Nature of Transactions Year ended Outstanding Year ended Outstanding
as at as at 31 March 2016 31 March 2015

a) Mr. Rajgopal Nogja 102,960 188,760

31 March 31 March 31 March 31 March
2016 2016 2015 2015 b) Mr. Praveen Sood 164,700 301,950

Salary of Ms. Shalaka 0.16 - 1.17 0.09 c) Mr. V. P. Kulkarni - 150,920

Gulabchand Dhawan
(Daughter of Mr. Ajit d) Mr. Arun Karambelkar 164,700 301,950
Gulabchand) iii) Refer notes 4.2.1 and 7.1 for personal guarantee provided by
CMD, shares pledged and other security created in respect
Salary of Mr. Arjun Dhawan 3.35 0.34 2.92 0.20 of borrowings by the Company or the related parties
(Son-In-Law of Mr. Ajit
Gulabchand) iv) Refer notes 12.2 and 16.1 for pledge of shares for facilities
taken by subsidiary companies and joint ventures.

Total 28.51 2.94 16.19 1.89 Note 43 Trade Receivable includes ` 2,668.90 crore (Previous year: ` 1,772.16
crore) on account of claims awarded in arbitration in favour of the Company
The above figure does not include provisional gratuity liability valued by which has been challenged by the client in High Courts/ Supreme Court.
Actuary, as separate figures are not available.
Note 44 *represents amount less than ` 1 lakh.
ii) Options granted to Key Management Personnel under
Employees’ Stock Option Scheme. Note 45 Previous year figures have been regrouped or reclassified, to
conform to the current year’s presentation wherever considered necessary.

For Walker Chandiok & Co LLP For and on behalf of the Board of Directors
(Formerly Walker, Chandiok & Co)
Chartered Accountants AJIT GULABCHAND DIN: 00010827 Chairman & Managing Director
Firm Registration No. 001076N / N500013 RAJGOPAL NOGJA DIN: 01722795 Group Chief Operating Officer &
Whole-Time Director
SHALAKA GULABCHAND DIN: 00011094 Whole-Time Director
DHAWAN

ADI P. SETHNA PRAVEEN SOOD SHARAD M. KULKARNI DIN: 00003640

Partner Group Chief Financial Officer RAJAS R. DOSHI DIN: 00050594
Membership No.: 108840 FCA 072412
RAM P. GANDHI DIN: 00050625 Directors
ANIL C. SINGHVI DIN: 00239589
SANGAMESHWAR IYER
Place : Mumbai, Company Secretary HARSHA BANGARI DIN: 01807838
Dated : 28 April 2016 ACS 6818 OMKAR GOSWAMI DIN: 00004258

132
CONSOLIDATED FINANCIAL STATEMENTS
Independent Auditors’ Report
To the Members of Hindustan Construction Company Limited Basis for Qualified Opinion
Report on the Consolidated Financial Statements 8. (a) As stated in Note 40 to the consolidated financial statements,
1. We have audited the accompanying consolidated financial statements the Independent Auditors of, Lavasa Corporation Limited (“LCL”),
of Hindustan Construction Company Limited, (“the Holding Company”) a subsidiary company, have qualified their audit report on the
and its subsidiaries (the Holding Company and its subsidiaries together financial statements for the year ended 31 March 2016 in respect
referred to as “the Group”), its associates and jointly controlled of matter relating to an Order dated 9 November 2011 of the
entities, which comprise the Consolidated Balance Sheet as at 31 Ministry of Environment and Forests according environment
March 2016, the Consolidated Statement of Profit and Loss and the clearances which are subject to compliance of certain terms and
Consolidated Cash Flow Statement for the year then ended and a conditions by LCL. LCL has filed an appeal before the National
summary of the significant accounting policies and other explanatory Green Tribunal, New Delhi challenging some of the conditions
information. prescribed in the said order which is pending before tribunal,
and the management believes, that the matter will be decided
Management’s Responsibility for the Consolidated Financial Statements
in their favour. In view of the nature of the terms and conditions
2. The Holding Company’s Board of Directors is responsible for the set therein, we are unable to comment on the liability in respect
preparation of these consolidated financial statements in terms of of the aforesaid matter that may devolve upon LCL and the
the requirements of the Companies Act, 2013 (“the Act”) that give a consequential impact, if any, on the accompanying consolidated
true and fair view of the consolidated financial position, consolidated financial statements. Our opinion on the consolidated financial
financial performance and consolidated cash flows of the Group statements for the year ended 31 March 2015 was also qualified
and its associates and jointly controlled entities, in accordance with in respect of this matter.
the accounting principles generally accepted in India, including the
Accounting Standards specified under Section 133 of the Act, read (b) We invite attention to Note 45 to the consolidated financial
with Rule 7 of the Companies (Accounts) Rules, 2014 (as amended). statements, relating to the Group’s carrying value of net assets
The Holding Company’s Board of Directors, and the respective Board of (capital employed) aggregating ` 4,308.69 crore (including
Directors/management of the subsidiaries included in the Group, and goodwill on consolidation ` 95.04 crore) as at 31 March 2016 in
of its associates and jointly controlled entities are responsible for the LCL, being considered good and recoverable by the management.
design, implementation and maintenance of internal control relevant However, this subsidiary has accumulated operational losses and
to the preparation and presentation of the financial statements that its net worth is substantially eroded as at 31 March 2016. Further,
give a true and fair view and are free from material misstatement, this subsidiary is facing liquidity constraints due to which it may
whether due to fraud or error. Further, in terms with the provisions of not be able to realize projections made as per its business plans.
the Act, the respective Board of Directors of the Holding Company In the absence of sufficient appropriate evidence, we are unable
and its subsidiaries, associates and jointly controlled entities, which to comment upon the carrying value of these assets and the
are incorporated in India are responsible for maintenance of adequate consequential impact, if any, on the accompanying consolidated
accounting records; safeguarding the assets; preventing and detecting financial statements.
frauds and other irregularities; selection and application of appropriate Qualified Opinion
accounting policies; making judgments and estimates that are
reasonable and prudent; and design, implementation and maintenance 9. In our opinion and to the best of our information and according to the
of adequate internal financial controls, that were operating effectively explanations given to us and based on the consideration of the reports
for ensuring the accuracy and completeness of the accounting of the other auditors on the financial statements of the subsidiaries,
records, relevant to the preparation and presentation of the financial associates and jointly controlled entities as noted below, except
statements, which have been used for the purpose of preparation of for the possible effects of the matters described in the Basis for
the consolidated financial statements by the Directors of the Holding Qualified Opinion paragraph above,the aforesaid consolidated financial
Company, as aforesaid. 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
Auditor’s Responsibility
principles generally accepted in India, of the consolidated state of
3. Our responsibility is to express an opinion on these consolidated affairs of the Group, its associates and jointly controlled entities as
financial statements based on our audit. at 31 March 2016,their consolidated loss and their consolidated cash
4. While conducting the audit, we have taken into account the provisions flows for the year ended on that date.
of the Act, the accounting and auditing standards and matters which Emphasis of Matters
are required to be included in the auditor’s report under the provisions
of the Act and the Rules made thereunder. 10. We draw attention to:

5. We conducted our audit in accordance with the Standards on Auditing a) Notes 29.1 and 29.3 to the consolidated financial statements
specified under Section 143(10) of the Act. Those Standards require that regarding remuneration of ` 10.66 crore paid for each of the
we comply with ethical requirements and plan and perform the audit to financial years ended 31 March 2014 and 31 March 2016 to the
obtain reasonable assurance about whether the consolidated financial Chairman and Managing Director (CMD), which is in excess of the
statements are free from material misstatement. limits prescribed under the provisions of the erstwhile Companies
Act, 1956/ the Companies Act, 2013, respectively and for which
6. An audit involves performing procedures to obtain audit evidence
the Company has filed an application for review /an application,
about the amounts and the disclosures in the consolidated financial
respectively with the Central Government; however approval
statements. The procedures selected depend on the auditor’s
in this regard is pending till date. Our opinion is not qualified in
judgment, including the assessment of the risks of material
respect of this matter.
misstatement of the consolidated financial statements, whether due to
fraud or error. In making those risk assessments, the auditor considers b) Note 35 to the consolidated financial statements regarding
internal financial controls relevant to the Holding Company’s preparation uncertainties relating to recoverability of uncompleted contracts
of the consolidated financial statements that give a true and fair and value of work done and long-term trade receivables
view in order to design audit procedures that are appropriate in the aggregating ` 978 crore and ` 206 crore, respectively, recognised
circumstances. An audit also includes evaluating the appropriateness of in the earlier years in respect of projects which were suspended
the accounting policies used and the reasonableness of the accounting or substantially closed and where the claims are currently
estimates made by the Holding Company’s Board of Directors, as well under negotiations/ arbitration/ litigation. Pending the ultimate
as evaluating the overall presentation of the consolidated financial outcome of these matters, which is presently unascertainable, no
statements. adjustments have been made in the accompanying consolidated
7. We believe that the audit evidence obtained by us and the audit financial statements. Our opinion is not qualified in respect of this
evidence obtained by the other auditors in terms of their reports matter.
referred to in sub-paragraph 11(a) of the Other Matters paragraph c) The Independent Auditors of the Company’s subsidiary, HCC
below, is sufficient and appropriate to provide a basis for our qualified Infrastructure Company Limited (HICL), in their audit report on
audit opinion on the consolidated financial statements.

HCC 90TH ANNUAL REPORT 2015-2016 133

 consolidated financial statements of HICL for the year ended 31 books of account as required by law relating to preparation of
March 2016, have drawn attention to the matter stated in Note the aforesaid consolidated financial statements have been kept
44 to the consolidated financial statements wherein in respect of so far as it appears from our examination of those books and the
Raiganj Dalkhola Highways Limited (RDHL), a subsidiary company reports of the other auditors;
of HICL, the said project has been suspended from 1 August
c) The consolidated financial statements dealt with by this Report
2013, due to non-availability of the balances land to be made
are in agreement with the relevant books of account maintained
available by National Highway Authority of India. During the period
for the purpose of preparation of the consolidated financial
of delay in land acquisition, RDHL has continued to capitalize
statements;
cost incurred till date aggregating ` 173.40 crore (including
interest of ` 50.33 crore) under the head “Intangible Assets d) Except for the possible effects of the matters described in the
under Development”. Our opinion is not qualified in respect of this Basis for Qualified Opinion paragraph,in our opinion, the aforesaid
matter. consolidated financial statements comply with the Accounting
Standards specified under Section 133 of the Act, read with Rule
Other Matters
7 of the Companies (Accounts) Rules, 2014(as amended);
11. a) We did not audit the financial statements of seventy subsidiaries
e) The matters described in paragraphs 8,10 (b) and 10 (c) under the
and six jointly controlled entities, included in the consolidated
Emphasis of Matters/Basis for Qualified Opinion paragraph, in
financial statements, whose financial statements reflect total
our opinion, may have an adverse effect on the functioning of the
assets (after eliminating intra-group transactions) of ` 11,355.35
Group;
crore at 31 March 2016, total revenues (after eliminating intra-
group transactions) of ` 4,767.18 crore and net cash flows f) On the basis of the written representations received from the
amounting to ` 32.99 crore for the year ended on that date. The directors of the Holding Company as on 31 March 2016 taken
consolidated financial statements also include the Group’s share on record by the Board of Directors of the Holding Company
of net profit ` 13.33 crore for the year ended 31 March 2016, as and the reports of the other statutory auditors of its subsidiary
considered in the consolidated financial statements, in respect companies and associate companies incorporated in India, none
of six associates, whose financial statements have not been of the directors of the Group companies and associate companies
audited by us. These financial statements have been audited incorporated in India is disqualified as on 31 March 2016 from
by other auditors whose reports have been furnished to us by being appointed as a director in terms of Section 164 (2) of the
the Management and our opinion on the consolidated financial Act.
statements, in so far as it relates to the amounts and disclosures g) The qualification relating to the maintenance of accounts and
included in respect of these subsidiaries, jointly controlled other matters connected there with are as stated in the Basis for
entities and associates, and our report in terms of sub-section (3) Qualified Opinion paragraph;
of Section 143 of the Act, in so far as it relates to the aforesaid
subsidiaries, jointly controlled entities and associates, is based h) We have also audited the internal financial controls over financial
solely on the reports of the other auditors. Our opinion is not reporting (IFCoFR) of the Company, its subsidiary companies
qualified in respect of this matter. and associate companies which are companies incorporated in
India, as of 31 March 2016, in conjunction with our audit of the
b) The consolidated financial statements also include the Group’s consolidated financial statements of the group and associates for
share of net loss of ` 0.81 crore for the year ended 31 March the year ended on that date and our report dated 28 April 2016 as
2016, as considered in the consolidated financial statements, in per Annexure expressed a qualified opinion.
respect of three associates, whose financial statements have
not been audited by us. These financial statements are unaudited i) With respect to the other matters to be included in the Auditor’s
and have been furnished to us by the Management and our Report in accordance with Rule 11 of the Companies (Audit
opinion on the consolidated financial statements, in so far as it and Auditor’s) Rules, 2014, in our opinion and to the best of our
relates to the amounts and disclosures included in respect of information and according to the explanations given to us:
these associates, is based solely on such unaudited financial (i) as detailed in Notes 34 (iii) to 34 (v),35, 40, 43, 44 and 47
statements. In our opinion and according to the information and the consolidated financial statements disclose the impact of
explanations given to us by the Management, these financial pending litigations on the consolidated financial position of
statements are not material to the Group. Our opinion is not the Group, its associates and jointly controlled entities;
qualified in respect of this matter.
(ii) except for the possible effects of the matters described
c) In respect of investment in two associates valued at ` 1 in the in the Basis for Qualified Opinion paragraph,as detailed in
consolidated financial statements, no adjustments have been Note 12.1 to the consolidated financial statements,provision
made in the consolidated financial statements as at 31 March has been made in the consolidated financial statements, as
2016 as the financial statements of this associate were not required under the applicable law or accounting standards,
available. Our opinion is not qualified in respect of this matter. for material foreseeable losses on long-term contracts
Our opinion on the consolidated financial statements, and our including derivative contracts; and
report on Other Legal and Regulatory Requirements below, is (iii) there has been no delay in transferring amounts, required
not qualified in respect of the above matters with respect to our to be transferred, to the Investor Education and Protection
reliance on the work done by and the reports of the other auditors Fund by the Holding Company, and its subsidiary
and the financial statements certified by the Management. companies, associate companies and jointly controlled
Report on Other Legal and Regulatory Requirements entities incorporated in India.

12. As required by Section 143(3) of the Act, and based on the auditor’s
reports of the subsidiaries, associates and jointly controlled entities, For Walker Chandiok & Co LLP
we report, to the extent applicable, that: (Formerly Walker, Chandiok & Co)
a) We have sought and, except for the possible effects of the Chartered Accountants
matters described in the Basis for Qualified Opinion paragraph, Firm’s Registration No.: 001076N/N500013
obtained all the information and explanations which to the best of
our knowledge and belief were necessary for the purpose of our per Adi P. Sethna
audit of the aforesaid consolidated financial statements; Partner
Membership No.: 108840
b) Except for the possible effects of the matters described in the Place : Mumbai
Basis for Qualified Opinion paragraph, in our opinion, proper Date : 28 April 2016

134
Annexure to the Auditors’ Report

Annexure Inherent Limitations of Internal Financial Controls over Financial Reporting

Independent Auditor’s report on the Internal Financial Controls under Because of the inherent limitations of IFCoFR, including the possibility
Clause (i) of Sub-section 3 of Section 143 of the Companies Act, 2013 of collusion or improper management override of controls, material
(‘the Act’) misstatements due to error or fraud may occur and not be detected. Also,
projections of any evaluation of the IFCoFR to future periods are subject to
In conjunction with our audit of the consolidated financial statements of the
the risk that the IFCoFR may become inadequate because of changes in
Hindustan Construction Company Limited (‘the Holding Company’) and its
conditions, or that the degree of compliance with the policies or procedures
subsidiaries,(the Holding Company and its subsidiaries together referred
may deteriorate.
to as ‘the Group’)and its associates as at and for the year ended 31 March
2016, we have audited the internal financial controls over financial reporting Basis for Qualified Opinion
(IFCoFR) of the Holding Company, its subsidiary companies and associate
In our opinion, according to the information and explanations given to us and
companies, which are companies incorporated in India, as of that date.
based on our audit procedures performed, the following material weakness has
Management’s Responsibility for Internal Financial Controls been identified in the adequacy and operating effectiveness of the Company’s
internal financial controls over financial reporting as at 31 March 2016:
The respective Board of Directors of the Holding Company, its subsidiary
companies and associate companies, which are companies incorporated The Company did not have appropriate internal financial controls over
in India, are responsible for establishing and maintaining internal financial financial reporting in respect of its assessment of the carrying value
controls based on the internal control over financial reporting criteria of subsidiaries’ net assets (capital employed) including goodwill on
established by the Company considering the essential components of consolidation of the Company’s subsidiaries. The inadequate supervisory and
internal control stated in the Guidance Note on Audit of Internal Financial review controls over Company’s process in respect of its aforementioned
Controls over Financial Reporting (‘the Guidance Note’) issued by the assessment in accordance with the accounting principles generally accepted
Institute of Chartered Accountants of India(‘the ICAI’).These responsibilities in India could potentially result in a material misstatement in the carrying
include the design, implementation and maintenance of adequate internal value of aforesaid assets and consequently, also impact the loss after tax.
financial controls that were operating effectively for ensuring the orderly A ‘material weakness’ is a deficiency, or a combination of deficiencies,
and efficient conduct of the company’s business, including adherence to the in internal financial control over financial reporting, such that there is a
company’s policies, the safeguarding of the company’s assets, the prevention reasonable possibility that a material misstatement of the company’s annual
and detection of frauds and errors, the accuracy and completeness of financial statements will not be prevented or detected on a timely basis.
the accounting records, and the timely preparation of reliable financial
information, as required under the Act. Qualified Opinion

Auditors’ Responsibility In our opinion, except for the effects of the material weakness described
above in the Basis for Qualified Opinion paragraph, the Holding Company,
Our responsibility is to express an opinion on the IFCoFR of the Holding its subsidiary companies and its associate companies, which are companies
Company, its subsidiary companies and associate companies as aforesaid, incorporated in India, have, in all material respects, adequate IFCoFR and
based on our audit. We conducted our audit in accordance with the such IFCoFR were operating effectively as at 31 March 2016, based on the
Standards on Auditing issued by the ICAI and deemed to be prescribed under internal control over financial reporting criteria established by the Company
section 143(10) of the Act, to the extent applicable to an audit of IFCoFR and considering the essential components of internal control stated in the
the Guidance Note issued by the ICAI. Those Standards and the Guidance Guidance note issued by the ICAI.
Note require that we comply with ethical requirements and plan and perform
the audit to obtain reasonable assurance about whether adequate IFCoFR We have considered the material weakness identified and reported above in
were established and maintained and if such controls operated effectively in determining the nature, timing, and extent of audit tests applied in our audit
all material respects. of the 31 March 2016 consolidated financial statements of the Company, and
the material weakness has affected our opinion on the consolidated financial
Our audit involves performing procedures to obtain audit evidence about statements of the Company and we have issued a qualified opinion on the
the adequacy of the internal financial controls systems on financial reporting consolidated financial statements.
and their operating effectiveness. Our audit of IFCoFR included obtaining
an understanding of IFCoFR, assessing the risk that a material weakness Other Matters
exists, and testing and evaluating the design and operating effectiveness of We did not audit the IFCoFR insofar as it relates to fifty eight subsidiary
internal control based on the assessed risk. The procedures selected depend companies which are companies incorporated in India, whose financial
on the auditor’s judgement, including the assessment of the risks of material statements reflect total assets (after eliminating intra-group transactions)
misstatement of the financial statements, whether due to fraud or error. of ` 8,766.73 crore as at 31 March 2016, total revenues (after eliminating
We believe that the audit evidence we have obtained and the audit evidence intra-group transactions) of ` 447.72 crore and net cash flows amounting to
obtained by the other auditors in terms of their reports referred to in the ` 34.90 crore for the year ended on that date; and four associate companies,
Other Matters paragraph below, is sufficient and appropriate to provide a which are companies incorporated in India, in respect of which, the Group’s
basis for our qualified opinion on the IFCoFR of the Holding Company, its share of net loss of ` 1.91 crore for the year ended 31 March 2016 has
subsidiary companies and associate companies as aforesaid. been considered in the consolidated financial statements. Our report on
the adequacy and operating effectiveness of the IFCoFR for the Holding
Meaning of Internal Financial Controls over Financial Reporting Company, its subsidiary companies and associate companies, which are
A company’s IFCoFR is a process designed to provide reasonable assurance companies incorporated in India, under Section 143(3)(i) of the Act in so far as
regarding the reliability of financial reporting and the preparation of financial it relates to the aforesaid subsidiaries and associates which are companies
statements for external purposes in accordance with generally accepted incorporated in India, is solely based on the corresponding reports of the
accounting principles. A company’s IFCoFR includes those policies and auditors of such companies. Our opinion is not qualified in respect of the
procedures that (1) pertain to the maintenance of records that, in reasonable above matter with respect to our reliance on the work done by and the
detail, accurately and fairly reflect the transactions and dispositions of the reports of the other auditors.
assets of the company; (2) provide reasonable assurance that transactions For Walker Chandiok & Co LLP
are recorded as necessary to permit preparation of financial statements in (Formerly Walker, Chandiok & Co)
accordance with generally accepted accounting principles, and that receipts Chartered Accountants
and expenditures of the company are being made only in accordance Firm’s Registration No.: 001076N/N500013
with authorisations of management and directors of the company; and (3)
provide reasonable assurance regarding prevention or timely detection of per Adi P. Sethna
unauthorised acquisition, use, or disposition of the company’s assets that Place : Mumbai Partner
could have a material effect on the financial statements. Date : 28 April 2016 Membership No.: 108840

HCC 90TH ANNUAL REPORT 2015-2016 135

Consolidated Balance Sheet as at 31 March 2016

Particulars Note No. As at As at

31 March 2016 31 March 2015
` crore ` crore
EQUITY AND LIABILITIES
Shareholders’ Funds
Share capital 2 77.91 64.58
Reserves and surplus 3 625.10 459.34
703.01 523.92
Preference share issued by subsidiary company 4 543.42 18.42
Minority Interest 202.45 219.82
Non-Current Liabilities
Long-term borrowings 5 7,190.81 8,236.20
Deferred tax liabilities (net) 6 116.17 87.46
Other long-term liabilities 7 5.97 30.55
Long-term provisions 8 204.26 162.29
7,517.21 8,516.50
Current Liabilities
Short-term borrowings 9 2,148.79 2,095.80
Trade payables 10
- Total outstanding dues of Micro Enterprises and Small Enterprises 2.65 1.71
- Total outstanding dues of creditors other than Micro Enterprises and Small Enterprises 2,859.83 3,510.05
Current maturities of long-term borrowings 5 1,689.52 1,548.11
Advance from contractees 1,641.39 1,523.13
Other current liabilities 11 1,119.98 878.27
Short-term provisions 12 162.02 192.96
9,624.18 9,750.03
Total 18,590.27 19,028.69
ASSETS
Non-Current Assets
Fixed assets 13
Tangible assets 1,809.64 2,011.99
Intangible assets 1,625.42 2,357.21
Goodwill on consolidation 126.68 124.78
Intangible assets under development - Toll Collection Rights 2,029.88 1,616.31
Capital work in progress 1,709.02 1,518.87
Non-current investments 14 109.63 220.80
Deferred tax assets (net) 15 16.78 18.46
Long-term loans and advances 16 467.55 531.05
Long-term trade receivables 17 2,161.35 1,494.16
Other non-current assets 18 100.81 158.28
10,156.76 10,051.91
Current Assets
Current investments 19 21.05 52.08
Inventories 20 6,702.26 6,873.39
Trade receivables 21 480.02 734.06
Cash and bank balances 22 841.70 814.30
Short-term loans and advances 23 353.58 458.85
Other current assets 24 34.90 44.10
8,433.51 8,976.78
Total 18,590.27 19,028.69
Notes 1 to 49 form an integral part of the consolidated financial statements
This is the Consolidated Balance Sheet referred to in our audit report of even date.

For Walker Chandiok & Co LLP For and on behalf of the Board of Directors
(Formerly Walker, Chandiok & Co)
Chartered Accountants AJIT GULABCHAND DIN: 00010827 Chairman & Managing Director
Firm Registration No. 001076N / N500013 RAJGOPAL NOGJA DIN: 01722795 Group Chief Operating Officer &
Whole-Time Director
SHALAKA GULABCHAND DIN: 00011094 Whole-Time Director
DHAWAN

ADI P. SETHNA PRAVEEN SOOD SHARAD M. KULKARNI DIN: 00003640

Partner Group Chief Financial Officer RAJAS R. DOSHI DIN: 00050594
Membership: 108840 FCA 072412
RAM P. GANDHI DIN: 00050625 Directors
ANIL C. SINGHVI DIN: 00239589
SANGAMESHWAR IYER
Place : Mumbai, Company Secretary HARSHA BANGARI DIN: 01807838
Dated : 28 April 2016 ACS 6818 OMKAR GOSWAMI DIN: 00004258

136
Consolidated Statement of Profit and Loss for the year ended 31 March 2016

Particulars Note No. Year ended Year ended

31 March 2016 31 March 2015
` crore ` crore
Revenue
Revenue from operations 25 8,768.08 10,352.95
Other income 26 84.45 62.02
Total Revenue 8,852.53 10,414.97
Expenses
Cost of construction materials consumed 27 1,000.88 1,015.83
Purchase of traded goods 3.51 11.63
Subcontracting expenses 4,538.26 5,837.61
Construction expense 28 612.97 724.33
Employee benefit expenses 29 937.82 1,005.51
Finance costs 30 1,354.74 1,279.55
Depreciation / amortisation / impairment expense 13.1 343.21 327.45
Other expenses 31 456.02 518.08
Total Expenses 9,247.41 10,719.99
Profit / (Loss) before exceptional item and tax (394.88) (305.02)
Exceptional items 32 75.93 106.11
Profit / (Loss) before tax (318.95) (198.91)
Tax expenses
Current tax 34.23 21.31
Less : MAT credit entitlement (31.09) (15.67)
Net current tax 3.14 5.64
Deferred tax charge 30.40 22.38
Tax in respect of earlier years (2.42) 0.54
31.12 28.56
Loss after tax (350.07) (227.47)
Share of loss attributable to minority interest 19.41 48.15
Share of profit in associates (net) 12.52 19.87
Loss after tax for the year (318.14) (159.45)
Earnings / (Loss) per equity share of nominal value ` 1 each
Basic and diluted (in `) 33 (4.10) (2.48)
Notes 1 to 49 form an integral part of the consolidated financial statements
This is the Consolidated Statement of Profit and Loss referred to in our audit report of even date.

For Walker Chandiok & Co LLP For and on behalf of the Board of Directors
(Formerly Walker, Chandiok & Co)
Chartered Accountants AJIT GULABCHAND DIN: 00010827 Chairman & Managing Director
Firm Registration No. 001076N / N500013 RAJGOPAL NOGJA DIN: 01722795 Group Chief Operating Officer &
Whole-Time Director
SHALAKA GULABCHAND DIN: 00011094 Whole-Time Director
DHAWAN

ADI P. SETHNA PRAVEEN SOOD SHARAD M. KULKARNI DIN: 00003640

Partner Group Chief Financial Officer RAJAS R. DOSHI DIN: 00050594
Membership No.: 108840 FCA 072412
RAM P. GANDHI DIN: 00050625 Directors
ANIL C. SINGHVI DIN: 00239589
SANGAMESHWAR IYER
Place : Mumbai, Company Secretary HARSHA BANGARI DIN: 01807838
Dated : 28 April 2016 ACS 6818 OMKAR GOSWAMI DIN: 00004258

HCC 90TH ANNUAL REPORT 2015-2016 137

Consolidated Cash Flow Statement for the year ended 31 March 2016

Year ended Year ended

31 March 2016 31 March 2015
` crore ` crore
A. CASH FLOW FROM OPERATING ACTIVITIES
Loss before tax (318.95) (198.91)
Adjustments for:
Depreciation and amortisation expense 343.21 327.44
Finance costs 1,354.74 1,279.55
Interest income (29.55) (34.42)
Dividend income (4.41) (2.70)
Unrealised foreign exchange loss/ (gain) (net) (6.02) 7.39
Loss/(profit) on sale of fixed assets (net) 2.01 4.49
Depreciation adjustments (exceptional item) - (106.11)
Provision for resurfacing expenses 23.82 34.22
Warranty provision/ (utilisation) 5.25 (36.88)
Provision for foreseable losses (16.45) -
Foreign currency monetary translation (net) 0.13 (0.23)
Profit on sale of long-term investments (including exceptional item) (75.54) (1.60)
Profit on divestment in a subsidiary (exceptional item) (73.42) -
Net profit on sale of stake in a joint venture (101.03) -
Trade receivables and work in progress written off (exceptional item) 98.64 -
Interest receivable on sub-ordinate loan written off (exceptional item) 73.03 -
Bad debts - 1.18
Provision for doubtful advances 7.88 20.39
Provision for doubtful debts 0.12 2.16
Excess provision/ liabilities no longer required written back (10.86) (0.72)
Operating profit before working capital changes 1,272.60 1,295.25
Adjustments for changes in working capital:
(Increase) / Decrease in trade receivables (511.63) (421.73)
(Increase) / Decrease in loans and advances / other current and non-current assets 148.06 (61.87)
(Increase) / Decrease in inventories 171.12 (313.14)
Increase/(decrease) in trade and other payables (578.62) 162.83
Increase/(decrease) in advance from contractee 118.25 6.30
Cash generated from operations 619.78 667.64
Direct taxes (paid)/ refund (net) (3.76) 34.54
Net cash generated from operating activities 616.01 702.18
B. CASH FLOW FROM INVESTING ACTIVITIES
Purchase of fixed assets (1,008.85) (947.54)
(including capital work in progress and intangible assets under development)
Proceeds from sale of fixed assets 0.13 12.92
Proceeds from sale of long term investments 230.24 -
Proceeds from divestment in a subsidiary 73.42 -
Proceeds from sale of stake in a joint venture (30.91) -
Net investments in bank deposits (having original maturity of more than three months) (38.54) 137.20
Purchase of Investments (net) - (92.01)
Acquisition of additional stake in a joint venture - (5.79)
Interest received 14.68 49.72
Dividend received 4.41 2.70
Net cash generated used in investing activities (755.42) (842.80)
C. CASH FLOW FROM FINANCING ACTIVITIES
Proceeds from issue of equity shares (including securities premium) 399.99 -
Proceeds from issue of preference shares 525.00 -
(Repayment)/ Proceeds from long term borrowings (net) 77.02 94.24
Proceeds from short term borrowings (net) 194.40 716.80
Proceeds from capital grants 102.25 116.19
Interest and other finance charges (1,184.44) (1,104.20)
Share issue expenses (9.71) (3.91)
Dividend paid (0.13) (0.16)
Net cash generated from/ (used) in financing activities 104.38 (181.04)
Net decrease in cash and cash equivalents (A+B+C) (35.03) (321.66)
Cash and cash equivalents at the beginning of the year 350.09 671.75
Unrealised foreign exchange loss (0.08) 0.01
Cash and cash equivalents at the end of the year (Refer note 22) 315.15 350.08
(35.02) (321.66)
Notes 1 to 49 form an integral part of the consolidated financial statements
This is the Consolidated Cash Flow Statement referred to in our audit report of even date.

For Walker Chandiok & Co LLP For and on behalf of the Board of Directors
(Formerly Walker, Chandiok & Co)
Chartered Accountants AJIT GULABCHAND DIN: 00010827 Chairman & Managing Director
Firm Registration No. 001076N / N500013 RAJGOPAL NOGJA DIN: 01722795 Group Chief Operating Officer &
Whole-Time Director
SHALAKA GULABCHAND DIN: 00011094 Whole-Time Director
DHAWAN

ADI P. SETHNA PRAVEEN SOOD SHARAD M. KULKARNI DIN: 00003640

Partner Group Chief Financial Officer RAJAS R. DOSHI DIN: 00050594
Membership No.: 108840 FCA 072412
RAM P. GANDHI DIN: 00050625 Directors
ANIL C. SINGHVI DIN: 00239589
SANGAMESHWAR IYER
Place : Mumbai, Company Secretary HARSHA BANGARI DIN: 01807838
Dated : 28 April 2016 ACS 6818 OMKAR GOSWAMI DIN: 00004258

138
Summary of significant accounting policies and other explanatory information to the
consolidated financial statements as at and for the year ended 31 March 2016
Note 1 Significant Accounting Policies if any. In case of foreign subsidiaries, being non-integral foreign
operations, revenue items are consolidated at the average rate
1.1 Basis of preparation and Principles of Consolidation
prevailing during the year. All assets and liabilities are converted
a Basis of Preparation of Consolidated Financial Statements at rates prevailing at the end of the year. Any exchange difference
“The consolidated financial statements (“financial statements”) have arising on consolidation (including goodwill on consolidation) is
been prepared to comply in all material respects with the accounting recognised in the ‘Foreign Currency Fluctuation Reserve’.
standards notified by the Companies (Accounting Standards) Rules, vi) Goodwill on consolidation represents the excess of cost of
2006 read with Rule 7 to the Companies (Accounts) Rules 2014 in acquisition at each point of time of making the investment in
respect of Section 133 of the Companies Act, 2013. The financial
the subsidiary Group’s share in the net worth of a subsidiary, an
statements are prepared under the historical cost convention, on
associate or a joint venture, and the associate or the joint venture
an accrual basis of accounting. The accounting policies applied
as per Accounting Standard (AS) 21 “Consolidated Financial
are consistent with those used in the previous year. The financial
Statements”. For this purpose, the Group’s share of net worth
statements comprises the financial statement of the Company and its
is determined on the basis of the latest financial statements,
subsidiaries (the Company and its subsidiaries together referred to as
prior to the acquisition, after making necessary adjustments
“the Group”) and its associates and joint ventures.
for material events between the date of such financial
All the assets and liabilities have been classified as current or non- statements and the date of respective acquisition. Capital
current, wherever applicable as per the operating cycle of the Group as reserve on consolidation represents negative goodwill arising on
per the guidance as set out in the Schedule III to the Companies Act, consolidation. Goodwill arising on consolidation as per Accounting
2013. Standard (AS) 21 ”Consolidated Financial Statements“ is not
Operating cycle for the business activities of the Group covers the amortised, however, it is tested for impairment. In the event of
duration of the project/ contract/service including the defect liability cessation of operations of a subsidiary, associate or joint venture,
period, wherever applicable and extends up to the realization of the unimpaired goodwill is written off fully.
receivables (including retention monies) within the credit period
vii) Minorities’ interest in net profits or losses of consolidated
normally applicable to the respective project.
subsidiaries for the year is identified and adjusted against the
b Principles of Consolidation income or loss in order to arrive at the net income or loss
The financial statements have been prepared on the following basis: attributable to the shareholders of the Company. Minority interest
in the net assets of consolidated subsidiaries consists of the
i) The financial statements of the Company and its subsidiary amount of equity attributable to the minority shareholders at the
companies have been consolidated on a line by line basis dates on which investments are made by the Company in the
by adding together the book values of like items of assets, subsidiary companies and further movements in their share in the
liabilities, income and expenses, after eliminating intra-group
equity, subsequent to the dates of initial investments as stated
balances/ transactions and elimination of resulting unrealized
above. Their share of net assets is identified and presented in
profits/losses in accordance with Accounting Standard (‘AS’) - 21
the Consolidated Balance Sheet separately. Where accumulated
‘Consolidated Financial Statements’ notified by the Companies
losses attributable to the minorities are in excess of their
(Accounting Standards) Rules, 2006 read with Rule 7 to the
equity, in the absence of the contractual/ legal obligation on the
Companies (Accounts) Rules 2014 in respect of Section 133 of
minorities, the same is accounted for by the holding company.
the Companies Act, 2013.
viii) Financial statements are prepared using uniform policies for like
ii) The Interests in Joint Ventures which are in the nature of
jointly controlled entities have been consolidated by using the transaction and other events in similar circumstances and are
proportionate consolidation method on a line by line basis by presented, to the extent possible, in the same manner as the
adding together the book values of like items of assets, liabilities, Company’s separate financial statements.
income and expenses, after eliminating intra-group balances/ ix) Notes to the financial statements represent notes involving
transaction and elimination of resulting unrealized profits/losses items which are considered material and are accordingly
in accordance with AS 27 - ‘Financial Reporting of Interests in disclosed. Materiality for the purpose is assessed in relation to
Joint Ventures’ notified by the Companies (Accounting Standards) the information contained in the financial statements. Further,
Rules, 2006 read with Rule 7 to the Companies (Accounts) Rules additional statutory information disclosed in separate financial
2014 in respect of Section 133 of the Companies Act, 2013. statements of the subsidiary and/or a parent having no bearing
iii) Investment in Associate Companies has been accounted under on the true and fair view of the financial statements has not been
the equity method as per AS 23 - ‘Accounting for Investments in disclosed in these financial statements.
Associates in Consolidated Financial Statements’.
x) The gains/losses in respect of part dilution of stake in subsidiary
iv) The Build, Operate and Transfer (BOT) contracts are governed companies pursuant to issue of additional shares to minority
by service concession agreements with government authorities shareholders are recognised directly in capital reserve under
as grantor. Under these agreements, the operator does not Reserves and Surplus in the Balance Sheet. The gains/losses
own the road, but gets the “toll collection rights” against the in respect of part divestment of stake in subsidiary companies
construction services rendered. Since the revenues from the pursuant to sale of shares by the holding company are recognised
construction activity by the operator are considered to be in the Statement of Profit and Loss.
earned in exchange with the granting of toll collection rights for
a specified period, profits from such contracts are considered 1.2 Accounting Estimates
as realized. Accordingly, BOT contracts awarded to group The preparation of the financial statements, in conformity with
companies (operator), where the work is subcontracted to the generally accepted accounting principles, requires the management
holding company, the intra group transactions on BOT contracts to make estimates and assumptions that affect the reported amounts
and profits arising thereon are taken as realized and accordingly, of assets and liabilities and disclosure of contingent liabilities as at
accounted for in preparation of these financial statements. the date of financial statements and the results of operation during
v) Foreign subsidiaries financials prepared in compliance with the the reported period. Although these estimates are based upon
local laws and applicable Accounting Standards, are translated management’s best knowledge of current events and actions, actual
as per Indian Generally Accepted Accounting Principles (IGAAP) results could differ from these estimates which are recognised in the
for the purpose of consolidation taking into account local laws, period in which they are determined.

HCC 90TH ANNUAL REPORT 2015-2016 139

Summary of significant accounting policies and other explanatory information to the
consolidated financial statements as at and for the year ended 31 March 2016
1.3 Group Companies included for Consolidation Name of the Subsidiary Country of % Immediate Parent
a The details of joint ventures along with share of interest included Incorporation Holding* Company
in consolidation are given hereunder: 10. HRL (Thane) Real India 100.00 HCC Real Estate
Estate Limited Limited
Name of Ventures Name of the Ventures’ HCC’s
11. Nashik Township India 100.00 HCC Real Estate
Partners Share of
Developers Limited Limited
Interest
12. Maan Township India 100.00 HCC Real Estate
HCC-L&T Purulia Larsen and Toubro 57.00% Developers Limited Limited
Limited
13. Charosa Wineries India 100.00 HCC Real Estate
HCC-Pati ( Dissolved on Pati Sendirian, Berhad 50.00% Limited Limited
31 March 2015) 14. Powai Real Estate India 100.00 HCC Real Estate
Nathpa Jhakri Impregilio-Spa, Italy 40.00% Developer Limited Limited
15. HCC Realty Limited India 100.00 HCC Real Estate
Kumagai-Skanska-HCC- Skanska, Kumagai 19.60%
Limited
Itochu Group
16. Pune Paud Toll Road India 100.00 HCC Real Estate
Alpine - Samsung - HCC Itochu, Alpine Meyreder 33.00% Company Limited Limited
Bau, Samsung
17. HCC Aviation Limited India 100.00 HCC Real Estate
Corporation
Limited
Alpine - HCC Alpine Meyreder Bau 49.00% 18. Steiner AG Switzerland 100.00 HCC Mauritius
HCC - Samsung Joint Samsung Corporation 50.00% Enterprises Limited
Venture CC-34 19. Steiner Promotions et Switzerland 100.00 Steiner AG
Dhule Palesner Tollways HCC Infrastructure 26.00% Participations SA
Limited (upto 29 October Limited 20. Steiner (Deutschland) Germany 100.00 Steiner AG
2015) John Laing Investment GmbH
Limited, 21. VM + ST AG Switzerland 100.00 Steiner AG
John Laing Investments
22. Steiner Leman SAS France 100.00 Steiner AG
Mauritius (No 1) Limited,
Sadbhav Engineering 23. SNC Valleiry Route de France 100.00 Subsidiary of
Limited and Bloux Steiner Leman SAS
Sadbhav Infrastructure 24. Eurohotel SA Switzerland 95.00 Steiner AG
Projects Ltd. 25. Steiner India Limited India 100.00 Steiner AG
ARGE Prime Tower Losinger Construction AG 45.00% 26. Highbar Technologies United Arab 100.00 Highbar
FZLLC Emirates Technologies
b List of subsidiaries included in consolidation and the parent Limited
company’s shareholding are as under:
27. Dhule Palesner India 100.00 HCC Infrastructure
Operations & Company Limited
Name of the Subsidiary Country of % Immediate Parent Maintenance Limited
Incorporation Holding* Company 28. HCC Power Limited India 100.00 HCC Infrastructure
1. Western Securities India 97.90 Hindustan Company Limited
Limited Construction 29. HCC Energy Limited India 100.00 HCC Power Limited
Company Limited (incorporated on 11
2. HCC Real Estate India 100.00 Hindustan August 2015)
Limited Construction 30. HCC Concession India 85.50 HCC Infrastructure
Company Limited Limited Company Limited
3. Panchkutir Developers India 100.00 Hindustan 31. HCC Operation and India 100.00 HCC Infrastructure
Limited Construction Maintenance Limited Company Limited
Company Limited 32. Narmada Bridge India 100.00 HCC Concession
4. HCC Mauritius Mauritius 100.00 Hindustan Tollway Limited Limited
Enterprises Limited Construction 33. Badarpur Faridabad India 100.00 HCC Concession
Company Limited Tollways Limited Limited
5. HCC Construction India 100.00 Hindustan 34. Nirmal BOT Limited India 100.00 HCC Concession
Limited Construction (up to 22 December Limited
Company Limited 2015)
6. Highbar Technologies India 100.00 Hindustan 35. Baharampore-Farakka India 100.00 HCC Concession
Limited Construction Highways Limited Limited
Company Limited
36. Farakka-Raiganj India 100.00 HCC Concession
7. HCC Infrastructure India 100.00 Hindustan Highways Limited Limited
Company Limited Construction
37. Raiganj-Dalkhola India 100.00 HCC Concession
Company Limited
Highways Limited Limited
8. HCC Mauritius Mauritius 100.00 Hindustan
38. Lavasa Corporation India 68.70 HCC Real Estate
Investments Limited Construction
Limited Limited
Company Limited
39. Lavasa Hotel Limited India 100.00 Lavasa Corporation
9. HRL Township India 100.00 HCC Real Estate
Limited
Developers Limited Limited

140
Summary of significant accounting policies and other explanatory information to the
consolidated financial statements as at and for the year ended 31 March 2016

Name of the Subsidiary Country of % Immediate Parent Name of the Subsidiary Country of % Immediate Parent
Incorporation Holding* Company Incorporation Holding* Company
40. Apollo Lavasa Health India 62.50 Lavasa Corporation 67. Mugaon Luxury Hotels India 100.00 Lavasa Corporation
Corporation Limited Limited Limited Limited
(up to 30 September 68. Rosebay Hotels India 100.00 Lavasa Corporation
2015) Limited Limited
41. Dasve Business Hotel India 100.00 Lavasa Corporation 69. Warasgaon Valley India 100.00 Lavasa Corporation
Limited Limited Hotels Limited Limited
42. Dasve Convention India 100.00 Lavasa Corporation 70. Hill View Parking India 100.00 Lavasa Corporation
Center Limited Limited Services Limited Limited
43. Lakeshore Watersports India 100.00 Lavasa Corporation 71. Warasgaon Assets India 100.00 Lavasa Corporation
Company Limited Limited Maintenance Limited Limited
44. Dasve Hospitality India 100.00 Lavasa Corporation 72. Verzon Hospitality India 100.00 Lavasa Corporation
Institutes Limited Limited Limited Limited
45. Lakeview Clubs India 100.00 Lavasa Corporation 73. Ecomotel Hotel India 51.00 Lavasa Corporation
Limited Limited Limited (effective 15 Limited
46. Dasve Retail Limited India 100.00 Lavasa Corporation July 2015)
Limited 74. Starlit Resort Limited India 100.00 Lavasa Corporation
47. Full Spectrum India 91.00 Lavasa Corporation (up to 13 May 2015) Limited
Adventure Limited Limited
48. Spotless Laundry India 76.00 Lavasa Corporation * including holding through subsidiary companies
Services Limited Limited
c List of associates included in consolidation and the parent company’s
49. Lavasa Bamboocrafts India 100.00 Lavasa Corporation
shareholding are as under:
Limited Limited
50. Green Hills Residences India 60.00 Lavasa Corporation
Limited Limited Name of the Associate Country of % Associate of
51. My City Technology India 63.00 Lavasa Corporation Incorporation Holding * the Company
Limited Limited 1. Warasgaon Lake View India 27.00 Lavasa
52. Reasonable Housing India 100.00 Lavasa Corporation Hotels Limited Corporation
Limited Limited Limited
53. Future City India 100.00 Lavasa Corporation 2 Andromeda Hotels India 40.00 Lavasa
Multiservices SEZ Limited Limited Corporation
Limited Limited
54. Rhapsody Commercial India 100.00 Lavasa Corporation 3 Bona Sera Hotels Limited India 26.00 Lavasa
Space Limited Limited Corporation
55. Sirrah Palace Hotels India 100.00 Lavasa Corporation Limited
Limited (up to 6 Limited 4 Knowledge Vistas Limited India 49.00 Lavasa
November 2015) Corporation
56. Valley View India 100.00 Lavasa Corporation Limited
Entertainment Limited Limited
5 Ecomotel Hotel Limited India 35.04 HCC Real
57. Whistling Thrush India 51.00 Lavasa Corporation (up to 14 July 2015) Estate Limited
Facilities Services Limited
6 Starlit Resort Limited India 26.00 Lavasa
Limited
(effective 14 May 2015) Corporation
58. Warasgaon Power India 100.00 Lavasa Corporation Limited
Supply Limited Limited
7 Evostate AG Switzerland 30.00 Steiner AG
59. Sahyadri City India 100.00 Lavasa Corporation
Management Limited Limited 8 MCR Managing Corp. Switzerland 30.00 Steiner AG
Real Estate
60. Warasgaon Tourism India 100.00 Lavasa Corporation
Limited Limited 9 Projektentwicklungsges. Switzerland 30.77 Steiner AG
61. Our Home Service India 100.00 Lavasa Corporation Parking Kunstmuseum
Apartments Limited Limited AG

62. Hill City Service India 100.00 Lavasa Corporation 10 Vikhroli Corporate Park India 26.00 Hindustan
Apartments Limited Limited Private Limited Construction
(up to 10 July 2015) Company
63. Warasgaon India 100.00 Lavasa Corporation
Limited
Infrastructure Limited
Providers Limited 11 Nirmal BOT Limited India 26.00 HCC
64. Kart Racers Limited India 100.00 Lavasa Corporation (effective 23 December Infrastructure
Limited 2015) Company
Limited
65. Nature Lovers Retail India 100.00 Lavasa Corporation
Limited Limited 12 Apollo Lavasa Health India 49.00 Lavasa
Corporation Limited Corporation
66. Osprey Hospitality India 100.00 Lavasa Corporation
(effective 1 October 2015) Limited
Limited Limited
* including through subsidiary companies

HCC 90TH ANNUAL REPORT 2015-2016 141

Summary of significant accounting policies and other explanatory information to the
consolidated financial statements as at and for the year ended 31 March 2016
1.4 Fixed Assets ii) Trademark and design cost are amortised over their
estimated useful lives that is a period of 10 years.
a Tangible fixed assets
iii) Toll collection rights is amortised over the concession
Fixed assets are stated at cost of acquisition including
period based on the method prescribed in Schedule II to the
attributable interest and finance costs, if any, till the date of
Companies Act, 2013.
acquisition/installation of the assets and improvement thereon
less accumulated depreciation / amortisation and accumulated c For overseas subsidiaries, jointly controlled entities and
impairment losses, if any. associates, depreciation is provided based on estimated useful
lives of the fixed assets as determined by the management
b Toll collection rights/ Intangibles assets under development and
of such subsidiaries, jointly controlled entities and associates.
capital work in progress
In view of different sets of environment in which such entities
i) Intangibles assets under development operate in their respective countries, depreciation is provided
based on the management experience of use of assets in
In respect of Built operate transfer (BOT) projects,
respective geographies and local laws. These entities follow
expenditure related to and incurred during implementation
straight line method of depreciation spread over the useful life of
of project are included under “Intangible Assets under
each individual asset. It is practically not possible to align rates of
Development. All income/expenses earned/incurred prior
depreciation of such subsidiaries, jointly controlled entities and
to the commercial operation of the project are credited/
associates with those of the company.
debited to ‘Intangible Assets under Development’ and
are transferred to the respective intangible assets (Toll d Goodwill on consolidation
Collection Rights) on completion of the project. Goodwill arising on consolidation is not amortised but tested for
ii) Capital work in progress impairment annually.
Capital work-in-progress represents expenditure incurred 1.6 Government Grants and Subsidies
in respect of assets under development and are carried Grants and subsidies from the government are recognized when there
at cost. Cost includes related acquisition expenses, is reasonable assurance that the grant/subsidy will be received and all
construction cost, borrowing cost capitalised and other relevant conditions will be complied with. Capital subsidy received from
direct expenditure. the government is treated as part of the Shareholders’ Funds.
c Other Intangible assets 1.7 Investments
Intangible assets comprise of license fees, trademarks, designs, a Investments, which are readily realisable and intended to be
implementation cost for software and other application software held for not more than one year from the date on which such
acquired/developed for in-house use. These assets are stated at investments are made, are classified as current investments. All
cost less accumulated amortisation and accumulated impairment other investments are classified as long term investments.
losses, if any.
b Current investments are carried in the financial statements
1.5 Depreciation / Amortisation at lower of cost and fair value determined on an individual
a Depreciation on tangible assets is provided: investment basis. Long term investments are carried at cost and
provision for diminution in value is made to recognise a decline,
i) In respect of buildings and sheds, on the written down other than temporary, in the value of the investments. Trade
value basis considering the useful lives prescribed in investments are the investments made for or to enhance the
Schedule II to the Companies Act, 2013. Company’s business interests.
ii) In respect of furniture and fixtures, office equipment, c On initial recognition, all investments are measured at cost. The
computers, plant and machinery, heavy vehicles, light cost comprises purchase price and directly attributable acquisition
vehicles and speed boat on straight line basis at rates charges such as brokerage, fees and duties. If an investment is
determined on the basis of useful lives prescribed in acquired, or partly acquired, by the issue of shares, securities
Schedule II to the Companies Act, 2013, on a pro-rata or other assets. The acquisition cost is determined by reference
basis. However, certain class of plant and machinery used to the fair value of the asset given up or by reference to the
in construction projects are depreciated on a straight line fair value of the investment acquired, whichever is more clearly
basis considering the useful life determined based on the evident.
technical evaluation and the management’s experience of
use of the assets, that is a period of three to twelve years, d On disposal of an investment, the difference between its carrying
amount and net disposal proceeds is charged or credited to the
as against the period of nine to twenty years as prescribed
Statement of Profit and Loss.
in Schedule II.
1.8 Employee Benefits
iii) In respect of helicopter and aircraft, on straight line basis
considering the useful life, that is a period of eighteen years a Defined contribution plan
and fourteen years, respectively, determined based on the
Contributions to defined contribution schemes such as provident
technical evaluation and the management’s experience of
fund, employees’ state insurance, labour welfare fund and
use of the assets, as against the period of twenty years as
superannuation scheme are charged as an expense based on
prescribed in Schedule II.
the amount of contribution required to be made as and when
iv) Leasehold improvements are amortised over the useful services are rendered by the employees. The Company’s
lives prescribed in Schedule II to the Companies Act, 2013 provident fund contribution, in respect of certain employees,
or the period of lease, whichever is lower. is made to a government administered fund and charged as
an expense to the Statement of Profit and Loss. The above
b Amortisation on intangible fixed assets:
benefits are classified as Defined Contribution Schemes as the
i) Software and implementation costs including users license Company has no further defined obligations beyond the monthly
fees and other application software costs are amortised contributions.
over their estimated useful lives that is a period of three to
b Defined benefit plan
five years.
In respect of certain employees, provident fund contributions are

142
Summary of significant accounting policies and other explanatory information to the
consolidated financial statements as at and for the year ended 31 March 2016
made to a trust administered by the Company. The interest rate construction cost and the sale price until the project is
payable to the members of the trust shall not be lower than the handed over to the purchaser by means of the transfer
statutory rate of interest declared by the Central Government of title or the transfer of material risks and rewards.
under the Employees Provident Funds and Miscellaneous Construction / development expenditure includes all
Provisions Act, 1952 and shortfall, if any, shall be made good direct and indirect expenditure incurred on development
by the Company. Accordingly, the contribution paid or payable of land and/or construction at site, overheads relating
and the interest shortfall, if any, is recognised as an expense in to site management and administration, less incidental
the period in which services are rendered by the employee. The revenues arising from site operations. Indirect expenses
Company also provides for retirement/ long term benefits in the will be allocated to the respective items at the time
form of gratuity and compensated absences. The Company’s of their completion or capitalization into fixed assets.
liability towards such defined benefit plans is determined based Borrowing costs relating to qualifying real estate projects
on valuations, as at the balance sheet date, made by independent are capitalized over the entire duration of the project.
actuaries using the projected unit credit method. Actuarial gains Undeveloped land (including development costs) and
and losses in respect of the defined benefit plans are recognised finished units which are held for sale are valued at the lower
in the Statement of Profit and Loss in the period in which of cost and NRV.
they arise. The classification of the Company’s obligation into
d Project work in progress
current and non-current is as per the actuarial valuation report.
Accumulated leave which is expected to be utilised within next 12 Project work in progress is valued at the contract rates and site
months, is treated as short-term employee benefit. mobilisation expenditure of incomplete contracts is stated at the
lower of cost and NRV.
c Short-term employee benefits are recognised as expenses at the
undiscounted amounts in the Statement of Profit and Loss of the 1.10 Foreign Exchange Translation of Foreign Projects and Accounting of
year in which the related service is rendered. Foreign Exchange Transactions

In respect of a subsidiary, based on the characteristics, the post- a Initial Recognition and conversion
employment benefit plans qualify as defined benefit plans under Foreign currency transactions are recorded in the reporting
AS 15 (Employee benefits). The projected unit credit method is currency, by applying to the foreign currency amount the
used for the calculation of the net present value of the defined exchange rate between the reporting currency and the foreign
benefit obligation (‘DBO’) based on an actuarial valuation. For the currency at the date of the transaction. Foreign currency
purposes of determining the DBO, this method takes account of monetary items are reported using the closing rate. Non
the years served to date, with an additional unit being added to monetary items which are carried in terms of historical cost
the DBO each year. denominated in a foreign currency are reported using the
For active plan participants, the defined benefit obligation is exchange rate at the date of the transaction.
equal to the net present value of the post-employment defined The Group classifies all its foreign operations as either ‘integral
benefits, taking into consideration increase in future salary and foreign operations’ or ‘non-integral foreign operations’. The
pension as well as the rate of employee turnover. For retirees, the financial statements of integral foreign operations are translated
DBO is equal to the net present value of current pensions, taking in the same manner as the foreign currency transactions of the
into consideration increase in future pension. The total defined Group itself.
benefit obligations are compared to the fair value of the plan
assets. Any surplus is recognised as an asset and any shortfall b Treatment of Exchange Differences
is reported as a liability in the balance sheet. Actuarial gains and Exchange differences arising on settlement/restatement of short-
losses are expensed directly in the Statement of Profit and Loss. term foreign currency monetary assets and liabilities of the Group
1.9 Inventories are recognised as income or expense in the Statement of Profit
and Loss.
a Raw Materials, Stores, Spares, Fuel
Exchange differences arising on long-term foreign currency
The stock of construction materials, stores, spares and monetary items related to acquisition of a fixed asset are
embedded goods and fuel is valued at cost or net realisable value, capitalised and depreciated over the remaining useful life of the
whichever is lower. Cost is determined on weighted average asset. Exchange differences arising on other long-term foreign
basis and includes all applicable cost of bringing the goods to currency monetary items are accumulated in the “Foreign
their present location and condition. Currency Monetary Translation Account” and are amortised over
b Finished Goods (including Traded and Semi-finished goods) the remaining life of the concerned monetary item.

Finished Goods, traded goods and semi-finished goods are valued c Financial statement of overseas non-integral operations
at the lower of the cost and NRV. Cost is determined on weighted i) Assets and liabilities including goodwill and capital reserve
average basis and include all applicable cost of bringing the goods arising on consolidation at the rate prevailing at the end of
in their present location and condition. the year.
c Land and Floor Space Index (FSI) Development Right ii) Revenues and expenses, including depreciation and
i) Cost of Land and FSI are determined on a weighted amortisation at average exchange rate prevailing during the
average basis and include along with related purchase / year.
acquisition price plus all direct and indirect expenditure Exchange differences arising on translation of non-integral
incurred in connection with the purchase of land. Borrowing foreign operations are accumulated in the ”Foreign
costs and overhead expenditure on sectorial / nodal / city Currency Monetary Translation Account” until the disposal
level infrastructure, in respect of FSI under development are of such investment.
treated as an element of cost in view of substantial period On disposal of non-integral foreign operations, the
of time required for development. Land and FSI are valued accumulated Foreign Currency Monetary Translation
at the lower of cost and NRV. Land or FSI utilized for own Account relating to that foreign operation is recognised in
construction is transferred to fixed assets at cost. the statement of profit and loss. When there is a change
in the classification of foreign operations, the translation
ii) Inventory in Real Estate projects
procedures applicable to the revised classification are
Real estate projects are valued based on the lower of the applied from the date of the change in the classification.

HCC 90TH ANNUAL REPORT 2015-2016 143

Summary of significant accounting policies and other explanatory information to the
consolidated financial statements as at and for the year ended 31 March 2016
1.11 Financial derivatives and hedging transactions on the contract. Such cost are recognised as an asset and
classified under Inventories.
Financial derivatives and hedging contracts are accounted on the date
of their settlement and realised gain/loss in respect of settled contracts iii) Annual maintenance service contracts are recognised
is recognised in the Statement of Profit and Loss along with the proportionately over the year in which the services are
underlying transactions. rendered.
The premium or discount arising at the inception of forward exchange iv) Revenue for sale of user license for software application is
contracts entered into to hedge an existing asset/liability, is amortised recognised on the transfer of title/products, in accordance
as expense or income over the life of the contract. Exchange with the sales contract.
differences on such a contract are recognised in the Statement of Profit
e Revenue from toll contracts
and Loss in the reporting period in which the exchange rates change.
Any profit or loss arising on cancellation or renewal of such a forward Revenue from toll contracts (Operate, Maintain and Transfer
exchange contract are recognised as income or as expense for the basis) are recognised on actual collection of toll revenue.
period.
In case of Build-Operate-Transfer (BOT) contracts, revenue
Forward exchange contracts outstanding as at the year end on relatable to construction services rendered in connection with
account of firm commitment/highly probable forecast transactions BOT projects undertaken by the group is recognised during the
are marked to market and the losses, if any are recognised in the year of construction using percentage of completion method.
Statement of Profit and Loss and gains are ignored in accordance with Revenue relatable to toll collections of such projects from users
the Announcement of Institute of Chartered Accountants of India on of facilities are accounted when the amount is due and recovery
‘Accounting for Derivatives’ issued in March 2008. is certain.
1.12 Revenue recognition f Revenue from sale of land and FSI
a i) Accounting of construction contracts Income from sale of land (including on a long-term lease basis) is
recognised on the transfer of all significant risks and rewards of
The Company follows the percentage completion method,
ownership to the buyer and a reasonable expectation of collection
based on the stage of completion at the Balance Sheet
of the sale consideration from the buyer exists.
date, taking into account the contractual price and revision
thereto by estimating total revenue including claims/ g Revenue from sales of constructed units
variations as per Accounting Standard 7 on ‘Construction
Revenue from sales of constructed units is recognised when the
Contracts’ and total cost till completion of the contract and
substantial risk and reward is transferred to the buyer, which is
the profit so determined proportionate to the percentage of
generally on execution of sale agreement, and the collectability is
the actual work done.
reasonably measured.
Revenue is recognised as follows:
h Revenue from Real Estate projects
a) In case of item rate contracts on the basis of physical
i) Revenue from Total and General Contracting (TC/GC)
measurement of work actually completed, at the
Balance Sheet date. “Long-term contracts for the construction of third-party
real estate are accounted for using the percentage of
b) In case of Lump sum contracts, revenue is recognised
completion (POC) method. The degree of completion is
on completion of milestones as specified in the
determined on the basis of the physical measurement
contract or as identified by the management.
of work performed on the construction site. The different
Foreseeable losses are accounted for as and when
executed activities of the project are measured based
they are determined except to the extent they are
on available units in comparison to the total quantities
expected to be recovered through claims presented
needed for the completion (surveys of the work performed-
or to be presented to the customer or in arbitration.
method). With the application of the surveys of the work
b Accounting of supply contracts-sale of goods performed method, the difference between contract costs
incurred and contract cost recognised (billed) is adjusted to
Revenue from supply contract is recognised when the substantial
the ”cost incurred on GC/TC project” under Inventories.
risk and rewards of ownership is transferred to the buyer, which
Contract costs are recognized as an expense in the year in
is generally on dispatch, and the collectability is reasonably
which they are incurred. Contracts and groups of contracts
measured. Revenue from product sales are shown as net of all
for which the degree of completion or the outcome
applicable taxes and discounts.
cannot be reliably estimated are capitalized/inventorised
c Accounting for claims only to the extent of the amount of the contract costs
that are likely to be recoverable. Anticipated losses from
Claims are accounted as income in the period of receipt
construction contracts are covered in full by valuation
of arbitration award or acceptance by client or evidence of
allowances. In accounting for contracts in progress,
acceptance received. Interest awarded, being in the nature of
contractual revenue comprises the contractually agreed
additional compensation under the terms of the contract, is
revenue and amendments / variations and claims that have
accounted as contract revenue on receipt of favorable award.
been confirmed by the customer or for which payment is
d Software service contracts considered highly probable.
i) Revenue from software development (fixed price, fixed ii) Revenue from Real Estate Development
time frame contracts, including system development and
Revenue from the sale of real estate projects is realised
integration contracts) is recognised as per percentage of
on the transfer of title or the transfer of material risks and
completion method where there is no uncertainty as to
rewards to the purchaser. Real estate investor projects are
measurement or collectability.
accounted for as construction contracts based on POC.
ii) In case of sales of services, revenue is recognised in the Accordingly, revenue and the gains of development is
accounting year in which the services are rendered, by recognised along the construction of the project.
reference to stage of completion of the specific transaction
The separate sale of project development rights and plans
and assessed on the basis of actual services provided as a
is accounted for as sale and gains are realised at the time
proportion of the total services to be provided. The stage
of the transfer of risks and rewards. Revenue from sale of
of completion is measured by reference to the proportion
real estate development projects with multiple buyers (i.e.
that service cost incurred for the work performed to date
condominium projects) is recognised if the POC is above
bears to the estimated total service cost. Service cost
25%.
incurred to date excludes cost that relate to future activity

144
Summary of significant accounting policies and other explanatory information to the
consolidated financial statements as at and for the year ended 31 March 2016
i Project management consultancy fees losses, deferred tax assets are recognised only if there is
virtual certainty supported by convincing evidence that they
Revenue from project management consultancy fees is
can be realised against future taxable profits. Where there is no
recognised on accrual basis, as per terms of the agreement with
unabsorbed depreciation/carry forward loss, deferred tax assets
the customer.
are recognised only to the extent there is a reasonable certainty
j Revenue from rent of realisation in future. Such assets are reviewed at each Balance
Sheet date to reassess realisation.
Rent is recognised on time proportionate basis.
1.15 Borrowing Costs
k Revenue from services (Room rent and allied services)
Borrowing costs relating to acquisition, construction or production of a
Revenue comprises of revenue from room rent and other allied
qualifying asset which takes substantial period of time to get ready for
services relating to hotel operation. Revenue is recognised
its intended use are added to the cost of such asset to the extent they
upon rendering of services and the collectability is reasonably
relate to the period till such assets are ready to be put to use. Other
measured.
borrowing costs are charged to the Statement of Profit and Loss in the
l Other miscellaneous incomes (Tuition fees, Installation and period in which it is accrued.
other services)
1.16 Leases
Revenue is recognised to the extent that it is probable that the
Leases, where the lessor effectively retains substantially all the
economic benefits will flow to the Group and the revenue can be
risks and benefits of ownership of the leased term, are classified as
reliably measured.
operating leases. Operating lease payments are recognised as an
m Interest Income expense in the Statement of Profit and Loss on a straight-line basis
Interest and other income are accounted for on accrual basis over the lease term.
except where the receipt of income is uncertain in which case it 1.17 Impairment of Assets
is accounted for on receipt basis.
The carrying amounts of assets are reviewed at each Balance Sheet
n Dividend Income date if there is any indication of impairment based on internal/external
Dividend is recognized when the right to receive the payment is factors. An impairment loss is recognised in the Statement of Profit and
established. Loss whenever the carrying amount of an asset or a cash generating
unit exceeds its recoverable amount. The recoverable amount of the
1.13 Segment Reporting assets (or where applicable, that of the cash generating unit to which
a Identification of segments the asset belongs) is estimated as the higher of its net selling price and
its value in use. A previously recognized impairment loss is increased
The Group’s operating businesses are organized and managed or reversed depending on changes in circumstances. However the
separately taking into account the nature of the products/ carrying value after reversal is not increased beyond the carrying value
services, the differing risks and returns, the organisation structure that would have prevailed by charging usual depreciation if there was
and internal reporting system. no impairment.
b Unallocated Items 1.18 Cash and Cash Equivalents
Unallocated items include general corporate income and expense Cash and cash equivalents comprise of cash at bank and cash on hand.
items which are not allocated to any business segment. The Company considers all highly liquid investments with an original
c Segment accounting policies maturity of three month or less from date of purchase, to be cash
equivalents.
The Group prepares its segment information in conformity with
the accounting policies adopted for preparing and presenting the 1.19 Earnings Per Share
financial statements of the Company as a whole. Basic earnings per share is calculated by dividing the net profit or loss
1.14 Taxation for the year attributable to equity shareholders by the weighted average
number of equity shares outstanding during the period. The weighted
a Current tax average number of equity shares outstanding during the period and
Provision for current tax is recognised based on the estimated for all periods presented is adjusted for events, such as bonus shares,
tax liability computed after taking credit for allowances and other than the conversion of potential equity shares, that have changed
exemptions in accordance with the Income Tax Act, 1961. the number of equity shares outstanding, without a corresponding
Minimum Alternative Tax (MAT) credit is recognised as an asset change in resources.
only when and to the extent there is convincing evidence that For the purpose of calculating diluted earnings per share, the net profit
the Company will pay normal income tax during the specified or loss for the period attributable to equity shareholders and weighted
period. In the year in which the MAT credit becomes eligible to be average number of equity shares outstanding during the period is
recognised as an asset in accordance with the recommendations
adjusted for the effects of all dilutive potential equity shares.
contained in Guidance Note issued by the Institute of Chartered
Accountants of India, the said asset is created by way of a credit 1.20 Provisions and Contingent liabilities
to the Statement of Profit and Loss and shown as MAT Credit
Entitlement. The Company reviews the same at each Balance A provision is recognised when the Group has a present obligation as
Sheet date and writes down the carrying amount of MAT Credit a result of past events and it is probable that an outflow of resources
Entitlement to the extent there is no longer convincing evidence will be required to settle the obligation, in respect of which a reliable
to the effect that Company will pay normal Income Tax during the estimate can be made. Provisions are not discounted to their present
specified period. value and are determined based on management’s estimate required
to settle the obligation at the balance sheet date. These are reviewed
b Deferred tax
at each Balance Sheet date and adjusted to reflect the current
Deferred tax assets and liabilities are recognised for the future management estimates.
tax consequences attributable to timing differences between Contingent liabilities are disclosed in respect of possible obligations
the financial statements’ carrying amount of existing assets and that arise from past events, whose existence would be confirmed by
liabilities and their respective tax basis. Deferred tax assets and
the occurrence or non occurrence of one or more uncertain future
liabilities are measured using the enacted tax rates or tax rates
events not wholly within the control of the Group. A contingent
that are substantively enacted at the Balance Sheet dates. The
effect on deferred tax assets and liabilities of a change in tax liability also arises, in rare case, where a liability cannot be recognised
rates is recognised in the period that includes the enactment because it cannot be measured reliably. Contingent assets are neither
date. Where there is unabsorbed depreciation or carry forward recognised nor disclosed in the financial statements.

HCC 90TH ANNUAL REPORT 2015-2016 145

Summary of significant accounting policies and other explanatory information to the
consolidated financial statements as at and for the year ended 31 March 2016
1.21 Resurfacing expenses share. The Company declares and pays dividends in Indian Rupees. The
dividend proposed by the Board of Directors, if any, is subject to the
Resurfacing costs are recognised and measured in accordance with
approval of the shareholders in the ensuing Annual General Meeting,
AS 29 “Provisions, Contingent Liabilities and Contingent Assets” i.e.
except interim dividend, if any.
at the best estimate of the expenditure required to settle the present
obligation at each Balance Sheet date. In the event of liquidation of the Company, the holders of equity
shares will be entitled to receive remaining assets of the Company,
1.22 Provision for warranty
after distribution of all preferential amounts. The distribution will be in
In case of real estate projects of a subsidiary, the estimated liability proportion to the number of equity shares held by the shareholders.
for warranty is recorded on the building and its components during the
c. Shareholding of more than 5%:
construction period. These estimates are established using historical
information on the nature, frequency and average cost of obligations As at 31 March 2016 As at 31 March 2015
and management estimates regarding possible future incidence based
Name of the % held No. of % held No. of
on corrective actions during the construction period under warranty
Shareholder shares shares
phase.
Promoter
1.23 Share Issue Expenses Hincon Holdings 27.73% 216,023,600 33.45% 216,023,600
Share issue expenses are charged off against available balance in the Limited
Securities Premium Account. Hincon Finance 7.99% 62,261,186 9.64% 62,261,186
Limited
As at As at
Non-Promoter
31 March 31 March
2016 2015 HDFC Trustee 8.94% 69,621,087 - -
` crore ` crore Company Limited
Note 2 Share Capital Siwa Holding 4.63% 36,082,151 5.59% 36,082,151
Limited
Authorised Share Capital
900,000,000 Equity Shares of ` 1 each 90.00 90.00 d. Shares reserved for issue under Employee Stock Options Scheme
10,000,000 Redeemable cumulative 10.00 10.00 (ESOP):
preference shares of As on 31 March 2016, there are 1,654,630 (Previous year: 3,239,330)
` 10 each
stock options outstanding convertible into 1,654,630 (Previous year:
TOTAL 100.00 100.00 3,239,300) equity shares of ` 1 each convertible at an exercise price of
` 52.03 per share.

Issued, During the year ended 31 March 2016, none of the Options were
Subscribed exercised / converted into equity shares and 1,584,700 (Previous year:
and Paid-up 1,455,470) stock options lapsed.
Equity Share
Capital i. Options granted
779,106,906 Equity Shares of ` 1 each 77.90 64.57 a) The Company offered 4,458,800 Stock Options on 25 April
fully paid-up 2008 (each option carrying entitlement for one equity share
(Previous year of the face value of ` 1 each) at a price of ` 132.50 per
645,774,106 Equity equity share.
Shares of ` 1 each) In accordance with the approval of the board of directors
and shareholders of the Company, the ESOP compensation
Add : 13,225 Forfeited 0.01 0.01 committee at its meeting held on 20 July 2009 repriced
equity shares (Previous 4,131,600 options at ` 104.05 per equity share.
year: 13,225 equity b) The ESOP Compensation Committee of the Company at
shares)
its Meeting held on 12 August 2010 decided to double the
TOTAL 77.91 64.58 number of employee stock options (vested and unvested)
a. Reconciliation of equity shares outstanding at the beginning and at but not exercised and in-force as on the Record Date i.e.
the end of the reporting year 11 August 2010 and halved the exercise price on account
of issuance and allotment of bonus equity shares in the
As at 31 March 2016 As at 31 March 2015 proportion of 1:1.
Number ` crore Number ` crore Accordingly, 3,553,760 employee stock options in-force
Balance at the 645,774,106 64.57 606,558,420 60.65 granted by the Company on 25 April 2008 were doubled i.e.
beginning of 7,107,520 and the exercise price in respect of the same was
the year reduced from ` 104.05 to ` 52.03 per equity share.
Add: Issued 133,332,800 13.33 39,215,686 3.92 ii. Settlement Through Equity Shares
during the year
iii. Options vested 1,654,630 number of options remain
(Refer note g
vested and outstanding as at 31 March
below)
2016
Balance at 779,106,906 77.91 645,774,106 64.57
the end of the e. Bonus shares/ buy back/shares for consideration other than cash
year issued during past five years:

b. Terms/rights attached to equity shares: i) Aggregate number and class of shares allotted as fully paid up
pursuant to contracts without payment being received in cash -
The Company has only one class of equity shares having a par value Nil
of ` 1 per share. Each holder of equity share is entitled to one vote per

146
Summary of significant accounting policies and other explanatory information to the
consolidated financial statements as at and for the year ended 31 March 2016
ii) Aggregate number and class of shares allotted as fully paid up by As at As at
way of Bonus Shares 303,256,460 Equity Shares were issued as 31 March 31 March
fully paid bonus shares by capitalisation of Securities Premium 2016 2015
Account on 12 August 2010. ` crore ` crore
iii) Aggregate number and class of shares bought back - Nil Add : Transferred from the surplus / 20.00 -
deficit in the statement of profit and
f. Pursuant to bonus issue of equity shares in the proportion to 1:1, loss
outstanding 95,146 Global Depository Shares (outstanding as of Record 85.46 65.46
Date i.e. 11 August 2010) have increased to 190,292. Out of the total
Global Depository Shares (GDR) issued, NIL (Previous year: 17,300) (g) Capital reserve on amalgamation # 7.76 7.76
GDR’s are outstanding as on 31 March 2016. (h) Capital reserve (Forfeited equity 15.19 15.19
share warrants) #
g. (i) Pursuant to the approval of the Qualified Institutional Placement
Committee constituted by the Board of Directors on 10 April (i) Capital redemption reserve # 21.61 21.61
2015, the Company issued 133,332,800 equity shares of ` 1 (j) Forfeited debentures account # 0.02 0.02
each, at an issue price of ` 30 per equity share (of which ` 29
per share is towards securities premium) aggregating ` 399.99 (k) General reserve # 180.24 180.24
crore to Qualified Institutional Buyers in accordance with Chapter (l) Surplus / Deficit in the statement of
VIII of Securities and Exchange Board of India (Issue of Capital profit and loss
and Disclosure Requirements) Regulations, 2009 as amended
Balance at the beginning of the year (1,522.22) (1,346.46)
and Section 42 of the Companies Act, 2013 and the rules made
thereunder. Transferred from the statement of (318.14) (159.45)
profit and loss
(ii) During the previous year ended 31 March 2015, on exercise
of conversion option by share warrant holders, the Company Impact of depreciation/amortisation - (3.16)
(Refer note 3.3)
converted 39,215,686 share warrants into 39,215,686 equity
shares of ` 1 each at a price of ` 16.32 per equity share (inclusive Transfer to the debenture redemption (20.00) -
of securities premium of ` 15.32 per equity share) which were reserve
allotted to the Promoters of the Company (Hincon Holdings Adjustment of minority interest (4.39) (11.24)
Limited and Hincon Finance Limited) pursuant to resolution
passed by the Committee of Directors at its meeting held on 2 Adjustment on acquisition of stake in - (1.91)
a joint venture
May 2014.
(1,864.75) (1,522.22)
As at As at
31 March 31 March Total 625.10 459.34
2016 2015 # No movement during the year
` crore ` crore
Note 3 Reserves and surplus 3.1 Capital grant / subsidy represents grant received from National
Highway Authorities of India (NHAI) and Ministry of Food Processing
(a) Capital grant/subsidy (Refer note
Industry (MoFPI) by Baharampore Farakka Highways Limited, Farakka
3.1)
Raiganj Highways Limited and Charosa Winneries Limited.
Balance at the beginning of the year 607.06 503.35
Add : Received during the year 102.25 103.71 3.2 The Company (Accounting Standards) Second Amendment Rules 2011
has amended the provision of Accounting Standard 11 relating to “The
709.31 607.06
Effects of the Changes in Foreign Exchange Rates” vide notification
(b) Capital reserve on consolidation
dated 29 December 2011. In terms of these amendments, the
Balance at the beginning of the year 8.49 12.59 Company has carried over long term monetary exchange gain of ` 4.19
Addition / (deductions) during the year - (4.10) crore (previous year ` 4.06 crore) through “Foreign Currency Monetary
8.49 8.49 Translation Account”, to be recognised over the balance period of such
(c) Securities premium account long term asset / liability.
Balance at the beginning of the year 1,079.50 1,003.29 3.3 During the previous year ended 31 March 2015, consequent to the
Add : Addition during the year [Refer 386.66 78.85 introduction of Schedule II to the Companies Act, 2013, the useful lives
note 2(g)] of certain fixed assets had been revised. Accordingly, ` 3.16 crore (net
Less : Share issue expenses (9.71) (2.64) of deferred tax ` 1.31 crore) representing carrying value of the fixed
1,456.45 1,079.50 assets with revised useful life as Nil were adjusted against opening
balance of Statement of Profit and Loss as of 1 April 2014.
(d) Foreign currency fluctuation reserve
Balance at the beginning of the year (7.83) 12.21 Note 4 i) During the year, Lavasa Corporation Limited, a subsidiary company,
has issued 525,000,000 0.001% Compulsorily Convertible Cumulative
Addition / (deductions) during the year 8.96 (20.04)
Preference shares (CCCPS) of ` 10 each aggregating ` 525 crore to Axis
1.13 (7.83)
Bank. The CCCPS with accrued Year to Maturity @ 12 per annum will
(e) Foreign currency monetary be mandatorily converted into equity shares at the end of tenure i.e. 20
translation account (Refer note 3.2)
years from the date of allotment. The conversion will happen at higher
Balance at the beginning of the year 4.06 4.29 of price at which last equity raised or at book value as per last audited
Add : Additions during the year 5.59 3.91 balance sheet prior to the conversion.
Less : Amount credited to the (5.46) (4.14) ii) In earlier years, Lavasa Corporation Limited, a subsidiary company
statement of profit and loss
had issued 14,847,844 6% Cumulative Redeemable Preference Shares
4.19 4.06 of ` 10 each aggregating ` 18.42 crore redeemable on various dates as
(f) Debenture redemption reserve per the terms of the agreement.
Balance at the beginning of the year 65.46 65.46

HCC 90TH ANNUAL REPORT 2015-2016 147

Summary of significant accounting policies and other explanatory information to the
consolidated financial statements as at and for the year ended 31 March 2016
Note 5 Long-term borrowings rate ranging from 11.10% p.a. to 11.75% p.a. (floating) linked
Non-current portion Current maturities to Monitoring Institution’s base rate. These are repayable
in 16 quarterly installments commencing 15 April 2014 and
As at As at As at As at
ending on 15 January 2018.
31 March 31 March 31 March 31 March
2016 2015 2016 2015 (D) Working Capital Term Loan (WCTL-2)
` crore ` crore ` crore ` crore
Working Capital Term Loan (WCTL-2) carries an interest rate
I. Secured ranging from 11.10% p.a. to 11.75% p.a. (floating) linked to
(i) Non- Monitoring Institution’s base rate. These are repayable in
Convertible 31 quarterly installments commencing 15 April 2014 and
debentures 228.80 489.91 431.34 415.35 ending on 15 October 2021.
(ii) Term loans
from banks (E) Other Term Loans
Rupee loans 5,326.12 5,920.59 974.53 862.78 (i) Standard Chartered Bank - External Commercial Borrowings
Foreign (ECB) USD 13.36 million
currency
As at 31 March 2016, the ECB loan from Standard
loans 318.64 309.58 77.79 89.59
Chartered Bank carries an interest rate of 4.13% p.a. (3
5,644.76 6230.17 1,052.32 952.37 month LIBOR plus 350 basis points).
(iii) Term loan
from others 1,021.49 991.60 146.11 128.29 This loan is repayable in 17 quarterly installments
commencing 15 April 2014 and ending on 15 March 2018.
Total secured
loans (i+ii+iii) 6,895.05 7,711.68 1,629.77 1,496.01 (ii) Development Bank of Singapore - ECB USD 10.18
II. Unsecured million
(i) Rupee loan As at 31 March 2016, the ECB loan from Development Bank
from banks 157.98 225.00 59.75 30.00
of Singapore carries an interest rate of 4.48% p.a. (3 month
(ii) Term loan LIBOR plus 385 basis points). This loan is repayable in 17
from others 137.78 299.52 - 22.10 quarterly installments commencing 5 October 2014 and
Total unsecured ending on 5 October 2018.
loans (i+ii) 295.76 524.52 59.75 52.10
(iii) Toronto Dominion LLC - ECB USD 9.36 million
Total (I+II) 7,190.81 8,236.20 1,689.52 1,548.11
As at 31 March 2016, the ECB loan from The Toronto
5.1 Corporate Debt Restructuring (CDR) Package (for HCC) Domino Bank LLC carries an interest rate of 1.83% p.a. (3
The Company received Letter of Approval (LOA) on 29 June 2012 month LIBOR plus 120 basis points).
issued by the Corporate Debt Restructuring Empowered Group This loan is repayable in 35 equal quarterly instalments
(CDREG) approving the CDR package. The CDR related documents commencing 16 March 2011 and ending on 16 September
have been executed and creation of security stands completed. Details 2019.
of borrowings included in the CDR package along with repayment
details are listed below: (F) Rupee Term Loans (RTL-A)

I. Secured During the year ended 31 March 2016, the Company has
received approval under Joint Lenders Forum mechanism to
(A) Debentures
avail ` 350 crore term loan.
i) Axis
The said facility carries interest rate of 11.75% p.a.
On restructuring by the CDREG, these debentures are (Individual Bank’s Base Rate + Applicable Spread), payable
classified as RTL-1. These debentures carry an interest yield monthly, to be reset annually with a two years moratorium
of 11.50% p.a. in yield equalization and are repayable in 31 and repayment terms of five years starting from financial
quarterly instalments commencing 15 April 2014 and ending year 2017-18.
on 15 October 2021. These are secured by way of registered
II. Unsecured
mortgage over 231.66 acres of Lavasa land situated in 5
villages namely Village Admal, Bhode, Gadle, Padalghar and Term Loan from Industrial Finance Corporation of India
Ugavali in taluka Mulshi, District Pune, Maharashtra. Limited (IFCI)

ii) LIC The loan carries an interest rate of 11.50% p.a. This loan is
repayable in 31 quarterly instalments commencing 15 April
On restructuring by CDREG, these debentures are classified 2014 and ending on 15 October 2021. IFCI has joined CDR
as RTL-1. These debentures carry an interest yield of 11.50% package by signing Deed of Accession on 8 March 2016.
p.a. in yield equalization and are repayable in 31 quarterly
installments commencing 15 April 2014 and ending on 15 5.2 Master restructuring agreement (MRA) as well as the provisions of the
October 2021. Master Circular on Corporate Debt Restructuring issued by the Reserve
Bank of India, give a right to the CDR Lenders to get a recompense
(B) Rupee Term Loans 1 (RTL-1) and Rupee Term Loans 2 of their waivers and sacrifices made as part of the CDR Proposal. The
(RTL-2) recompense payable by the borrowers depends on various factors
including improved performance of the borrowers and other conditions.
RTL - 1 and RTL - 2 carry an interest yield of 11.50% p.a.
The aggregate present value of the sacrifice made/ to be made by CDR
in yield equalization and are repayable in 31 quarterly
Lenders as per the MRA is ` 209.76 crore (Previous year: ` 205.66
installments commencing 15 April 2014 and ending on 15
crore) as at 31 March 2016.
October 2021.
5.3 Restructuring agreement of Badarpur Faridabad Tollways Ltd (BFTL)
(C) Working Capital Term Loan (WCTL-1)
BFTL entered into an agreement dated 22 February 2013
Working Capital Term Loan (WCTL -1) carries an interest (“Restructuring Agreement”) to restructure the outstanding loan. The

148
Summary of significant accounting policies and other explanatory information to the
consolidated financial statements as at and for the year ended 31 March 2016
cut-off date for implementation of the restructuring package was 1
As at As at
July 2012 and the rate of interest on the outstanding term loan was
31 March 31 March
agreed at 11% p.a. upto 30 June 2013 and the same is existing as at
2016 2015
this balance sheet date. BFTL was also allowed a moratorium period
` crore ` crore
with principal repayment starting from 30 June 2013 and ending on 31
March 2026. II. Unsecured (Repayable on demand)

5.4 In case of the Company, loan principal amounting to ` 34.11 crore Loans from related party (Refer note 0.75 13.44
(Previous year: ` 66.38 crore) and interest amounting of ` 28.20 crore 36)
(Previous year: ` 58.24 crore) which is due and outstanding to be paid TOTAL 2,148.79 2,095.80
as at 31 March 2016 pertains to the period from October 2015 to March
2016. Out of this, principal amounting to ` 21.87 crore and interest
amounting to ` 1.35 crore have been subsequently paid. In case of the Note 10 Short-term trade payables
subsidiaries, loan principal amounting to ` 631.09 crore and interest
Trade payables
amounting ` 379.59 crore is due and outstanding to be paid as at
31 March 2016. - Total outstanding dues of Micro 2.65 1.71
Enterprises and Small Enterprises
5.5 Information of securities in respect of borrowings, etc. disclosed in
respective standalone financial statements have not been reproduced - Total outstanding dues of creditors 2,859.83 3,510.05
in the consolidated financial statements. other than Micro Enterprises and Small
Enterprises
As at As at
31 March 31 March TOTAL 2,862.48 3,511.76
2016 2015
` crore ` crore
Note 11 Other current liabilities
Note 6 Deferred tax liabilities (net)
Interest accrued but not due 70.24 61.81
Components of deferred tax assets and
liabilities arising on account of timing Interest accrued and due 417.46 239.24
differences are: Unpaid dividends# 0.59 0.72
Deferred tax liability
Others
Timing difference on tangible and intangible 85.06 144.08
assets depreciation and amortisation i) Advance towards sale of investments 10.00 10.00

Claims/ arbitration awards 943.56 1,178.43 ii) Due to employees 78.31 71.33
Others 7.19 9.06 iii) Interest payable on contractee advances 78.52 63.91
Deferred tax asset iv) Statutory dues payable 34.85 24.66
Business loss/ unabsorbed depreciation (879.19) (1,177.07) v) Liability for capital goods 18.93 20.76
Others (40.45) (67.04)
vi) Book overdraft - 33.02
TOTAL 116.17 87.46
vii) Advance from customers 155.02 178.93
viiix) Other liabilities 256.06 173.89
Note 7 Other long-term liabilities
TOTAL 1,119.98 878.27
Interest accrued but not due - 16.34
Other liabilities 5.97 14.21 # Not due for credit to Investor Education and Protection Fund

TOTAL 5.97 30.55

Note 12 Short-term provisions
Note 8 Long-term provisions Provision for employee benefits
Provision for employee benefits - Gratuity 5.05 6.18
- Gratuity 48.49 46.29
- Leave entitlement 5.58 7.24
- Leave entitlement 10.76 11.76
Provision for warranty (Refer note 46) 41.25 39.14
Provision for warranty (Refer note 46) 77.48 74.34
Provision for foreseeable losses (Refer note 110.14 126.59
Provision for resurfacing expenses (Refer 67.53 29.90
12.1)
note 46)
TOTAL 204.26 162.29 Provision for resurfacing expenses (Refer - 13.81
note 46)
TOTAL 162.02 192.96
Note 9 Short-term borrowings
I. Secured
Note 12.1 The Group has adequately recognized expected losses on
Rupee Term from Banks projects wherever it was probable that total contract costs will exceed total
Cash credit facilities (Repayable on 1,975.24 1,908.52 contract revenue.
demand)
Working capital demand loan 150.36 170.47
(Repayable on demand)
Buyer's credit 22.44 3.37
TOTAL 2,148.04 2,082.36

HCC 90TH ANNUAL REPORT 2015-2016 149

Summary of significant accounting policies and other explanatory information to the
consolidated financial statements as at and for the year ended 31 March 2016

Note 13 - Fixed Assets

(` crore)
Particulars Tangible assets Intangible Assets
Freehold Leasehold Building Plant and Biological Furniture Office Heavy Light Helicopter/ Speed Computers Total Toll Software Total
land improvements and machinery Assets and equipment Vehicles Vehicles Aircraft boat Collection / Patents
sheds fixtures Rights and Trade
Mark
Gross block
As at 1 April 2014 39.66 21.43 909.03 1,757.26 2.51 137.69 10.83 160.85 35.93 179.48 5.59 40.62 3,300.88 1,478.98 33.49 1,512.47
Additions/ Adjustment 10.79 - 180.87 169.61 - 9.23 - 0.67 0.31 - - 4.80 376.28 1,017.17 9.90 1,027.07
Additions through 0.02 - - - - - - - 0.04 - - - 0.06 25.97 - 25.97
acquisition of stake
Exchange difference - - - 6.60 - 5.64 - - 0.05 2.81 - 0.59 15.69 - 1.01 1.01
Deductions - - 3.68 48.96 - 0.87 0.06 10.29 0.75 - 0.52 4.65 69.78 - - -
Deduction through - - - - - - - - - - - - - - - -
disposal of stake
As at 31 March 2015 50.47 21.43 1,086.22 1,884.51 2.51 151.69 10.77 151.23 35.58 182.29 5.07 41.36 3,623.13 2,522.12 44.40 2,566.52
Additions 55.26 - 23.40 26.04 - 7.81 - 0.43 - - - 2.83 115.77 283.12 16.43 299.55
Additions through 0.21 - - - - - 0.03 0.48 - - - 0.05 0.77 - - -
acquisition of stake
Exchange difference - - - - - - - - 0.07 3.14 - 0.79 4.00 - 1.35 1.35
Deductions 0.67 - - 0.16 - 0.13 - 1.37 - - - 0.18 2.51 1,121.40 1.02 1,122.42
Deductions through 62.49 - 15.70 81.38 - 9.80 0.06 10.14 2.77 - - 2.23 184.57 - - -
disposal of stake
As at 31 March 2016 42.78 21.43 1,093.92 1,829.01 2.51 149.57 10.74 140.63 32.88 185.43 5.07 42.62 3,556.59 1,683.84 61.16 1,745.00
Accumulated
depreciation /
amortisation
Balance as at 1 April 2014 - 8.24 156.93 918.14 0.53 70.59 7.53 108.24 22.38 45.56 1.48 35.93 1,375.55 234.96 23.67 258.63
Adjustment (Refer - - - - - (0.14) 0.03 (0.12) (0.06) 0.02 - 0.05 (0.22) (105.89) - (105.89)
Note 32)
Exchance difference - - - - - 1.70 - - 0.09 - - 0.57 2.36 3.35 0.50 3.85
Depreciation/ - 2.35 61.76 166.32 0.13 18.38 2.15 17.51 5.27 10.37 0.13 1.48 285.85 46.22 6.50 52.72
amortisation charge
Accumulated - - 3.68 33.38 - 0.87 0.06 8.77 0.68 - 0.34 4.60 52.38 - - -
depreciation/ amortisation
on disposals
Deduction on sale of - - - - - - - - 0.02 - - - 0.02 - - -
stake
As at 31 March 2015 - 10.59 215.01 1,051.08 0.66 89.66 9.65 116.86 26.98 55.95 1.27 33.43 1,611.14 178.64 30.67 209.31
As at 1 April 2015
Depreciation/ - 2.51 61.56 147.46 0.13 14.82 - 11.17 3.11 10.37 0.11 1.49 252.73 51.80 6.46 58.26
amortisation charge
Exchance difference - - - - - 2.27 - - 0.06 - - 0.77 3.10 - 0.68 0.68
Addition through - - - - - - - 0.02 0.19 - - 0.04 0.25 15.44 - 15.44
acquisition of additional
stake
Accumulated - 0.31 - - - - 0.06 - - - - - 0.37 - - -
depreciation/ amortisation
on disposals
Impairment Loss (Refer - 0.80 12.56 15.38 - 0.83 0.06 0.63 - - - 1.90 32.16 161.43 2.68 164.11
Note 13.2)
Deduction through - - 3.67 67.08 - 3.07 - 9.25 2.56 - - 2.11 87.74 - - -
disposal of additional
stake
As at 31 March 2016 - 11.99 260.34 1,116.08 0.79 102.85 9.53 118.17 27.78 66.32 1.38 31.72 1,746.95 84.45 35.13 119.58
Net block
As at 31 March 2015 50.47 10.84 871.21 833.43 1.85 62.03 1.12 34.37 8.60 126.34 3.80 7.93 2,011.99 2,343.48 13.73 2,357.21
As at 31 March 2016 42.78 9.44 833.58 712.93 1.72 46.72 1.21 22.46 5.10 119.11 3.69 10.90 1,809.64 1,599.39 26.03 1,625.42

Note 13.1 Depreciation, amortisation and impairment

Year ended Year ended
31 March 2016 31 March 2015
Depreciation of tangible assets 252.72 285.85
Amortisation of intangible assets 58.33 52.72
Impairment 32.16 -
Less: Transferred to project work in progress - (11.12)
TOTAL 343.21 327.45
Note 13.2: Lavasa Corporation Limited, a subsidiary company, has made an assessment of carrying value of assets in respect of its subsidiaries at the year end. Accordingly, impairment loss is provided where the
carrying amount of an asset exceeds its recoverable amount.

150
Summary of significant accounting policies and other explanatory information to the
consolidated financial statements as at and for the year ended 31 March 2016

As at 31 As at 31 As at 31 As at 31
March 2016 March 2015 March 2016 March 2015
` crore ` crore ` crore ` crore
Note 14 Non-current investments (ceased to be an associate w.e.f. 10
Long-term (Valued at cost, fully paid up, July 2015)
unless stated otherwise) i) VCPPL 17.91% Optionally Fully - 49.04
I. Trade investments Convertible Debenture Series-I

(A) Investment In Equity Shares Nil (Previous year: 4,904) Debentures

(unquoted) of ` 100,000 each

i) Bona Sera Hotels Limited (Refer note - - ii) VCPPL 6.32% Optionally Fully - 24.32
39) Convertible Debenture Series-II

42,900 (Previous year : 42,900) equity Nil (Previous year: 2,432) Debentures
shares of ` 10 each of ` 100,000 each

ii) Knowledge Vistas Limited 14.50 9.25 iii) VCPPL 0 % Optionally Fully - 8.21
Convertible Debenture Series-IV
310,481 (Previous year : 218,253)
equity shares of ` 10 each Nil (Previous year: 821) Debentures of
` 100,000 each
iii) Ecomotel Hotel Limited (Refer note - -
39) II. Non-trade investments

Nil (Previous year : 2,644,673) equity (A) Investments in Properties 2.06 1.94
shares of ` 10 each
(Became a subsidiary company w.e.f. (B) Investments in Equity Shares
15 July 2015) (unquoted)
iv) Warasgaon Lakeview Hotels Limited 12.68 12.69 i) Walchand Co-op.Housing Society 0.00* 0.00*
140,957 (Previous year : 120,957) Limited
equity shares of ` 10 each 5 (Previous year : 5) equity shares of
v) Evostate AG, Zurich 37.95 45.57 ` 50 each

30 (Previous year :30) equity shares of ii) Shushrusha Citizens Co-Op. Hospitals 0.00* 0.00*
CHF 1,000 each Limited

vi) Projektentwicklungsges. Parking AG 3.78 1.25 100 (Previous year : 100) equity shares
of ` 100 each
850 (Previous year : 390) equity
shares of CHF 1,000 each iii) Radio- und Fernsehgenossenachaft 0.00* 0.00*
Zürich-SH
vii) Andromeda Hotels Limited 2.97 2.96
50 (Previous year : 50) equity shares
61,070 (Previous year : 61,070) equity
shares of ` 10 each iv) Opernhaus Zürich AG 0.07 0.06

viii) Vikhroli Corporate Park Private Limited 0.00* - 10 (Previous year : 10) equity shares
(Refer note 14.1) of CHF 900 each

260 (Previous year : 1,000,000) equity v) Genossenschaft Theater für den Kt. 0.00* 0.00*
shares of ` 10 each 300 (Previous year : 300) equity
(ceased to be an associate w.e.f. 10 shares
July 2015) vi) AG Hallenstadion Zürich 0.07 0.06
ix) Starlit Resort Limited (Refer note 14.2) 3.82 - 10 (Previous year : 10) equity shares
49,400 (Previous year : Nil) Equity of CHF 100 each
shares of ` 10 each vii) MTZ Medizinishces Therapiezentrum 0.34 0.31
x) Nirmal BOT Limited (Refer note 14.4) 0.94 - 50 (Previous year : 50) equity shares
81,90,000 (Previous year : Nil) Equity of CHF 1,000 each
shares of ` 10 each viii) Dominice Swiss Property Fund - 64.17
(ceased to be subsidiary w.e.f. 23 Nil (Previous year : 1,000) units
December 2015) ix) Hincon Finance Limited 0.12 0.12
xi) Apollo Lavasa Health Corporation 28.80 - 120,000 (Previous year : 120,000)
Limited (Refer note 14.2) equity shares of ` 10 each
6,26,808 (Previous year : Nil) Equity x) Hindustan Kohinoor Co-operative 0.00* 0.00*
shares of ` 10 each Society
(B) Investment in Debentures in 45 (Previous year : 45) equity shares
Associates (unquoted) of ` 50 each
Vikhroli Corporate Park Private Limited xi) Space Theme Park India Limited 0.04 0.04
(VCPPL)
50,000 (Previous year : 50,000) equity
shares of ` 10 each

HCC 90TH ANNUAL REPORT 2015-2016 151

Summary of significant accounting policies and other explanatory information to the
consolidated financial statements as at and for the year ended 31 March 2016

As at 31 As at 31 As at 31 As at 31
March 2016 March 2015 March 2016 March 2015
` crore ` crore ` crore ` crore
xii) Betriebsges. Kongresshaus Zürich AG 0.21* 0.19 xii) Orbit Corporation Limited 0.00* 0.00*
30 (Previous year : 30) equity shares 20 (Previous year : 20) equity shares
of CHF 1,000 each of ` 10 each
xiii) Mobimo Holding AG 0.69 0.06 xiii) Parshwanath Developers Limited 0.00* 0.00*
720 (Previous year : 720) equity 20 (Previous year : 20) equity shares
shares of CHF 29 each of ` 10 each
xiv) Goldbach Media AG 0.00* 0.00* xiv) Peninsula Land Limited 0.00* 0.00*
6,000 (Previous year : 6,000) equity 50 (Previous year : 50) equity shares
shares of CHF 1.25 each of ` 2 each
xv) MCH Group AG 0.55 0.50 xv) Shobha Developers Limited 0.00* 0.00*
2,100 (Previous year : 2,100) equity 10 (Previous year : 10) equity shares
shares of CHF 10 each of ` 10 each
xvi) Dhule Palesner Tollways Limited 0.00* - xvi) Unitech Limited 0.00* 0.00*
(Refer note 14.3) 10 (Previous year : 10) equity shares
100 (Previous year: Nil) Equity Shares of ` 2 each
of ` 10 each xvii) Housing Development Finance 0.00 0.01
(C) Investments in Equity Shares Corporation Limited
(quoted) 15,220 (Previous year : 15,220) equity
i) Punjab National Bank Limited 0.04 0.04 shares of ` 2 each
943 (Previous year : 943) equity xviii) HDFC Bank Limited 0.00* 0.00*
shares of ` 10 each 2,500 (Previous year : 2,500) equity
ii) Hubtown Limited 0.00* 0.00* shares of ` 10 each
10 (Previous year : 10) equity shares xix) Khandwala Securities Limited 0.00* 0.00*
of ` 10 each 3,332 (Previous year : 3,332) equity
iii) Ansal Housing and Construction 0.00* 0.00* shares of ` 10 each
Limited 109.63 220.80
10 (Previous year : 10) equity shares
of ` 10 each Details:
iv) Ansal Properties and Infrastructure 0.00* 0.00*
Aggregate of investments : Cost Market Cost Market
Limited
Value Value
10 (Previous year : 10) equity shares
` crore ` crore ` crore ` crore
of ` 5 each
v) Ashiana Housing Limited 0.00* 0.00* Quoted investments 0.04 4.05 0.05 5.05

35 (Previous year : 35) equity shares Unquoted investments 107.53 - 218.81 -

of ` 10 each Investment properties 2.06 - 1.94 -
vi) DLF Limited 0.00* 0.00 * Provision towards diminution - - - -
10 (Previous year : 10) equity shares in value of investments
of ` 2 each Note 14.1 During the year ended 31 March 2016, the Company divested
vii) D S Kulkarni Developers Limited 0.00* 0.00 * 26% equity stake in VCPPL for an aggregate consideration of ` 90.03 crore
10 (Previous year : 10) equity shares out of which the Company has received ` 77.03 crore resulting in gain of
of ` 10 each ` 72.16 crore. Balance ` 13 crore will be realised and accounted for on
fulfillment of certain conditions.
viii) Housing Development Infrastructure 0.00* 0.00*
Limited Note 14.2 During the year ended 31 March 2016, the group has divested
its controlling stake in Starlit Resorts Limited and Apollo Lavasa Health
12 (Previous year : 12) equity shares Care Limited at a surplus amounting to ` 9.82 crore and ` 52.56 crore,
of ` 10 each respectively due to which these entities became associates.
ix) Indiabulls Real Estate Limited 0.00* 0.00*
Note 14.3 During the year ended 31 March 2016, the group has sold
10 (Previous year : 10) equity shares investment comprising of 41,267,836 equity shares held in Dhule Palesner
of ` 10 each Tollways Limited (a joint venture) to a buyer through share purchase
x) Indiabulls Wholesale Services Limited 0.00* 0.00* agreement between HCC Concessions Limited and the buyer.

1 (Previous year : 1) equity share of Note 14.4 During the year ended 31 March 2016, the group has divested its
` 2 each controlling stake of 23,310,000 equity shares held in Nirmal BOT Limited
(a subsidiary) to a buyer through share purchase agreement between HCC
xi) Mahindra Lifestyle Limited 0.00* 0.00*
Concessions Limited and the buyer.
10 (Previous year : 10) equity shares
of ` 10 each

152
Summary of significant accounting policies and other explanatory information to the
consolidated financial statements as at and for the year ended 31 March 2016

As at As at As at As at
31 March 31 March 31 March 31 March
2016 2015 2016 2015
` crore ` crore ` crore ` crore
Note 15 Deferred tax asset (net) Note 20 Inventories
Components of deferred tax assets and Stores, spares and embedded goods 163.64 231.53
liabilities arising on account of timing Fuel 9.83 10.48
differences are: Land and development rights 2,319.61 1,987.64
Deferred tax asset Materials in transit - 0.56
Business loss 631.59 31.07 Finished goods 1.70 3.72
Others (Refer note below) 7.17 0.56 Cost incurred on GC/TC projects 846.46 1,117.68
Deferred tax liability Work-in-progress:
Depreciation and amortisation (60.08) (0.18) Uncompleted contracts and value of work 3,361.02 3,521.78
done (Refer note below)
Claims/Arbitration awards (544.82) -
TOTAL 6,702.26 6,873.39
Others (17.08) (12.99)
TOTAL 16.78 18.46 Note: Net of advance received against work bill ` 145.97 crore (Previous
year: ` 134.12 crore)
Note: Deferred tax assets recognised on unabsorbed losses by subsidary
companies HCC Real Estate Limited, Steiner AG, and Highbar Technologies Note 21 Trade receivables
Limited, are expected to be adjusted against future taxable income of the Unsecured, considered good
respective subsidiaries mainly on the basis of confirmed orders, during the Outstanding over six months 99.12 152.79
time limit prescribed under the applicable Income Tax Law.
[including retention of ` 6.63 crore (Previous
year: ` 16.15 crore)]
Note 16 Long-term loans and advances Others 380.90 581.27
Unsecured, considered good [including retention of ` 279.34 crore
Capital advances 0.21 0.78 (Previous year: ` 264.93 crore)]

Security and other deposits 40.59 39.51 Unsecured, considered doubtful

Outstanding over six months 2.28 2.16
Advance payment of taxes (net of provisions)
Less: Provision for doubtful debts (2.28) (2.16)
Advance tax ` 293.01 crore (Previous year :
Note: Net of advance received against work
` 289.25 crore)
bill ` 25.8 crore (Previous year: ` 4.14 crore)
Provision for Tax ` 186.92 crore (Previous 106.09 134.14
TOTAL 480.02 734.06
year : ` 155.11 crore)
MAT credit entitlement 196.42 165.33 Note 22 Cash and bank balances
Balance with government authorities 76.33 64.98 Cash and cash equivalents
Advances recoverable in cash or in kind 47.91 126.31 Cash on hand 1.91 2.30
TOTAL 467.55 531.05 Cheques on hand 0.04 10.19
Balances with banks in current accounts 229.03 320.36
Note 17 Long-term trade receivables Bank deposits with original maturity of less 84.17 17.23
than 3 months
Unsecured, considered good
315.15 350.08
Trade receivables 2,161.35 1,494.16
Other bank balances
[including retention ` 32.69 crore (Previous
Earmarked bank balances for specific 523.32 452.94
year: ` 0.79 crore)]
projects
TOTAL 2,161.35 1,494.16
Balances with bank for unpaid dividends 0.59 0.72
Note: Net of advance received against work bill / claims ` 353.71 crore Bank deposits maturity of more than 3 2.64 10.56
(Previous year: ` 211.56 crore) months but less than 12 months
526.55 464.22
Note 18 Other non-current assets TOTAL 841.70 814.30
Unsecured, considered good
Note 23 Short-term loans and advances
Non-current bank balances - 23.80 Unsecured, considered good
Pension assets 77.27 68.66 Loans and advances to related parties 30.50 53.21
Interest receivable 2.94 59.11 Advances recoverable in cash or in kind
Margin money deposit 16.81 6.25 - considered good 165.48 230.14
Other receivable 3.79 0.46 - considered doubtful 28.27 20.39
TOTAL 100.81 158.28 - provision for doubtful advances (28.27) (20.39)
Earnest money and other deposits 6.52 13.98
Note 19 Current investments Advance for land purchases 44.76 57.70
Investments in mutual funds 21.05 52.08 Advance to suppliers 69.56 75.49
Balance with government authorities 36.76 28.33
TOTAL 21.05 52.08
TOTAL 353.58 458.85

HCC 90TH ANNUAL REPORT 2015-2016 153

Summary of significant accounting policies and other explanatory information to the
consolidated financial statements as at and for the year ended 31 March 2016

As at As at Year ended Year ended

31 March 31 March 31 March 31 March
2016 2015 2016 2015
` crore ` crore
` crore ` crore
Note 24 Other current assets
Note 28 Construction expenses
Interest accrued on deposits / advances 6.79 8.78 Power, fuel and water 131.91 150.62
Receivable from related parties towards 0.57 16.47 Rates and taxes 211.36 180.82
reimbursements
Insurance 45.62 59.85
Unbilled revenue 0.79 3.23
Land development 111.15 244.32
Grant receivable 12.68 - Transportation 33.43 32.82
Others 14.07 15.62 Rent and Hire (Refer Note 37) 50.97 55.91
TOTAL 34.90 44.10 Others 30.36 20.79
614.80 745.13
Year ended Year ended Less: Capitalised (1.83) (20.80)
31 March 31 March TOTAL 612.97 724.33
2016 2015
` crore ` crore
Note 29 Employee benefits expense
Note 25 Revenue from operations
Salaries and wages 839.37 888.71
Construction and project related revenue 8,337.35 9,791.59 Contribution to provident and other funds 75.16 98.06
Sale of land 6.73 104.82 Staff welfare 24.03 21.21

Toll collection and annuity 230.21 228.95 938.56 1,007.98

Less: Capitalised (0.74) (2.47)
Sale of products 22.34 31.87
TOTAL 937.82 1,005.51
Real estate condominium developments 75.78 108.01

Income from software services 15.55 24.33 Note 29.1 In respect of year ended 31 March 2014, the Company’s request
for remuneration in excess of the limit prescribed and held in trust, to the
Income from sale of software products and 2.83 9.37 Ministry of Corporate Affairs (the 'Ministry'), to reconsider their approval
licenses of ` 1.92 crore against the entire remuneration of ` 10.66 crore paid to the
Other operating income 77.29 54.01 Chairman and Managing Director (CMD), is pending with the Ministry.

TOTAL 8,768.08 10,352.95 Note 29.2 In respect of year ended 31 March 2015, the Company has
provided for remuneration for CMD of ` 10.66 crore. The Company has
made an application to the Ministry seeking its approval for payment of
Note 26 Other income ` 10.66 crore which is in excess of the limits specified under Schedule V to
Interest 29.55 34.42 the Companies Act, 2013.

Exchange gain (net) 6.02 - Note 29.3 In respect of year ended 31 March 2016, the Company’s
Dividend income from long - term 4.41 2.70 application to the Ministry for approval of remuneration paid/ payable
investments ` 10.66 crore to the CMD in excess of the limit prescribed and held in trust,
is pending with the Ministry.
Profit on sale of long - term investments 2.39 1.60
(net) Note 29.4 The Draft Companies (Amendment) Act 2016 proposes that
Excess provision / liabilities no longer 10.86 0.72 waiver of the recovery of any excess amount of managerial remuneration
required written back can be approved by the Company by special resolution within specified
period after obtaining approval of such waiver from secured creditors of the
Miscellaneous 31.22 22.58 Company (till now permissible only with approval of Central Government).
The Draft also proposes that any application made to the Central
TOTAL 84.45 62.02
Government under section 197 and which is pending with the Government
shall abate and the Company shall obtain the approval as per amended
provision within one year of commencement of Companies (Amendment)
Note 27 Cost of construction materials consumed
Act, 2016.
Stock at beginning of the year 231.53 276.68
Note 30 Finance costs
Add: Purchases 946.38 987.67
Interest
1,177.91 1,264.34 (i) On debentures 130.91 142.04
Less: Scrap and unserviceable sold (13.39) (16.98) (ii) On others 1,340.24 1,243.02

1,164.52 1,247.35 Guarantee commission and other charges 41.63 56.26

1,512.78 1,441.32
Less: Stock at the end of the year (163.64) (231.53)
Less: Capitalised (158.04) (161.77)
TOTAL 1,000.88 1,015.83 TOTAL 1,354.74 1,279.55

154
Summary of significant accounting policies and other explanatory information to the
consolidated financial statements as at and for the year ended 31 March 2016

Year ended Year ended Note: During the previous year, effective from 1 April 2014, certain group
31 March 31 March companies have changed the method of amortization of intangible assets
2016 2015 held under Build, Operate and Transfer (BOT) basis in accordance with
the requirements of Schedule II to the Companies Act, 2013 which were
` crore ` crore
hitherto amortized on a Straight Line Method. These companies had
changed the amortization method retrospectively and consequent impact of
Note 31 Other expenses excess amortization charged till 31 March 2014 aggregating ` 106.11 crore
was credited to the Statement of Profit and Loss
Stationery, postage, telephone and 6.38 8.23
advertisement
Note 33 Earnings/(loss) per share (EPS)
Travelling and conveyance 19.43 20.61
Rent 57.50 42.67 Basic and diluted EPS

Professional 64.89 62.58 (i) Profit computation (` crore) (318.14) (159.45)

for basic earnings
Repairs and maintenance 24.13 18.74
per share of ` 1 each
Directors sitting fees 0.78 0.55 Net loss as per the
Auditor's remuneration # Statement of Profit
and Loss available
Audit fees 4.19 4.06
(ii) Weighted average (Nos.)
Tax audit fees 0.54 0.66
number of equity 775,828,231 642,443,459
Review and certification work 1.26 1.02 shares for EPS
Reimbursement of out of pocket expenses 0.01 0.01 computation
Office expenses 34.18 52.74 (iii) EPS - Basic and (`) (4.10) (2.48)
Diluted EPS
Operation and maintenance 137.86 112.78
Bad debts - 1.18
Provision for doubtful debts 0.12 0.80 Note 34 Contingent liabilities and commitments
Provision for doubtful advances 7.88 20.39 ` crore
Selling and distribution expenses 49.98 115.39 Sr. Particulars As at 31 As at 31
Electricity charges 3.68 3.27 No. March 2016 March 2015

Computer maintenance and development 6.90 7.22 a Contingent Liabilities

Exchange loss (net) - 7.38 i) Counter indemnities given to banks in 11.82 46.30
respect of contracts executed by joint
Loss on sale of fixed assets (net) 2.01 4.49
ventures
Corporate social responsibility (CSR) ## 0.41 0.20
iii) Corporate Guarantees given to banks 26.81 40.69
Miscellaneous 34.96 38.27 for associate companies
457.09 523.24
iii) Claims filed against the group not 275.79 210.68
Less: Capitalised (1.07) (5.16) acknowledged as debts
TOTAL 456.02 518.08 iv) Income tax liability that may arise in 41.67 42.62
# Auditors remuneration for the year ended 31 March 2016 excludes respect of which Group is in appeal
` 0.65 crore towards fee for miscellaneous certifications relating to v) Sales tax / works contract tax liability/ 139.59 126.41
Qualified Institutional Placements, which has been charged off against the service tax/ customs liability that may
available balance in the Securities Premium Account. arise in respect of matters in appeal
## The Group is not liable to incur any expenses on CSR as per section 135
vi) Dividend payable on cumulative 4.47 3.58
of the Companies Act, 2013.
redeemable preference shares issued
by a subsidiary company
Note 32 Exceptional item It is not practicable for the Group to estimate the timings of
Profit on sale of long-term investment (net) 73.15 - cash outflows, if any, in respect of the above pending resolution
(Refer note 14.1) of the respective proceedings. The Group does not expect any
reimbursements in respect of the above contingent liabilities except
Profit on divestment of shareholding in 73.42 -
in (iii) stated therein above. Future cash outflows in respect of the
subsidiaries (Refer note 14.2 and 14.4)
above are determinable only on receipt of judgments / decisions
Trade receivables and work in progress (98.64) - pending with various forums / authorities. The Group does not except
written off any outflow of in respect of the above and therefore no provision is
Interest receivable on sub-ordinate loan (73.03) - made in respect thereof.
written off on settlement b Capital Commitments (net of 1,110.92 764.55
Net profit on sale of stake of Joint Venture 101.03 advances)
(Refer note 14.3)
Other Commitments:
Adjustment for change in useful lives (Refer - 106.11
In respect of land parcels at Vikhroli (East) held by a subsidiary company,
note below)
the Notification under Section 3C(1) under the Maharashtra Slum Area
TOTAL 75.93 106.11 (Improvement & Redevelopment) Act, 1971 declaring the said property
as “Slum Rehabilitation Area” has been challenged by some persons and
appeals preferred by both the parties are pending in the Bombay High

HCC 90TH ANNUAL REPORT 2015-2016 155

Summary of significant accounting policies and other explanatory information to the
consolidated financial statements as at and for the year ended 31 March 2016
Court. Similarly, a suit filed by some persons in the High Court declaring
b. Key Management Personnel and their relatives
that they are the leases of the said property is also pending. Suit filed by the
Subsidiary company for vacant and peaceful possession of part of the said 1. Mr. Ajit Gulabchand Chairman & Managing
land is pending in the Small Causes Court, Mumbai. Director (CMD)
Note 35 Uncompleted Contracts and Value of Work Done (Inventories)’ and 2. Mr. Rajgopal Nogja Group Chief Operating
‘Long-Term Trade Receivables’ includes ` 978 crore (Previous year: ` 1,181 Officer & Whole-Time
crore) and ` 206 crore (Previous year: ` 241 crore), respectively, outstanding Director
as at 31 March 2016 representing various claims raised earlier, based on 3. Ms. Shalaka Gulabchand Dhawan Whole-Time Director
the terms and conditions implicit in the contracts and other receivables in (effective from 30 April
respect of closed/suspended projects. These claims are mainly in respect 2015)
of cost over-run arising due to client caused delays, suspension of projects,
deviation in design and change in scope of work; for which Company 4. Mr. Arun Karambelkar President and Chief
is at various stages of negotiation/discussion with the clients or under Executive Officer -
arbitration. These receivables also includes ` 89 crore (Previous year: ` 149 E&C (Ceased to be
crore) of arbitration awards received in favour of the Company, which have Whole-Time Director
been subsequently set aside by District Court/ High Courts against which effective 29 April 2014)
the Company has preferred appeals at High Courts/ Supreme Court and 5. Mr. Praveen Sood Group Chief Financial
has been legally advised that it has good case on merits. Considering the Officer
contractual tenability, progress of negotiation/ discussion with the client, the
management is confident of recovery of these receivables. 6. Mr. V. P. Kulkarni Whole Time Company
Secretary (up to 30
Note 36 Disclosure in accordance with Accounting Standard -18 ‘Related July 2015)
Party Transactions’
7. Mr. Sangameshwar Iyer Company Secretary
a. Names of Related Parties and Nature of Relationship (w. e. f. 31 July 2015)

Names of the entity Nature of 8. Mr. Arjun Dhawan Relative of Key

Relationship Management
Personnel (Son-in-law
Dhule Palesner Tollway Limited (upto 29 Joint Venture of Mr. Ajit Gulabchand)
October 2015)
HCC-Samsung Joint Venture CC34 Joint Venture
HCC-Pati Joint Venture ( Dissolved on 31 Joint Venture c. Transactions with Related Parties:
March 2015) ` crore
Kumagai - Skanska- HCC Itochu Group Joint Venture Nature of Transactions JV's Associate Other
Alpine HCC Joint Venture Related
Parties
Nathpa Jhakri Joint Venture
Work bill receipts including
HCC L&T Purulia Joint Venture sales
Alpine HCC Samsung Joint Venture Dhule Palesner Tollways 8.06 - -
ARGE Prime Tower Joint Venture Limited
(-) (-) (-)
Nirmal BOT Limited (effective 23 Associate 8.06 - -
December 2015)
(-) (-) (-)
Warasgaon Lake View Hotels Limited Associate
Sale of materials
Stralit Resort Limited (effective 14 May Associate
2015) Evostate AG - - -

Andromeda Hotels Limited Associate (-) (0.05) (-)

Apollo Lavasa Health Corporation Limited Associate HCC-Samsung Joint Venture - - -

(effective 1 October 2015) CC34
(0.27) (-) (-)
Bona Sera Hotels Limited Associate - - -
Knowledge Vistas Limited Associate (0.27) (0.05) (-)
Ecomotel Hotel Limited (upto 14 July 2015) Associate Rendering of services /
Evostate AG Associate financial Income

MCR Managing Corp. Real Estate AG Associate Bona Sera Hotels Limited - 1.43 -

Projektentwicklungsges. Parking Associate (-) (-) (-)

Kunstmuseum AG HCC-Samsung Joint Venture 0.24 - -
Vikhroli Corporate Park Private Limited Associate CC34
(-) (-) (-)
(upto 10 July 2015)
Warasgaon Lake View Hotels - 0.49 -
Gulabchand Foundation Other Related Parties Limited
(-) (-) (-)
Hincon Holdings Limited Other Related Parties
Ecomotel Hotel Limited - 0.19 -
Hincon Finance Limited Other Related Parties
(-) (0.80) (-)

156
Summary of significant accounting policies and other explanatory information to the
consolidated financial statements as at and for the year ended 31 March 2016

c. Transactions with Related Parties: c. Transactions with Related Parties:

` crore ` crore
Nature of Transactions JV's Associate Other Nature of Transactions JV's Associate Other
Related Related
Parties Parties
Andromeda Hotels Limited - 0.09 - Inter-corporate deposits
received back during the
(-) (2.20) (-)
year
Vikhroli Corporate Park Private - 2.96 - Ecomotel Hotel Limited - 4.97 -
Limited
(-) (12.52) (-) (-) (0.30) (-)
Dhule Palesner Tollyway 0.04 - - Knowledge Vistas Limited - 5.73 -
Limited
(12.66) (-) (-) (-) (-) (-)
Hincon Finance Limited - - 0.52 Andromeda Hotels Limited - 0.03 -
(-) (-) (1.34) (-) (1.33) (-)

Nirmal BOT Limited - - 0.07 Bona Sera Hotels Limited - 1.88 -

(-) (-) (-)
(-) (-) (0.10)
Warasgaon Lake View Hotels - - -
Others - - -
Limited (-) (1.00) (-)
(0.10) (2.60) (-)
Hincon Finance Limited - - 1.36
0.28 5.16 0.59
(-) (-) (10.64)
(12.76) (18.12) (1.44)
- 12.61 1.36
Receiving of services / (-) (2.62) (10.64)
financial Expenses
Purchase of fixed assets
Vikhroli Corporate Park Private - 7.26 -
Limited HCC-Samsung Joint Venture 2.63 - -
(-) (29.57) (-) CC34 (-) (-) (-)
Hincon Holding Limted - - 0.40
Hincon Finance Limited - - -
(-) (-) (0.52) (-) (-) (10.75)
Starlit Resorts Ltd - 0.06 - 2.63 - -
(-) (-) (-) (-) (-) (10.75)
Evostate Group - 0.01 - Security Deposit Given
(Towards Leased Premises)
(-) (-) (-)
Hincon Finance Limited - - 3.34
Nathpa Jhakri Joint Venture 0.03 - -
(-) (-) (-)
(-) (-) (-)
- - 3.34
Others - - -
(-) (-) (-)
(-) (2.73) (-)
Conversion of share warrant
0.03 7.33 0.40 application money into
equity
(-) (32.30) (0.52)
Hincon Holdings Limited* - - -
Inter-corporate deposits
taken during the year (-) (-) (6.25)
Nathpa Jhakri Joint Venture 1.09 - - Hincon Finance Limited* - - -
(-) (-) (-) (-) (-) (9.75)

1.09 - - * ` 16 crore appropriated - - -

towards issue of equity share (-) (-) (16.00)
(-) (-) (-) warrants
Inter-corporate deposits Conversion of promoters
given during the period/year contribution into equity
Knowledge Vistas Limited - 0.74 - Hincon Holdings Limited - - -
(-) (0.62) (-) (-) (-) (18.75)
Andromeda Hotels Limited - - - Hincon Finance Limited - - -
(-) (0.80) (-) (-) (-) (29.25)
- 0.74 - - - -

(-) (1.42) (-) (-) (-) (48.00)

HCC 90TH ANNUAL REPORT 2015-2016 157

Summary of significant accounting policies and other explanatory information to the
consolidated financial statements as at and for the year ended 31 March 2016

c. Transactions with Related Parties: c. Transactions with Related Parties:

` crore ` crore
Nature of Transactions JV's Associate Other Nature of Transactions JV's Associate Other
Related Related
Parties Parties
Equity share contribution Outstanding receivables
during the year Bona Sera Hotels Limited - 11.36 -
Warasgaon Lakeview Hotels - - - (-) (12.57) (-)
Limited
(-) (2.00) (-) Andromeda Hotels Limited - 2.91

Starlit Resorts Limited - 3.60 - (-) (-) (-)

Warasgaon Lake View Hotels - 6.84 -
(-) (-) (-)
Limited
(-) (-) (-)
Andromeda Hotels Limited - 0.04 -
Ecomotel Hotel Limited - - -
(-) (1.27) (-)
(-) (8.68) (-)
- 3.64 Dhule Palesnar Tollway Limited - - -
(-) (3.27) (-) (148.42) (-) (-)

Corporate guarantees and Knowledge Vistas Limited - 1.24 -

bank guarantees given and (-) (7.73) (-)
outstanding
HCC-Samsung Joint Venture 0.63 - -
Ecomotel Hotel Limited - 12.15 - CC34
(-) (-) (-)
(-) (14.54) (-) Nathpa Jhakri Joint Venture 3.14 - -
Knowledge Vistas Limited - 14.00 - (-) (-) (-)

(-) (14.00) (-) Alpine Samsung HCC C1 2.18 - -

(-) (-) (-)
Warasgaon Lake View Hotels - 12.81 -
Limited Vikhroli Corporate Park Private - - -
(-) (12.15) (-) Limited
(-) (32.45) (-)
HCC-Samsung Joint Venture 22.15 - - Hincon Finance Limited - - 1.08
CC34
(44.80) (-) (-) (-) (-) (3.74)
22.15 38.96 - Others - 1.11 -

(44.80) (40.69) (-) (15.57) (16.80) (0.02)

5.95 23.44 1.08
Outstanding payables
(163.99) (78.23) (3.76)
Ecomotel Hotel Limited - - -

(-) (2.03) (-) d. Details of transactions relating to persons referred to in item (b)
above
Hincon Holdings Limited - - 0.74
Nature of Transactions Year Outstanding Year Outstanding
(-) (-) (0.45) ended as at ended as at
31 March 31 March 31 March 31 March
Alpine HCC JV 0.01 - -
2016 2016 2015 2015
(-) (-) (-) ` crore ` crore ` crore ` crore
Remuneration for the
Vikhroli Corporate Park Private - - -
earlier year recovered
Limited
(-) (7.38) (-) Mr. Ajit Gulabchand - - 8.94 -
Bona Sera Hotels Limited - 0.32 - Remuneration to key managerial persons
Mr. Ajit Gulabchand 10.66 0.78 Refer Note 29.2
(-) (1.40) (-)
Mr. Rajgopal Nogja 5.43 0.40 4.98 0.36
Andromeda Hotels Limited - 0.53 - Ms. Shalaka 1.11 0.09 - -
Gulabchand Dhawan
(-) (-) (-)
Mr. Arun Karambelkar 3.23 0.35 3.53 0.31
Starlit Resorts Limited - 0.69 - Mr. Praveen Sood 3.48 0.94 2.51 0.17
(-) (-) (-) Mr. V.P. Kulkarni 0.73 - 1.08 0.76
Mr. Sangameshwar 0.36 0.04 - -
0.01 1.54 0.74
Iyer
(-) (10.81) (0.45) 25.00 2.60 12.10 1.60

158
Summary of significant accounting policies and other explanatory information to the
consolidated financial statements as at and for the year ended 31 March 2016

Nature of Transactions Year Outstanding Year Outstanding

Note 38 Segment Reporting
ended as at ended as at
31 March 31 March 31 March 31 March The Group has disclosed business segment as the primary segment.
2016 2016 2015 2015 Segments have been identified taking into account the nature of activities
` crore ` crore ` crore ` crore of the parent company, its subsidiaries and joint ventures, the differing risks
Salary of Ms. Shalaka 0.16 - 1.17 0.09 and returns, the organization structure and internal reporting system.
Gulabchand Dhawan
The Group’s operations predominantly relate to 'Engineering and
(Daughter of
Construction', 'Infrastructure', 'Real Estate' and 'Comprehensive Urban
Mr. Ajit Gulabchand)
Development and Management'. Other business segments contribute less
Salary of 3.35 0.34 2.92 0.20 than 10% of the total revenue and have been grouped as 'Others'.
Mr. Arjun Dhawan
(Son-In-Law of Mr. Ajit The segment revenue, segment results, segment assets and segment
Gulabchand) liabilities include respective amounts identifiable to each of the segment
28.51 2.94 16.19 1.89 and also amounts allocated on a reasonable basis.

The above figure does not include provisional gratuity liability valued by a. Information about primary business segments
Actuary, as separate figures are not available.
Particulars Engineering Infrastructure Real Comprehensive Others Total
Remuneration to key managerial persons from subsidary companies and estate Urban
Mr. Ajit Gulabchand 2.29 2.29 2.20 2.20 Construction Development
Mr. Rajgopal Nogja 2.29 - 2.20 0.55 and Management
4.58 2.29 4.40 2.75 Revenue:
External Sales 8,401.40 226.50 24.01 94.33 21.84 8,768.08
31 March 31 March
(9,790.45) (223.29) (0.17) (302.37) (36.67) (10,352.95)
2016 2015
"Add: Inter 31.17 - - 4.09 16.13 51.39
Number Number
segment sales (115.88) (6.80) (-) (5.19) (9.53) (137.40)
Options granted to key managerial [Refer note 1.1
personnel under ESOP of Company (b) (iv)]"
Mr. Rajgopal Nogja 102,960 188,760
Less: Elimination 31.17 - - 4.09 16.13 51.39
Mr. Praveen Sood 164,700 301,950
(115.88) (6.80) - (5.19) (9.53) (137.40)
Mr. V.P Kulkarni - 150,920
Total Revenue 8,401.40 226.50 24.01 94.33 21.84 8,768.08
Mr. Arun Karambelkar 164,700 301,950
(9,790.45) (223.29) (0.17) (302.37) (36.67) (10,352.95)
Options granted to Key Management
Personnel under ESOP of Lavasa Profit/(loss) 1,022.95 (209.53) 43.53 158.64 20.20 1,035.79
Corporation Limited (Subsidiary before tax and (584.75) (195.18) 1.01 (305.50) 3.77 (1,080.65)
Company) Interest
Mr. Rajgopal Nogja 241,982 403,303 Finance costs 1,354.74
(1,279.55)
Note 37 The Group has taken various construction equipment and vehicles
Profit/(loss) (318.95)
under non cancellable operating leases. The future minimum lease
before tax (198.91)
payments in respect of these as at 31 March 2016 are as follows:
As at As at Tax expenses
31 March 31 March Current tax 34.23
2016 2015 (21.31)
Minimum lease rental payments ` crore ` crore Deferred tax 30.40
Payable not later than 1 year 38.03 44.93 (22.38)
Payable later than 1 year and not later than 107.66 144.76 Tax in respect of (2.42)
5 years earlier years (0.54)
Later than 5 years 20.52 28.56 Mat credit (31.09)
166.21 218.25 entitlement (15.67)
Profit/(loss) (350.07)
The lease agreement provides for an option to the Group to renew the lease
after tax (227.47)
year at the end of the non cancelable lease term. There are no exceptional /
restrictive covenants in the lease agreements. Share of loss 19.41
The Group has entered into certain cancellable operating lease for office attributed to (48.15)
premises and employee accommodation. Tenure of leases generally vary minority interest
between one year to four years. Terms of the lease include operating terms Share of profit in 12.52
for renewal, terms of cancellation etc. Lease payments in respect of above associates (net) (19.87)
note 28 and note 31 are recognised in the Statement of Profit and Loss
under the heads "Construction expense" and "Other Expenses" Net Profit / (loss) (318.14)
for the year (159.45)
after tax

HCC 90TH ANNUAL REPORT 2015-2016 159

Summary of significant accounting policies and other explanatory information to the
consolidated financial statements as at and for the year ended 31 March 2016
Other Information Note 41 Details of Employees Stock Option Scheme for LCL, a subsidiary
company
` crore
a. Options granted by Lavasa Corporation Limited (LCL)
Particulars Engineering Infrastructure Real Comprehensive Others Total
and estate Urban As at As at
Construction Development 31 March 31 March
and 2016 2015
Management (Nos.) (Nos.)

Segment assets 9,169.54 3,704.23 214.88 4,851.89 73.10 18,013.64 a. Outstanding as at beginning of the year 1,479,191 1,703,317

b. Granted during the year - -

(9,431.87) (4,112.48) (473.24) (4,249.68) (45.83) (18,313.10)
c. Forfeited during the year - -
Segment liabilities 4,746.68 199.11 0.00 543.20 19.45 5,508.46
d. Exercised during the year - -
(5,326.90) (118.16) (37.14) (483.44) (15.87) (5,981.51)
e. Expired / cancelled / lapsed during the 605,127 224,126
Capital 51.99 707.64 0.00 246.27 3.01 1,008.91 year
expenditure
f. Outstanding at the end of the year 874,064 1,479,191
(97.00) (513.45) (-) (366.16) (3.86) (980.47) g. Exercisable at the end of the year 874,064 1,479,191

Depreciation and 167.78 52.69 8.93 108.81 5.01 343.21

amortisation Note 42 In case of LCL, cost of land includes:
(185.52) (46.98) (0.37) (89.38) (5.20) (327.45) a) ` 12.71 crore (previous year ` 12.71 crore) in respect of which sale
deed is yet to be executed in favour of LCL.
Notes:-
b) Land amounting to ` 0.11 crore (previous year ` 0.11 crore) in respect
1 Segment asset excludes current and non-current investments, goodwill of which irrevocable Power of Attorney is obtained in favour of LCL.
on consolidation, deferred tax assets and advance payment of income
tax (including MAT Credit Entitlement). c) Land amounting to ` 0.36 crore (previous year ` 0.36 crore) not covered
by the Master Plan in respect of which sale deed is yet to be executed
2 Segment liabilities excludes long term borrowings, short term in the name of LCL.
borrowings, current maturities of long term borrowing, deferred tax
liability, accrued interest and minority interest. Note 43 In case of Pune Paud Toll Road Company Limited (PPTRCL), a
subsidiary company, as per the terms of the contract, the year to operate
b. Information about secondary business segments (geographical the project has expired on 5 February 2014, and the project since stands
segments) transferred to the Public Works Department (PWD) of Government of
` crore Maharashtra. PPTRCL has preferred a claim for compensation aggregating
` 140.48 crore (including interest) on account of delay in granting permission
Particulars Domestic Overseas Total to collect the toll and change in location of Toll Plaza, which resulted in
significant reduction in revenue collection. PPTRCL has filed a petition in
Segment Revenue 4,512.80 4,255.28 8,768.08
the Bombay High Court under section 11 of the Arbitration and Conciliation
(4,747.76) (5,605.19) (10,352.95) Act, 1996 demanding refund of cost of land acquisition of Bhugaon bypass.
Consequently, the Bombay High Court has appointed an arbitrator on behalf
Segment Assets 15,556.37 2,457.27 18,013.64
of PWD on 8 August 2014 and Indian Road Congress has also appointed an
(15,338.54) (2,974.55) (18,313.09) arbitrator on 6 January 2015. Since then the submission of pleadings from
both parties and partial hearings are completed and now the Arbitration is
Capital expenditure 991.51 17.40 1,008.91
in final stage. The final hearings are scheduled in June 2016, after which the
(925.77) (54.70) (980.47) award will be made by the Arbitral Tribunal within a short period. Considering
Notes:- the merits of the case the PPTRCL expects positive outcome from the
Arbitration. In view of this, the management is confident of recovery of the
1: Bhutan operations are considered as part of domestic operations claims and views the entity as a going concern despite the negative net-
2: Figures in brackets pertain to previous year worth of PPTRCL.

Note 39 The share of losses of Bona Sera Hotels Limited and Ecomotel Note 44 In case of Raiganj-Dalkhola Highways Limited (RDHL), a subsidiary
Hotel Limited, associate companies, exceeds the carrying value of the company, National Highways Authority of India (NHAI) has not been able
investment. Hence investment in these companies are reported at nil value. to make the balance land available. RDHL is in discussion with NHAI for
balance land acquisition and on various approvals on design and structures
Note 40 In respect of Lavasa Corporation Limited (LCL), Ministry of on a regular basis with concerned departments. However, NHAI has
Environment & Forests (MoEF), Government of India, vide its order dated assured to provide the balance land and concessionaire and its lenders have
9 November 2011 accorded Environment Clearance (EC) to 2,000 hectare reiterated their concerns on the effort and time consuming process required
(5,000 acres) which are subject to the compliance of terms and conditions. to recommence the Project (including finalization of lender approvals and
The Company has filed an appeal before the National Green Tribunal, New closure of new financing documents, revision of EPC costs and the signing
Delhi challenging some of the conditions prescribed in the said Order which of new contracts, etc.), but have confirmed their intent to complete the
is pending before the Tribunal. The Company believes that the matter will Project with adequate support from the NHAI. In view of this, Management
be decided in its favour. Construction has resumed at project site from 9 considers delay in acquisition of land temporary in nature, hence total cost
November 2011. incurred ` 173.40 crore (including interest of ` 50.33 crore) as at 31 March
2016 has been continued to be capitalised.

160
Summary of significant accounting policies and other explanatory information to the
consolidated financial statements as at and for the year ended 31 March 2016
Note 45 Lavasa Corporation Limited (LCL), a subsidiary company, has These provisions represent estimates made towards estimated liability
incurred losses and consolidated net-worth as at 31 March 2016 has been arising out of contractual obligations in respect of warranties and resurfacing
substantially eroded. The underlying projects in such entity are in the early expenses. The timing of outflows will vary as and when the obligations arise.
stages of development and are expected to achieve adequate profitability
Note 47 Receivable includes ` 2,668.90 crore ( Previous ` 1,772.16 crore)
on substantial completion and/ or have current market values of certain
on account of claims awarded in favour of the Company which has been
properties which are in excess of the carrying values and accordingly
challenged by the client in the High Court/ Supreme Court.
Company’s management is of the view that there is no impairment in value
of the LCL net assets(capital employed) of ` 4,308.68 crore. Similarly, no Note 48 * represents amount less than ` 1 lac
diminution in value of Goodwill on consolidation of LCL amounting to ` 95.04 Note 49 Previous year figures have been regrouped/ reclassified to conform
crore (Previous year ` 95.04 crore) is considered necessary. to the current year’s presentation, whenever considered necessary.
Note 46 Detail of provision in respect of warranty and resurfacing
expenditure is as stated below:

Particulars As at As at
31 March 2016 31 March 2015
Warranty Resurfacing Warranty Resurfacing
expenses expenses
` crore ` crore ` crore ` crore
Opening provision 113.48 43.71 150.37 7.61
as at the beginning
of the year
Addition during the 57.60 41.61 27.16 36.10
year
Utilized during the (52.35) (17.79) (47.55) -
year
Unused amount - - (16.50) -
reversed during the
year
Closing provision 118.73 67.53 113.48 43.71
as at the end of the
year
Non current 77.48 67.53 74.34 29.90
Current 41.25 - 39.14 13.81
Total 118.73 67.53 113.48 43.71

For Walker Chandiok & Co LLP For and on behalf of the Board of Directors
(Formerly Walker, Chandiok & Co)
Chartered Accountants AJIT GULABCHAND DIN: 00010827 Chairman & Managing Director
Firm Registration No. 001076N / N500013 RAJGOPAL NOGJA DIN: 01722795 Group Chief Operating Officer &
Whole-Time Director
SHALAKA GULABCHAND DIN: 00011094 Whole-Time Director
DHAWAN

ADI P. SETHNA PRAVEEN SOOD SHARAD M. KULKARNI DIN: 00003640

Partner Group Chief Financial Officer RAJAS R. DOSHI DIN: 00050594
Membership No.: 108840 FCA 072412
RAM P. GANDHI DIN: 00050625 Directors
ANIL C. SINGHVI DIN: 00239589
SANGAMESHWAR IYER
Place : Mumbai, Company Secretary HARSHA BANGARI DIN: 01807838
Dated : 28 April 2016 ACS 6818 OMKAR GOSWAMI DIN: 00004258

HCC 90TH ANNUAL REPORT 2015-2016 161

FORM AOC-I
Pursuant to first proviso to sub-section (3) of Section 129 read with rule 5 of Companies (Accounts) Rules, 2014)

Statement containing salient features of the financial statement of subsidiaries\associates\joint venture

Part “A”: Subsidiaries (` in Crore )

Sr. Name of the subsidiary Reporting period Reporting Share Reserves Total Total Investments Turnover Profit Provision Deferred Profit Proposed
No currency / capital & surplus assets Liabilities before for Tax after Dividend
Exchange taxation taxation taxation
rate

1 HCC Construction Ltd 01.04.2015-31.03.2016 INR 0.05 (0.06) 0.00 0.02 - - (0.00) - - (0.00) -

2 Highbar Techonologies ltd 01.04.2015-31.03.2016 INR 6.25 11.14 19.99 2.60 0.06 37.69 4.76 - 1.30 3.46 -

3 Panchkutir Developers ltd 01.04.2015-31.03.2016 INR 1.40 41.13 103.52 60.99 - - (0.02) - - (0.02) -

4 Narmada Bridge Tollway Ltd 01.04.2015-31.03.2016 INR 0.05 (35.13) 1.03 36.11 - - (2.77) - - (2.77) -

5 HCC Operations & Maintenance Ltd 01.04.2015-31.03.2016 INR 0.05 5.91 120.70 114.74 - 20.38 9.16 - 3.03 6.13 -

6 Badarpur Faridabad Tollway Ltd 01.04.2015-31.03.2016 INR 98.00 (218.56) 533.44 654.00 - 40.73 (40.86) - - (40.86) -

7 Raiganj-Dalkhola Highways Ltd 01.04.2015-31.03.2016 INR 112.07 - 292.53 180.46 - - - - - - -

8 HCC Concessions Ltd 01.04.2015-31.03.2016 INR 423.67 550.48 990.17 16.02 658.08 9.61 (96.39) - - (96.39) -

9 Baharampore-Farakka Highways Ltd 01.04.2015-31.03.2016 INR 217.25 359.41 1,413.96 837.29 - 108.72 (31.17) - - (31.17) -

10 Farakka-Raiganj Highways Ltd 01.04.2015-31.03.2016 INR 250.22 400.91 1,697.82 1,046.69 - - - - - - -

11 HCC Power Ltd 01.04.2015-31.03.2016 INR 0.50 (0.52) 89.59 89.61 - - (0.05) - - (0.05) -

12 HCC Energy Limited 01.04.2015-31.03.2016 INR 0.05 (0.02) 88.77 88.74 - - (0.02) - - (0.02)

13 HCC Infrastructure Company Ltd 01.04.2015-31.03.2016 INR 0.25 (617.96) 888.28 1,506.00 - 3.75 (165.14) - - (165.14) -

14 Dhule Palesner Operations & 01.04.2015-31.03.2016 INR 0.50 0.06 91.22 90.66 - - 0.02 - - 0.02 -
Maintenance ltd

15 Steiner India Ltd 01.04.2015-31.03.2016 INR 7.16 (23.77) 102.92 119.53 3.17 75.46 (5.88) - - (5.88) -

16 HCC Real Estate Ltd. 01.04.2015-31.03.2016 INR 66.19 350.10 1,033.00 616.70 534.23 47.77 (4.03) - - (4.03) -

17 Western Securities Ltd 01.04.2015-31.03.2016 INR 2.00 (0.27) 4.24 2.51 0.00 0.00 0.04 0.00 - 0.04 -

18 HRL (Thane) Real Estate Limited 01.04.2015-31.03.2016 INR 0.10 (12.75) 29.00 41.65 - - (0.01) - - (0.01) -

19 HRL Township Developers Limited 01.04.2015-31.03.2016 INR 0.10 (0.49) 0.01 0.39 - - (0.00) - - (0.00) -

20 Nashik Township Developers Limited 01.04.2015-31.03.2016 INR 0.10 (1.83) 0.01 1.74 - - (0.01) - - (0.01) -

21 Maan Township Developers Limited 01.04.2015-31.03.2016 INR 0.10 (0.58) 22.17 22.65 - 4.01 (0.34) - - (0.34) -

22 Charosa Wineries Limited 01.04.2015-31.03.2016 INR 7.00 (69.59) 65.10 127.69 - 4.03 (17.99) - - (17.99) -

23 Powai Real Estate Developers Limited 01.04.2015-31.03.2016 INR 0.05 (0.05) 0.01 0.00 - - (0.00) - - (0.00) -

24 HCC Realty Limited 01.04.2015-31.03.2016 INR 0.05 (0.02) 0.03 0.00 - - (0.00) - - (0.00) -

25 HCC Aviation Limited 01.04.2015-31.03.2016 INR 0.05 (12.45) 3.44 15.84 - - (0.00) - - (0.00) -

26 Pune Paud Toll Road Company Limited 01.04.2015-31.03.2016 INR 6.05 (45.54) 2.24 41.73 - 0.19 (0.33) - - (0.33) -

27 Lavasa Corporation Limited 01.04.2015-31.03.2016 INR 1,358.19 (277.65) 6,267.35 5,186.81 932.88 89.32 (235.33) (19.42) - (215.91) -

28 Dasve Business Hotel Limited 01.04.2015-31.03.2016 INR 0.28 19.07 31.22 11.87 - 0.00 (0.99) - - (0.99)

29 Dasve Convention Center Limited 01.04.2015-31.03.2016 INR 0.57 (59.32) 74.49 133.24 - 5.82 (38.22) - - (38.22)

30 Dasve Hospitality Institutes Limited 01.04.2015-31.03.2016 INR 0.33 (25.57) 36.81 62.05 - 0.54 (10.84) - - (10.84)

31 Dasve Retail Limited 01.04.2015-31.03.2016 INR 0.84 56.41 76.34 19.10 - 0.80 (3.43) - - (3.43)

32 Full Spectrum Adventure Limited 01.04.2015-31.03.2016 INR 0.06 (14.34) 4.78 19.07 - 2.76 (1.61) - - (1.61)

33 Future City Multiservices SEZ Limited 01.04.2015-31.03.2016 INR 0.07 0.77 1.03 0.19 - - (0.06) - - (0.06)

34 Green Hills Residences Limited 01.04.2015-31.03.2016 INR 0.09 (26.27) 0.93 27.11 - - (0.00) - - (0.00)

35 Hill City Service Apartments Limited 01.04.2015-31.03.2016 INR 0.15 5.19 6.76 1.42 - - (0.20) - - (0.20)

36 Hill View Parking Services Limited 01.04.2015-31.03.2016 INR 0.05 (0.02) 0.04 0.01 - - (0.01) - - (0.01)

37 Kart Racers Limited 01.04.2015-31.03.2016 INR 0.05 (0.22) 0.00 0.18 - - (0.03) - - (0.03)

162
FORM AOC-I
Pursuant to first proviso to sub-section (3) of Section 129 read with rule 5 of Companies (Accounts) Rules, 2014)

Part “A”: Subsidiaries (` in Crore )

Sr. Name of the subsidiary Reporting period Reporting Share Reserves Total Total Investments Turnover Profit Provision Deferred Profit Proposed
No currency / capital & surplus assets Liabilities before for Tax after Dividend
Exchange taxation taxation taxation
rate

38 Lakeshore Watersports Company 01.04.2015-31.03.2016 INR 0.16 2.51 3.34 0.68 - 2.40 0.66 - - 0.66
Limited

39 Lakeview Clubs Limited 01.04.2015-31.03.2016 INR 0.24 (35.65) 53.36 88.77 - 1.50 (9.95) - - (9.95)

40 Lavasa Bamboocrafts Limited 01.04.2015-31.03.2016 INR 0.13 (0.77) 0.68 1.32 - 0.10 (0.31) - - (0.31)

41 Lavasa Hotel Limited 01.04.2015-31.03.2016 INR 0.05 (15.57) 11.60 27.12 - 10.71 (2.34) - - (2.34)

42 Mugaon Luxury Hotels Limited 01.04.2015-31.03.2016 INR 0.05 (0.07) 17.46 17.48 - - (0.02) - - (0.02)

43 My City Technology Limited 01.04.2015-31.03.2016 INR 0.29 15.54 19.70 3.88 0.45 - (3.99) - - (3.99)

44 Nature Lovers Retail Limited 01.04.2015-31.03.2016 INR 0.07 0.87 1.13 0.19 - - (0.03) - - (0.03)

45 Osprey Hospitality Limited 01.04.2015-31.03.2016 INR 0.05 (0.03) 0.02 0.00 - - (0.01) - - (0.01)

46 Our Home Service Apartments Limited 01.04.2015-31.03.2016 INR 0.05 (0.05) 0.01 0.01 - - (0.01) - - (0.01)

47 Reasonable Housing Limited 01.04.2015-31.03.2016 INR 0.25 10.07 32.99 22.67 - 1.65 (0.45) - - (0.45)

48 Rhapsody Commercial Space Limited 01.04.2015-31.03.2016 INR 0.05 (2.30) 10.74 13.00 - - (1.46) - - (1.46)

49 Rosebay Hotels Limited 01.04.2015-31.03.2016 INR 0.05 (0.03) 0.03 0.01 - - (0.01) - - (0.01)

50 Sahyadri City Management Limited 01.04.2015-31.03.2016 INR 0.44 (18.24) 19.93 37.73 - 10.02 (3.72) - - (3.72)

51 Spotless Laundry Services Limited 01.04.2015-31.03.2016 INR 0.13 (8.96) 15.14 23.98 - 0.01 (4.36) - - (4.36)

52 Valley View Entertainment Limited 01.04.2015-31.03.2016 INR 0.05 (0.04) 0.02 0.02 - - (0.01) - - (0.01)

53 Verzon Hospitality Limited 01.04.2015-31.03.2016 INR 0.05 1.26 3.17 1.86 - 1.50 0.70 0.22 - 0.48

54 Warasgaon Assets Maintenance 01.04.2015-31.03.2016 INR 5.98 544.02 1,248.17 698.16 - - (15.75) - - (15.75)
Limited

55 Warasgaon Infrastructure Providers 01.04.2015-31.03.2016 INR 0.05 (6.03) 4.15 10.13 - 1.99 (2.36) - - (2.36)
Limited

56 Warasgaon Power Supply Limited 01.04.2015-31.03.2016 INR 0.10 (10.47) 338.18 348.55 - - (7.45) - - (7.45)

57 Warasgaon Tourism Limited 01.04.2015-31.03.2016 INR 0.15 (79.36) 3.06 82.28 - 0.54 (7.61) - - (7.61)

58 Warasgaon Valley Hotels Limited 01.04.2015-31.03.2016 INR 0.05 (0.03) 0.03 0.01 - - (0.01) - - (0.01)

59 Whistling Thrush Facilities Services 01.04.2015-31.03.2016 INR 0.05 0.58 12.95 12.32 - - (0.11) 0.03 - (0.14)
Limited

60 Ecomotel Hotel Limited 01.04.2015-31.03.2016 INR 16.93 (16.66) 22.80 22.53 - 12.19 (1.73) (0.13) - (1.60)

Foreign Subsidiary Companies

61 Highbar Technologies FZ LLC 01.04.2015-31.03.2016 AED 0.06 (1.44) 3.87 5.25 - 3.65 (0.44) - - (0.44) -

62 Steiner AG, Zurich 01.04.2015-31.03.2016 CHF 273.44 (36.60) 2,535.12 2,298.28 - 4,282.19 10.48 - - 10.48 -

63 SNC Valleiry Route De Bloux 01.04.2015-31.03.2016 EUR 0.01 - 0.01 (0.00) - - (0.02) - - (0.02) -

64 Steiner (Deutschland)GmbH Paderborn 01.04.2015-31.03.2016 EUR 73.40 (11.88) 84.39 22.87 - 4.84 (197.87) - - (197.87) -

65 VM & ST AG, Zurich 01.04.2015-31.03.2016 CHF 6.83 0.16 7.01 0.02 - - (0.08) - - (0.08) -

66 SAS Steiner Leman 01.04.2015-31.03.2016 EUR 5.62 (2.66) 20.98 18.02 - 5.70 (3.99) - - (3.99) -

67 HCC Mauritius Investment LTD 01.04.2015-31.03.2016 CHF 6.61 16.29 163.13 140.23 29.41 2.83 (4.91) - - (4.91) -

68 HCC Mauritius Enterprises Ltd 01.04.2015-31.03.2016 CHF 33.10 48.43 213.21 131.68 213.15 0.41 (9.43) - - (9.43) -

69 Eurohotel SA, Geneva 01.04.2015-31.03.2016 CHF 33.10 (8.11) 0.06 (24.93) - - (0.43) - - (0.43) -

70 Steiner Promotions et Participations SA 01.04.2015-31.03.2016 CHF 20.51 (7.17) 125.87 112.53 - - (2.14) - - (2.14) -

HCC 90TH ANNUAL REPORT 2015-2016 163

 Part “B”: Associates and Joint Ventures

164
Statement pursuant to Section 129 (3) of the Companies Act, 2013 related to Associate Companies and Joint Ventures

Name of Associates/ Warasgoan Andromeda Knowledge Bona Sera Starlit Resort Apollo Nirmal BOT Projektentwick- Evostate AG MCR HCC- L & HCC Alpine Alpine HCC Nathpa Kumagai ARGE
Joint Ventures Lake View Hotels Vistas Hotels Limited Lavasa Limited lungsges. Managing T Purulia Samsung Samsung JV Jhakri Joint -Skanska- Primetower,
Hotels Limited Limited Limited Health Parking Corp. Real Joint Joint HCC JV Venture HCC Itochu Zurich
Limited Corporation Kunstmuseum Estate Venture Venture Group
Limited AG
1. Latest audited 31-Mar-16 31-Mar-16 31-Mar-15 31-Mar-15 31-Mar-16 31-Mar-16 31-Mar-16 31-Dec-15 31-Dec-15 31-Mar-16 31-Mar-16 31-Mar-16 31-Mar-16 31-Mar-16 31-Mar-16 31-Mar-16 31-Mar-16
Balance Sheet
Date

2. Shares of
Associate/Joint
Ventures held by
the company at
the year end.
No. 140,957 61,470 218,253 122,563 49,400 626,808 81,90,000 400 30 100
Amount of 12.68 2.97 - - 3.82 28.80 0.94 3.78 37.95 -
Investment in
Associates/Joint
Venture
Extend of Holding 27.00% 40.00% 49.00% 26.00% 26.00% 49.00% 26% 100.00% 30.00% 30.77% 57.00% 50.00% 33.00% 49.00% 40.00% 19.60% 45%
%

3. Description of how Significant Significant Significant Significant Significant Significant Significant - - - Significant Significant Significant Significant Significant Significant Significant
there is significant Influence Influence Influence Influence Influence Influence Influence Influence & Influence & Influence & Influence & Influence & Influence & Influence &
influence over Share over Share over Share over Share over Share over Share over Share Control Control Control Control Control Control Control
Capital Capital Capital Capital Capital Capital Capital

4. Reason why the Consolidated Consolidated Consolidated Consolidated Consolidated Consolidated Consolidated Consolidated Consolidated Consolidated Consolidated Consolidated Consolidated Consolidated Consolidated Consolidated Consolidated
associate/joint
venture is not
consolidated.

5. Networth 12.63 3.09 8.39 0.26 3.82 29.27 3.62 0.15 0.09 - 0.03 0.00 -0.33 -0.05 0.05 -0.03 7.83
attributable to
Shareholders as
per latest audited
Balance Sheet

6. Profit / Loss for the

year
i. Considered in (0.05) (0.08) (2.69) (0.57) 0.27 (3.95) (4.44) (0.21) 26.70 - 0.00 13.02 0.22 0.20 (0.11) (0.07) 0.17
Consolidation
i. Not - - - - - - - - - - - - - - - -
Considered in
Consolidation
Disclosure mandated by Schedule III by way of additional information

Name of Entity Net assets( Total assets - Total Liabilities) Share in profit or loss
Amount As % of Amount As % of
(` in crore) consolidated Net (` in crore) consolidated Profit
Asset or Loss
Consolidated 703.27 (349.80)
Parent Company
HCC Construction Company Limited 1,862.83 264.88% 159.55 -45.61%
Indian Subsidiary Companies
1 HCC Construction Ltd (0.01) 0.00% (0.00) 0.00%
2 Highbar Techonologies Ltd 17.39 2.47% 3.46 -0.99%
3 Panchkutir Developers Ltd 42.53 6.05% (0.02) 0.01%
4 Narmada Bridge Tollway Ltd (35.08) -4.99% (2.77) 0.79%
5 HCC Operations & Maintenance Ltd 5.96 0.85% 6.13 -1.75%
6 Badarpur Faridabad Tollway Ltd (120.56) -17.14% (40.86) 11.68%
7 Raiganj-Dalkhola Highways Ltd 112.07 15.94% - 0.00%
8 HCC Concessions Ltd 974.15 138.52% (96.39) 27.56%
9 Baharampore-Farakka Highways Ltd 576.67 82.00% (31.17) 8.91%
10 Farakka-Raiganj Highways Ltd 651.13 92.59% - 0.00%
11 HCC Power Ltd (0.02) 0.00% (0.05) 0.01%
12 HCC Energy Limited 0.03 0.00% (0.02) 0.00%
13 HCC Infrastructure Company Ltd (617.71) -87.83% (165.14) 47.21%
14 Dhule Palesner Operations & Maintenance ltd 0.56 0.08% 0.02 -0.01%
15 Steiner India Ltd (16.61) -2.36% (5.88) 1.68%
16 HCC Real Estate Ltd. 416.30 59.19% (4.03) 1.15%
17 Western Securities Ltd 1.73 0.25% 0.04 -0.01%
18 HRL (Thane) Real Estate Limited (12.65) -1.80% (0.01) 0.00%
19 HRL Township Developers Limited (0.39) -0.06% (0.00) 0.00%
20 Nashik Township Developers Limited (1.73) -0.25% (0.01) 0.00%
21 Maan Township Developers Limited (0.48) -0.07% (0.34) 0.10%
22 Charosa Wineries Limited (62.59) -8.90% (17.99) 5.14%
23 Powai Real Estate Developers Limited 0.00 0.00% (0.00) 0.00%
24 HCC Realty Limited 0.03 0.00% (0.00) 0.00%
25 HCC Aviation Limited (12.40) -1.76% (0.00) 0.00%
26 Pune Paud Toll Road Company Limited (39.49) -5.61% (0.33) 0.09%
27 Lavasa Corporation Limited 1,080.54 153.65% (215.91) 61.72%
28 Dasve Business Hotel Limited 19.35 2.75% (0.99) 0.28%
29 Dasve Convention Center Limited (58.75) -8.35% (38.22) 10.93%
30 Dasve Hospitality Institutes Limited (25.24) -3.59% (10.84) 3.10%
31 Dasve Retail Limited 57.25 8.14% (3.43) 0.98%
32 Full Spectrum Adventure Limited (14.28) -2.03% (1.61) 0.46%
33 Future City Multiservices SEZ Limited 0.84 0.12% (0.06) 0.02%
34 Green Hills Residences Limited (26.18) -3.72% (0.00) 0.00%
35 Hill City Service Apartments Limited 5.34 0.76% (0.20) 0.06%
36 Hill View Parking Services Limited 0.03 0.00% (0.01) 0.00%
37 Kart Racers Limited (0.17) -0.02% (0.03) 0.01%
38 Lakeshore Watersports Company Limited 2.67 0.38% 0.66 -0.19%
39 Lakeview Clubs Limited (35.41) -5.03% (9.95) 2.84%

HCC 90TH ANNUAL REPORT 2015-2016 165

 Name of Entity Net assets( Total assets - Total Liabilities) Share in profit or loss
Amount As % of Amount As % of
(` in crore) consolidated Net (` in crore) consolidated Profit
Asset or Loss
40 Lavasa Bamboocrafts Limited (0.64) -0.09% (0.31) 0.09%
41 Lavasa Hotel Limited (15.52) -2.21% (2.34) 0.67%
42 Mugaon Luxury Hotels Limited (0.02) 0.00% (0.02) 0.01%
43 My City Technology Limited 15.82 2.25% (3.99) 1.14%
44 Nature Lovers Retail Limited 0.94 0.13% (0.03) 0.01%
45 Osprey Hospitality Limited 0.02 0.00% (0.01) 0.00%
46 Our Home Service Apartments Limited 0.00 0.00% (0.01) 0.00%
47 Reasonable Housing Limited 10.32 1.47% (0.45) 0.13%
48 Rhapsody Commercial Space Limited (2.25) -0.32% (1.46) 0.42%
49 Rosebay Hotels Limited 0.02 0.00% (0.01) 0.00%
50 Sahyadri City Management Limited (17.80) -2.53% (3.72) 1.06%
51 Spotless Laundry Services Limited (8.83) -1.26% (4.36) 1.25%
52 Valley View Entertainment Limited 0.01 0.00% (0.01) 0.00%
53 Verzon Hospitality Limited 1.31 0.19% 0.48 -0.14%
54 Warasgaon Assets Maintenance Limited 550.01 78.21% (15.75) 4.50%
55 Warasgaon Infrastructure Providers Limited (5.98) -0.85% (2.36) 0.67%
56 Warasgaon Power Supply Limited (10.37) -1.47% (7.45) 2.13%
57 Warasgaon Tourism Limited (79.22) -11.26% (7.61) 2.18%
58 Warasgaon Valley Hotels Limited 0.02 0.00% (0.01) 0.00%
59 Whistling Thrush Facilities Services Limited 0.63 0.09% (0.14) 0.04%
60 Ecomotel Hotel Limited 0.27 0.04% (1.60) 0.46%

Foreign Subsidiary Companies

61 Highbar Technologies FZ LLC (1.38) -0.20% (0.44) 0.13%
62 Steiner AG, Zurich 236.84 33.68% 10.48 -3.00%
63 SNC Valleiry Route De Bloux 0.01 0.00% (0.02) 0.00%
64 Steiner (Deutschland)GmbH Paderborn 61.52 8.75% (197.87) 56.57%
65 VM & ST AG, Zurich 6.99 0.99% (0.08) 0.02%
66 SAS Steiner Leman 2.96 0.42% (3.99) 1.14%
67 HCC Mauritius Investment Ltd 22.90 3.26% (4.91) 1.40%
68 HCC Mauritius Enterprises Ltd 81.53 11.59% (9.43) 2.70%
69 Eurohotel SA, Geneva 24.99 3.55% (0.43) 0.12%
70 Steiner Promotions et Participations SA 13.34 1.90% (2.14) 0.61%

Minority Interest in all subsidiaries 202.45 28.79% (19.41) 5.55%

166
 Name of Entity Net assets( Total assets - Total Liabilities) Share in profit or loss
Amount As % of Amount As % of
(` in crore) consolidated Net (` in crore) consolidated Profit
Asset or Loss

Joint Ventures
Indian
Joint Ventures
1 HCC- L & T Purulia Joint Venture 5.16 0.73% 0.00 0.00%
2 HCC Samsung Joint Venture - 0.00% 13.02 -3.72%
3 Alpine Samsung HCC JV (32.68) -4.65% 0.22 -0.06%
4 Alpine HCC JV (5.35) -0.76% 0.20 -0.06%
5 Nathpa Jhakri Joint Venture 5.21 0.74% (0.11) 0.03%
6 Kumagai -Skanska-HCC Itochu Group (2.88) -0.41% (0.07) 0.02%

Joint Ventures
Foreign
7 ARGE Primetower, Zurich 3.60 0.51% 0.17 -0.05%

Associate Companies
Indian
1 Warasgoan Lake View Hotels Limited 46.77 6.65% (0.05) 0.01%
2 Andromeda Hotels Limited 7.73 1.10% (0.08) 0.02%
3 Apollo Lavasa Health Corporation Limited 59.73 8.49% (3.95) 1.13%
4 Knowledge Vistas Limited - 0.00% - 0.00%
5 Bona Sera Hotels Limited - 0.00% - 0.00%
6 Starlit Resort Limited (from 14th May, 2015) 14.72 2.09% 0.30 -0.08%
7 Nirmal BOT Limited 3.62 0.52% (444) 1.27%

Associate Companies
Foreign
8 Evostate AG, Zurich 28.48 4.05% 26.70 -7.63%
9 MGR Managing Corp. Real Estate AG - - - -
10 Projektentwicklungsges. Parking AG 14.64 2.08% (0.21) 0.06%

HCC 90TH ANNUAL REPORT 2015-2016 167

Notice

NOTICE is hereby given that the Ninetieth Annual General of out-of-pocket expenses as may be determined by
Meeting of the Members of Hindustan Construction the Board of Directors.’
Company Limited will be held on Thursday, July 14, 2016 at
RESOLVED FURTHER THAT the Board of Directors of
11.00 a.m. at Walchand Hirachand Hall, Indian Merchants’
the Company (including its Committee thereof) and/or
Chamber, Indian Merchants’ Chamber Marg, Churchgate,
Company Secretary of the Company, be and is hereby
Mumbai 400 020, to transact the following business:-
authorised to do all such acts, deeds, matters and
ORDINARY BUSINESS things as may be considered necessary, desirable or
expedient to give effect to this resolution.’
1. Adoption of the Audited Standalone and
Consolidated Financial Statements of the Company SPECIAL BUSINESS

To receive, consider and adopt 3. Appointment of Mr. N. R. Acharyulu (DIN:02010249)

as a Director of the Company, liable to retire by
(a) the Audited Standalone Financial Statements of
rotation
the Company for the financial year ended March
31, 2016 including the Audited Balance Sheet as To consider and if thought fit, to pass, the following
at March 31, 2016 and the Statement of Profit & resolution as an Ordinary Resolution:
Loss for the year ended on that date together with
‘RESOLVED THAT Mr. N. R. Acharyulu (DIN:02010249)
the Reports of the Board of Directors and Auditors
who was appointed by the Board of Directors as an
thereon; and
Additional Director of the Company with effect from
(b) the Audited Consolidated Financial Statements of May 2, 2016 and who holds office upto the date of this
the Company for the financial year ended March Annual General Meeting in terms of Section 161 of
31, 2016 including the Audited Consolidated the Companies Act, 2013 (‘the Act’) and in respect of
Balance Sheet as at March 31, 2016 and the whom the Company has received a notice in writing
Consolidated Statement of Profit & Loss for the from a Member of the Company under the provisions
year ended on that date together with the Reports of Section 160 of the Act proposing his candidature
of the Auditors thereon. for the office of a Director of the Company, be and is
hereby appointed as a Director of the Company, liable
2. Ratification of the Appointment of Statutory
to retire by rotation.’
Auditors
4. Payment of Remuneration to Mr. Ajit Gulabchand,
To consider and if thought fit, to pass the following
Chairman & Managing Director of the Company
resolution as an Ordinary Resolution:
To consider and if thought fit, to pass, the following
‘RESOLVED THAT pursuant to the provisions of Section
resolution as a Special Resolution:
139, 142 and all other applicable provisions of the
Companies Act, 2013 (the ‘Act’) read with Rule 3(7) ‘RESOLVED THAT pursuant to the provisions of
of the Companies (Audit and Auditors) Rules, 2014 Sections 196, 197, read with Schedule V and other
(including any statutory modification(s) or re-enactment applicable provisions if any, of the Companies Act,
thereof for the time being in force), the appointment of 2013, and the rules made thereunder (including any
M/s Walker Chandiok & Co.LLP, Chartered Accountants amendments thereto or statutory modifications or
Mumbai (Firm Registration No. 001076N) as Statutory re-enactment thereof for the time being in force)
Auditors of the Company for a term of 5 years i.e. till (‘the Act’) and subject to all other sanctions, approvals
the conclusion of 93rd Annual General Meeting (AGM), and permissions as may be required and subject to
which was subject to ratification at every AGM, be and such conditions and modifications as may be imposed
is hereby ratified to hold office from the conclusion of or prescribed by any of the authorities while granting
this Annual General Meeting until the conclusion of the such sanctions, approvals and permissions, the
next Annual General Meeting to be held in the financial Company hereby accords its approval for the payment
year 2017-18 on such remuneration plus reimbursement of the following remuneration to Mr. Ajit Gulabchand,

168
 Chairman & Managing Director, for the financial year Resolution, including the Nomination and Remuneration
2016-17 which is within the yearly limit of remuneration Committee) be and is hereby authorised to revise,
computed as per Section II of Part II of Schedule V of amend, alter and / or vary the terms and conditions in
the Companies Act, 2013: relation to the above remuneration in such manner as
may be permitted in accordance with the provisions
(Amount in `)
of the Act and / or to the extent as may be required,
Financial Annual Salary Perquisites Retirals Total by the concerned authority, if any, while according its
Year and (per (per annum)
approval.
Allowances annum)
(per annum)
RESOLVED FURTHER THAT for the purpose of
2016-17 1,64,82,957 25,17,043 28,70,785 2,18,70,785
giving effect to this resolution, the Board be and is
Explanation: hereby authorised to do all such acts, deeds, matters
and things as it may, in its absolute discretion deem
For the purpose of calculating perquisites and
necessary, proper or desirable including making of
allowances, the same shall be evaluated as per the
an application to statutory and regulatory authorities,
Income Tax Rules, 1962 for Valuation of Perquisites read
execution of necessary documents and to settle any
with the Income Tax Act, 1961 or any amendments
questions, difficulties and / or doubts that may arise in
thereto or any modifications or statutory re-enactment
this regard in order to implement and give effect to the
thereof and / or any other Rules or Regulations
foregoing resolution.’
framed for the said purpose. In the absence of any
such provision for valuation of any perquisites and 5. Ratification of Remuneration to Cost Auditor
allowances in the said Rules, the same shall be
To consider and if thought fit, to pass the following
evaluated at its actual cost to the Company.
resolution as an Ordinary Resolution:
RESOLVED FURTHER THAT the following perquisites
‘RESOLVED THAT pursuant to the provisions of
shall not be included in the computation of the ceiling
Section 148 (3) of the Companies Act, 2013 read
on remuneration:-
with Companies (Audit and Auditors) Rules, 2014
(a) Provision for use of Company’s car for office (including any amendments thereto or any statutory
duties and telephone and other communication modification(s) or re-enactment thereof for the time
facilities at residence shall not be included in the being in force), the remuneration paid / payable to
computation of perquisites for the purpose of M/s Joshi Apte & Associates, Cost Accountants, (Firm
calculating the said ceiling. Registration No. 00240), appointed by the Board of
Directors of the Company as Cost Auditors to conduct
(b) Contribution to Provident fund, Superannuation
the audit of the cost records of the Company for
fund or Annuity fund to the extent these either
the financial year 2015-16, amounting to ` 2,50,000
singly or put together are not taxable under
(Rupees Two Lakhs Fifty Thousand Only) as also the
Income Tax Act, 1961
payment of service tax as applicable and
(c) Gratuity as per the Rules of the Company and reimbursement of out of pocket expenses incurred by
them in connection with the aforesaid audit be and is
(d) Encashment of leave at the end of the tenure
hereby ratified and confirmed.’
(e) One month’s leave for every eleven months
6. Issue of Securities of the Company
service and such other benefits in accordance with
the Rules of the Company. To consider and if thought fit, to pass, the following
resolution as a Special Resolution:
RESOLVED FURTHER THAT the Board of Directors
of the Company (hereinafter referred to as the ‘Board’ ‘RESOLVED THAT pursuant to Section 42, 62, 71 and
which term shall be deemed to include any duly other applicable provisions, if any, of the Companies
authorised Committee thereof, for the time being Act, 2013 and the rules made thereunder (including any
exercising the powers conferred on the Board by this amendments thereto or any statutory modifications

HCC 90TH ANNUAL REPORT 2015-2016 169

 and/or re-enactment thereof for the time being in force Convertible Debentures (FCDs), Partly Convertible
(the ‘Act’), all other applicable laws and regulations Debentures (PCDs), Optionally Convertible Debentures
including the Foreign Exchange Management Act, (OCDs), and /or other securities convertible into Equity
1999 (‘FEMA’), the Foreign Exchange Management Shares at a later date, at the option of the Company
(Transfer or Issue of Security by a Person Resident and /or the holder(s) of such securities or with or
outside India) Regulations, 2000 including any statutory without detachable warrants with a right exercisable
modifications or re-enactment thereof, the Issue of by the warrant holders to convert or subscribe to the
Foreign Currency Convertible Bonds and Ordinary Equity Shares or otherwise, in registered or bearer
Shares (Through Depository Receipt Mechanism) form, whether rupee denominated or denominated in
Scheme, 1993, as amended and modified from foreign currency (collectively referred as ‘Securities’),
time to time and such other statues, notifications, as the Board at its sole discretion or in consultation
clarifications, circulars, rules and regulations as may with underwriters, merchant bankers, financial advisors
be applicable, as amended from time to time, issued or legal advisors may at any time decide, by way of
by the Government of India (‘GOI’), the Reserve one or more public or private offerings in domestic
Bank of India (‘RBI’), Stock Exchanges, the Securities and / or one or more international market(s), with or
and Exchange Board of India (‘SEBI’) including the without a green shoe option, or issued /allotted through
Securities and Exchange Board of India (Issue of Capital Qualified Institutions Placement (QIP) in accordance
and Disclosure Requirements) Regulations, 2009, as with the SEBI Regulations, or by any one or more
amended (the ‘SEBI Regulations’) as may be applicable combinations of the above or otherwise and at such
and in accordance with the enabling provisions in time or times and in one or more tranches, whether
the Memorandum and Articles of Association of the rupee denominated or denominated in foreign currency,
Company and /or stipulated in the Listing Agreements to any eligible investors, including residents and/or
entered into by the Company with the Stock non-residents and/or qualified institutional buyers and/
Exchanges where the Equity Shares of the Company or institutions/banks and/or incorporated bodies and/
are listed and subject to such approvals, consents, or individuals and/or trustees and/or stabilizing agent or
permissions and sanctions, if any, of the GOI, SEBI, otherwise, whether or not such Investors are members
RBI, Stock Exchanges and any other relevant statutory of the Company, as may be deemed appropriate by
/governmental/regulatory authorities (the ‘concerned the Board and as permitted under applicable laws and
Authorities’) as may be required and applicable and regulations, for an aggregate amount not exceeding
further subject to such terms and conditions as may ` 1000 crore (Rupees One Thousand Crore Only) on
be prescribed or imposed by any of the concerned such terms and conditions and in such manner as
Authorities while granting such approvals, consents, the Board may in its sole discretion decide including
permissions and sanctions as may be necessary, the timing of the issue(s)/ offering(s), the Investors
which may be agreed upon by the Board of Directors to whom the Securities are to be issued, terms of
of the Company as deemed appropriate (hereinafter issue, issue price, number of Securities to be issued,
referred to as the ‘Board’, which term shall include any the Stock Exchanges on which such securities will be
Committee (s) constituted /to be constituted by the listed, finalization of allotment of the Securities on the
Board to exercise the powers conferred on the Board basis of the subscriptions received including details
by this Resolution), consent of the Company be and on face value, premium, rate of interest, redemption
is hereby accorded to the Board to create, issue, offer period, manner of redemption, amount of premium
and allot (including with provisions for reservation on on redemption, the ratio/number of Equity Shares
firm and /or competitive basis, of such part of issue and to be allotted on redemption/conversion, period of
for such categories of persons as may be permitted), conversion, fixing of record date or book closure
Equity Shares and /or Equity Shares through depository dates, etc., as the case may be applicable, prescribe
receipts including American Depository Receipts any terms or a combination of terms in respect of the
(ADRs), Global Depository Receipts (GDRs) and /or Securities in accordance with local and /or international
Foreign Currency Convertible Bonds (FCCBs), Fully practices including conditions in relation to offer, early

170
 redemption of Securities, debt service payments, SEBI Regulations, shall be the date of the meeting in
voting rights, variation of price and all such terms as which the Board or the Committee of Directors duly
are provided in domestic and /or international offerings authorised by the Board decides to open the proposed
and any other matter in connection with, or incidental issue of Specified Securities or such other date as
to the issue, in consultation with the merchant bankers may be decided by the Board and as permitted by the
or other advisors or otherwise, together with any SEBI Regulations, subject to any relevant provisions of
amendments or modifications thereto (‘the Issue’). applicable laws, rules and regulations as amended from
time to time, in relation to the proposed issue of the
RESOLVED FURTHER THAT the Securities to be
Specified Securities.
created, issued, offered and allotted shall be subject
to the provisions of the Memorandum and Articles of RESOLVED FURTHER THAT in the event of issue
Association of the Company and the Equity Shares to of Other Specified Securities, the number of Equity
be allotted in terms of this resolution shall rank pari Shares and /or conversion price in relation to Equity
passu in all respects with the existing Equity Shares of Shares that may be issued and allotted on conversion
the Company. shall be appropriately adjusted for corporate
actions such as bonus issue, rights issue, split and
RESOLVED FURTHER THAT if the issue or any part
consolidation of share capital, merger, demerger,
thereof is made for a QIP, FCDs, PCDs, OCDs or
transfer of undertaking, sale of division or any such
any other Securities, which are convertible into or
capital or corporate restructuring exercise.
exchangeable with the Equity Shares of the Company
{hereinafter collectively referred as ‘Other Specified RESOLVED FURTHER THAT without prejudice to
Securities’ and together with Equity Shares of the the generality of the above, the aforesaid issue of
Company (hereinafter referred as ‘Specified Securities’) Securities may have such features and attributes or
within the meaning of the SEBI Regulations} or any any terms or combination of terms that provide for the
combination of Specified Securities as may be decided tradability and free transferability thereof in accordance
by the Board, issued for such purpose, the same shall with the prevalent market practices in the capital
be fully paid-up and the allotment of such Specified markets including but not limited to the terms and
Securities shall be completed within twelve months conditions relating to variation of the price or period of
from the date of this resolution or such other time as conversion of Other Specified Securities into Equity
may be allowed under the SEBI Regulations from time Shares or for issue of additional Securities and such of
to time, at such price being not less than the price these Securities to be issued, if not subscribed, may
determined in accordance with the pricing formula be disposed of by the Board, in such manner and/or
provided under the SEBI Regulations and the Specified on such terms including offering or placing them with
Securities shall not be eligible to be sold for a period banks /financial institutions /mutual funds or otherwise,
of one year from the date of allotment, except on a as the Board may deem fit and proper in its absolute
recognized Stock Exchange, or as may be permitted discretion, subject to applicable laws, rules and
from time to time under the SEBI Regulations. regulations.

RESOLVED FURTHER THAT the Company may, in RESOLVED FURTHER THAT in the event the Securities
accordance with applicable law, also offer a discount are proposed to be issued as American Depository
of not more than 5% or such percentage as permitted Receipts (‘ADRs’) or Global Depository Receipts
under applicable law on the price calculated in (‘GDRs’), pursuant to the provisions of the Issue of
accordance with the pricing formula provided under the Foreign Currency Convertible Bonds and Ordinary
SEBI Regulations. Shares (Through Depository Receipt Mechanism)
Scheme, 1993 and other applicable pricing provisions
RESOLVED FURTHER THAT in the event of issue of
issued by the Ministry of Finance, the relevant date for
Specified Securities by way of a QIP, the ‘Relevant
the purpose of pricing the Equity Shares to be issued
Date’ on the basis of which the price of the Specified
pursuant to such issue shall be the date of the meeting
Securities shall be determined as specified under

HCC 90TH ANNUAL REPORT 2015-2016 171

 in which the Board or duly authorised committee of that they shall be deemed to have given their approval
directors decides to open such issue after the date of thereto expressly by the authority of this resolution,
this resolution or such other date as may be decided and accordingly any such action, decision or direction
by the Board subject to the relevant provisions of the of the Board shall be binding on all the Members of the
applicable law, rules and regulations as amended from Company.
time to time, in relation to the proposed issue of the
RESOLVED FURTHER THAT for the purpose of giving
securities.
effect to any offer, issue or allotment of Equity Shares
RESOLVED FURTHER THAT for the purpose of or Securities or instruments representing the same, as
giving effect to the above resolution and any issue, described above, the Board be and is hereby authorised
offer and allotment of Securities, the Board be and is on behalf of the Company to seek listing of any or all
hereby authorised to take all such actions, give such of such Securities on one or more Stock Exchanges in
directions and to do all such acts, deeds, things and India or outside India and the listing of Equity Shares
matters connected therewith, as it may, in its absolute underlying the ADRs and/or GDRs on the Stock
discretion deem necessary, desirable or incidental Exchanges in India.
thereto including without limitation the determination
RESOLVED FURTHER THAT the Board be and is
of terms and conditions for issuance of Securities
hereby authorised to delegate all or any of the powers
including the number of Securities that may be offered
herein conferred, to any Committee of Directors or any
in domestic and international markets and proportion
one or more Directors of the Company to give effect to
thereof, timing for issuance of such Securities and
the aforesaid resolution and thereby such Committee of
shall be entitled to vary, modify or alter any of the
Directors or one or more such Directors as authorised
terms and conditions as it may deem expedient, the
are empowered to take such steps and to do all
entering into and executing arrangements/agreements
such acts, deeds, matters and things and accept any
for managing, underwriting, marketing, listing of
alterations or modifications as they may deem fit and
Securities, trading, appointment of Merchant Banker(s),
proper and give such directions as may be necessary
Advisor(s), Registrar(s), paying and conversion agent(s)
to settle any question or difficulty that may arise in this
and any other advisors, professionals, intermediaries
regard.’
and all such agencies as may be involved or concerned
in such offerings of Securities and to issue and sign all 7. Option to Lenders for conversion of debt into Equity
deeds, documents, instruments and writings and to Shares of the Company
pay any fees, commission, costs, charges and other
To consider and if thought fit, to pass, the following
outgoings in relation thereto and to settle all questions
resolution as a Special Resolution:
whether in India or abroad, for the issue and executing
other agreements, including any amendments or ‘RESOLVED THAT pursuant to the provisions of Section
supplements thereto, as necessary or appropriate 62(3) of the Companies Act, 2013 and other applicable
and to finalise, approve and issue any document(s), provisions, if any, of the Companies Act, 2013 and in
including but not limited to prospectus and/or letter accordance with the applicable laws (including but
of offer and/or circular, documents and agreements not limited to Reserve Bank of India Circular No. DBR.
including conducting all requisite filings with GOI, BP.BC.No.101/21.04.132/2014-15 dated June 8, 2015
RBI, SEBI, Stock Exchanges, if required and any other on the Strategic Debt Restructuring Scheme (`SDR
concerned authority in India or outside, and to give Scheme’), the Securities Exchange Board of India (Issue
such directions that may be necessary in regard to or of Capital and Disclosure Requirements) Regulations,
in connection with any such issue, offer and allotment 2009 and any other applicable regulations) including
of Securities and utilization of the issue proceeds, as any statutory modification(s) or re-enactment thereof
it may, in its absolute discretion, deem fit, without for the time being in force and any modifications
being required to seek any further consent or approval thereto and subject to such approvals, consents,
of the members or otherwise, to the end and intent sanctions, permissions from appropriate statutory

172
 and other authorities in this regard and subject to of their respective convertible loan, together with
such conditions and modifications as may be imposed accumulated interest, into fully paid-up equity shares of
or prescribed by the respective statutory and other the Company, at any time during the currency of such
authorities while granting such approvals, consents, restructured facilities and/or additional facilities, at a
sanctions, permissions, in respect of the conversion price as determined in accordance with the applicable
right to the lenders to the Company who have provided laws, and to create, offer, issue and allot in one or more
the restructured facilities (‘Restructured Facilities’) to tranches, such number of fully paid-up equity shares of
the Company (‘CDR Lenders’) as per the terms of the the Company of the face value of ` 1 (Rupee One only)
approved Corporate Debt Restructuring package set to the Lenders which shall not exceed the amount of
out in the Master Restructuring Agreement (`MRA’) principal and interest outstanding of the restructured
dated June 29, 2012 (‘Approved CDR package’) and facilities and/or additional facilities, as the case may be
in respect of the conversion right to the lenders to applicable, as on the date of conversion of such loan.
the Company who have provided additional facilities
(‘Additional Facilities’) to the Company (`CLA Lenders’)
as per the terms of the Common Loan Agreement
By Order of the Board
(‘CLA’) executed on January 11, 2016 (hereinafter ‘CDR
For Hindustan Construction Co. Ltd
Lenders’ and ‘CLA Lenders’ collectively referred as
‘Lenders’) and subject to the right of the Company to
prepay the aforesaid restructured/additional facilities
SANGAMESHWAR IYER
as the case may be and whether upon or irrespective
Company Secretary
of an event of default, the Board of Directors of the
Company (hereinafter the ‘Board’, which term shall Registered Office:
be deemed to include any Committee thereof) be and Hincon House,
is hereby authorised to accept and consent of the 11th Floor, 247Park,
Company be and is hereby accorded to the Board to Lal Bahadur Shastri Marg,
accept the option of conversion as may be exercised Vikhroli (West),
by the Lenders with respect to Conversion rights as Mumbai 400 083
stipulated in the MRA and/or CLA respectively in order
Place : Mumbai
to convert all or any portion of the outstanding amounts
Date : June 3, 2016

HCC 90TH ANNUAL REPORT 2015-2016 173

NOTES FORMING PART OF THE NOTICE Secretarial Standards-2 on ‘General Meeting’.

1. A MEMBER ENTITLED TO ATTEND AND VOTE AT 6. The Register of Members and the Share Transfer Books
THE MEETING IS ENTITLED TO APPOINT PROXY of the Company will remain closed from Friday, July 8,
/ PROXIES TO ATTEND AND VOTE INSTEAD OF 2016 to Thursday, July 14, 2016 (both days inclusive)
HIMSELF AND THE PROXY NEED NOT BE A for the purpose of the Annual General Meeting of the
MEMBER OF THE COMPANY. A PERSON CAN Company.
ACT AS PROXY ON BEHALF OF MEMBERS NOT
7. The Register of Directors and Key Managerial Personnel
EXCEEDING FIFTY (50) IN NUMBER AND HOLDING
and their shareholding, maintained under Section
IN THE AGGREGATE NOT MORE THAN TEN
170 of the Companies Act, 2013 will be available for
PERCENT OF THE TOTAL SHARE CAPITAL OF THE
inspection by the members at the Annual General
COMPANY CARRYING VOTING RIGHTS. A MEMBER
Meeting of the Company.
HOLDING MORE THAN TEN PERCENT OF THE TOTAL
SHARE CAPITAL OF THE COMPANY CARRYING The Register of Contracts or Arrangements in which

VOTING RIGHTS MAY APPOINT A SINGLE PERSON the Directors are interested, maintained under Section

AS PROXY AND SUCH PERSON SHALL NOT ACT AS 189 of the Companies Act, 2013 will be available for

A PROXY FOR ANY OTHER MEMBER. inspection by the Members at the Annual General
Meeting of the Company.
IN ORDER THAT THE APPOINTMENT OF A PROXY
8. In compliance with the provisions of Section 129(3) of
IS EFFECTIVE, THE INSTRUMENT APPOINTING A
the Companies Act, 2013, (the Act)the Audited Financial
PROXY MUST BE RECEIVED AT THE REGISTERED
Statements of the Company include the Consolidated
OFFICE OF THE COMPANY, DULY COMPLETED AND
Financial Statements of the Company and all its
SIGNED, NOT LATER THAN FORTY-EIGHT HOURS
Subsidiaries as defined in the Act for consideration and
BEFORE THE COMMENCEMENT OF THE MEETING.
adoption by the Members of the Company.
I.E. BY 11.00 A.M. ON TUESDAY, JULY 12, 2016.
9. The Explanatory Statement setting out the material
2. Corporate Members intending to send their authorised
facts pursuant to Section 102 of the Companies Act,
representatives to attend the Annual General Meeting,
2013 (‘the Act’), relating to the Special Business to
pursuant to Section 113 of the Companies Act,
be transacted at the ensuing Annual General Meeting
2013, are requested to send a duly certified copy of
(AGM) is annexed hereto and forms part of this Notice.
their Board Resolution together with the respective
specimen signature of the representative(s) authorised 10. The Members are requested to:
under the said resolution to attend and vote on their
(a) Intimate change in their registered address, if any,
behalf at the Meeting.
to the Company’s Registrar and Share Transfer
3. Members, Proxies and Authorised representatives are Agents, TSR Darashaw Limited at 6-10, Haji Moose
requested to bring to the Meeting, the Attendance Patrawala Indl. Estate, 20, Dr. E. Moses Road,
Slip enclosed herewith duly completed and signed for Near Famous Studio, Mahalaxmi, Mumbai – 400
attending the Meeting. 011 in respect of their holdings in physical form.

4. In case of joint holders attending the Meeting, the (b) Notify immediately any change in their registered
joint holder who is higher in the order of names will address to their Depository Participants in respect
be entitled to vote at the Meeting, if not already voted of their holdings in electronic form.
through remote e-voting. (c) Non-Resident Indian Members are requested to
5. A Route Map showing the directions to reach the inform TSR Darashaw Limited immediately of the
venue of the Annual General Meeting is given at change in residential status on return to India for
the end of this Notice as per the requirement of the permanent settlement.

174
 (d) Please note that in accordance with the provisions entitled to receive such communication in physical form
of Section 72 of the Companies Act, 2013, by post free of cost, upon making a request for the
members are entitled to make nominations same. For any such communication, the members may
in respect of the Equity Shares held by them. also send requests to the Company’s investor email
Members desirous of making nominations may id: secretarial@hccindia.com. For members who have
procure the prescribed form SH-13 from the not registered their email address, physical copies of
Registrar & Share Transfer Agents, TSR Darashaw the Annual Report for 2015-16 and this Notice of the
Limited and have it duly filled, signed and sent 90th Annual General Meeting of the Company inter alia
back to them, in respect of shares held in physical indicating the process and manner of e-voting along
form. Members holding shares in dematerialised with Attendance Slip and Proxy Form is being sent to
mode, should file their nomination with their them in the permitted mode.
Depository Participant (DP).
13. Appointment of Director:
11. GREEN INITIATIVE:
Details of the Director seeking appointment at the
SEBI and the Ministry of Corporate Affairs encourages Annual General Meeting, as required in terms of
paperless communication as a contribution to greener Regulation 36(3) of the SEBI(Listing Obligation and
environment. Disclosure Requirement) regulations, 2015 (‘SEBI
Members holding shares in physical mode are Listing Regulations’) is provided in the Annexure A to
requested to register their e-mail ID’s with – Company’s the Explanatory Statement to the Notice.
Registrar and Share Transfer Agents, TSR Darashaw 14. Members may also note that the Notice of the
Limited at 6-10, Haji Moose Patrawala Indl. Estate, 20, 90th Annual General Meeting and the Annual Report
Dr. E. Moses Road, Near Famous Studio, Mahalaxmi, for 2015-16 will also be available on the Company’s
Mumbai – 400 011 and Members holding shares in website www.hccindia.com for their download.
demat mode are requested to register their e-mail ID’s
with their respective Depository Participants (DPs) in 15. Members wishing to claim dividends, which remain
case the same is still not registered. unclaimed are requested to correspond with TSR
Darashaw Limited, Registrar & Share Transfer Agent.
If there is any change in the e-mail ID already registered
Members are requested to note that dividends not
with the Company, members are requested to
claimed within seven years from the date of transfer
immediately notify such change to the Registrars &
to the Company’s Unpaid Dividend Account, will
Share Transfer Agents of the Company in respect of
be transferred to the Investor Education Protection
shares held in physical form and to their respective DPs
Fund, as per Section 124 of the Companies Act, 2013
in respect of shares held in electronic form.
(corresponding to Section 205A of the ertswhile
12. In terms of Section 101 and 136 of the Companies Act, Companies Act, 1956).
2013 read together with the Rules made thereunder,
16. Voting:
the copy of the Annual Report for 2015-16 including
Financial Statements, Board’s report etc. and this All persons whose names are recorded in the Register
Notice of the 90 Annual General Meeting of the
th of Members or in the Register of Beneficial Owners
Company inter alia indicating the process and manner maintained by the Depositories as on the cut-off date
of e-voting along with Attendance Slip and Proxy namely, July 7, 2016 only shall be entitled to vote at
Form is being sent by electronic mode to all those the General Meeting by availing the facility of remote
Members whose e-mail ID’s are registered with their e-voting or by voting through Ballot form at the
respective Depository Participants unless any member General Meeting. If a person was a Member on the
has requested for a physical copy of the same. Even date of Book Closure as aforesaid but has ceased to
after registering for e-communication, members are be a Member on the cut-off date, he/she shall not be

HCC 90TH ANNUAL REPORT 2015-2016 175

 entitled to vote. Such person should treat this Notice for voting thereafter. Once the vote on a resolution is
for information purpose only. cast by the member, the member shall not be allowed
to change it subsequently.
General Information:
The voting rights of Members shall be in proportion of
In compliance with the provisions of Section 108 of
the paid-up equity share capital of the Company as on
the Companies Act, 2013, Rule 20 of the Companies
the cut-off date ie. July 7, 2016.
(Management and Administration) Rules, 2014 as
amended from time to time and sub clause (1) & (2) Mr. B. Narasimhan, Proprietor B. N. & Associates
of Regulation 44 of SEBI Listing Regulations, the Practising Company Secretary (Membership No. FCS
Company is pleased to provide e-voting facilities to its 1303 and Certificate of Practice No. 10440) has been
members in respect of the business to be transacted at appointed as the Scrutinizer to scrutinize the remote
the 90 Annual General Meeting (AGM). The Company
th e-voting process and voting at AGM, in a fair and
has engaged the services of National Securities transparent manner and he has communicated his
Depository Ltd (NSDL) as authorised agency to provide willingness to be appointed and will be available for the
the facility of casting the votes by the members using same purpose.
an electronic voting system from a place other than the The Chairman shall, at the AGM, at the end of
venue of the AGM) (‘remote e-voting’). It is clarified that discussion on the resolutions on which voting is to be
it is not mandatory for a Member to vote using remote held, allow voting with the assistance of the Scrutinizer,
e-voting facility. by use of ‘Ballot Form‘ for all those members who are
The facility for voting through ballot form shall be made present at the AGM but have not cast their votes by
available at the AGM for those Members who have not availing the remote e-voting facility.

cast their votes earlier. The Scrutinizer shall after the conclusion of voting by

The members who have cast their votes by remote Ballot form at the general meeting, first count the

e-voting prior to the AGM may also attend and votes cast at the meeting and thereafter unblock the
votes cast through remote e-voting in the presence of
participate in the AGM but they shall not be entitled to
at least two witnesses not in the employment of the
cast their vote again at the AGM.
Company and shall make, not later than three days of
Members can opt for only one mode of voting ie. either the conclusion of the AGM, a consolidated Scrutinizer’s
by e-voting or by Ballot Form at the AGM. In case Report of the total votes cast in favour or against, if
Members cast their votes through both the modes, any, to the Chairman or a person authorised by him in
voting done by e-voting shall prevail and the votes cast writing, who shall countersign the same and declare
through Ballot Form at the AGM shall be treated as the result of the voting forthwith.
invalid.
The Results declared alongwith the report of the
Resolutions passed by Members through e-voting or Scrutinizer shall be placed on the website of the
through Ballot Form at the AGM, are deemed to have Company www.hccindia.com and on the website of
been passed as if they have been passed at the AGM. NSDL immediately after the declaration of result by the
Chairman or a person authorised by him in writing. The
The remote e-voting period will commence on Sunday,
results shall also be uploaded on the BSE Listing Portal
July 10, 2016 (9:00 am) and will end on Wednesday,
and on the NSE NEAPS Portal.
July 13, 2016 (5:00 pm). During this period, Members
of the Company, holding shares either in physical form Subject to receipt of requisite number of votes, the
or in dematerialized form, as on the cut-off date of Resolutions shall be deemed to be passed on the date
July 7, 2016, may cast their vote by remote e-voting. of the Annual General Meeting i.e Thursday, July 14,
The remote e-voting module shall be disabled by NSDL 2016.

176
Voting through Electronic means: ix) Cast your vote by selecting appropriate option
and click on ‘Submit’ and also ‘Confirm’ when
Process and manner for remote e-voting:
prompted.
A. For Members whose e-mail addresses are
x) Upon confirmation, the message ‘Vote cast
registered with the Company/Depositories:
successfully’ will be displayed.
i) Those Members whose valid e-mail IDs are
xi) Once you have voted on the resolution, you will
registered with the Company/Depository
not be allowed to modify your vote.
Participant(s) will receive an email from NSDL.
xii) Institutional Members (i.e. other than individuals,
ii) Open the email and thereafter open the attached
HUF, NRI etc.) who wish to cast their votes
PDF file viz; ‘remote e-voting.pdf’ with your
through remote e-voting are required to send
Client ID or Folio No. as password. The said PDF
scanned copy (PDF/JPG Format) of the relevant
file contains your user ID and password/PIN for
Board Resolution/ Authority letter etc. together
remote e-voting. Please note that the password is
with attested specimen signature(s) of the duly
an initial password.
authorised signatory(ies) who is/are authorised
iii) Launch internet browser by typing the following to vote, to the Scrutinizer through an e-mail to
URL: https://www.evoting.nsdl.com/ evoting.hcc@gmail.com with a copy marked to
evoting@nsdl.co.in
iv) Click on Shareholder – Login
B. For Members whose e-mail addresses are not
v) Put user ID and password as initial password/PIN
registered with the Company/Depositories:
noted in step (i) above.
i) Such Members [including those Members who
If you had logged on to www.evoting.nsdl.com
have requested for a physical copy] will receive
earlier and registered for remote e-voting of any
a physical copy of the Notice of AGM. Initial
Company, then your existing user ID and existing
password is provided as below/at the bottom of
password/PIN is to be used. Click Login.
the Attendance Slip for the AGM:
vi) Password change menu appears. Change the
password/PIN with new password of your choice ii) EVEN (Remote e-voting USER PASSWORD/
with minimum 8 digits/characters or combination Event Number) ID PIN
thereof. Please keep a note of your new password.

It is strongly recommended not to share your

password with any other person and take utmost iii) Please follow all steps from Sl. No. (iii) to Sl. No.
care to keep your password confidential. (xii) above, to cast vote.

vii) Home page of remote e-voting opens. Click on Additional Information:

remote e-voting: Active Voting Cycles. In case Members have any queries relating to remote
e-voting, they are requested to refer the ‘Frequently
viii) Select ‘EVEN’ of ‘Hindustan Construction
Asked Questions (FAQs) for Members’ and ‘Remote
Company Limited.’
e-voting User Manual for Members’ available at the
ix) Now you are ready for remote e-voting as ‘Cast downloads section of www.evoting.nsdl.com or call on
Vote’ page opens. toll free no.: 1800-222-990.

HCC 90TH ANNUAL REPORT 2015-2016 177

 Members may also send their queries relating to 17. All documents referred to in the accompanying Notice
e-voting to Ms. Pallavi Mhatre, Assistant. Manager, and the Explanatory Statement shall be open for
NSDL at: inspection at the Registered Office of the Company
E-mail id: evoting@nsdl.co.in between 11.00 am and 1 pm on all working days except
Toll free No.: 1800-222-990 Saturdays, upto and including the date of the Annual
Tel. No.: 022 2499 4545 General Meeting of the Company.

Members are requested to update their mobile

numbers and e-mail IDs in the user profile details of the
folio, which may be used by the Company for sending By Order of the Board
future communication(s) to them. For Hindustan Construction Co. Ltd

Any person, who acquires shares of the Company and

becomes a member of the Company after despatch SANGAMESHWAR IYER
of the notice and holding shares as of the cut-off date Company Secretary
i.e. July 7, 2016, may obtain the login ID and password
by sending a request at evoting@nsdl.co.in or Issuer / Registered Office:
RTA. However, if you are already registered with NSDL Hincon House,
11th Floor, 247Park,
for remote e-voting then you can use your existing Lal Bahadur Shastri Marg,
user ID and password for casting your vote. If you have Vikhroli (West),
forgotten your password, you can reset your password Mumbai 400 083
by using ‘Forgot User Details/Password’ option
Place : Mumbai
available on www.evoting.nsdl.com or contact NSDL at Date : June 3, 2016
the following toll free no.: 1800-222-990.

178
Annexure to the Notice Board of Directors has appointed Mr. N. R. Acharyulu
(DIN: 02010249) as an Additional Director on the Board of
Item No. 2 the Company in the category of Non-Executive Director,
liable to retire by rotation. Mr. N. R. Acharyulu would hold
The Members of the Company had, at the 88th Annual
office upto the date of the forthcoming Annual General
General Meeting held on June 20, 2014, approved the
Meeting of the Company. The Company has received a
appointment of M/s Walker Chandiok & Co. LLP, Chartered
Notice under Section 160 of the Companies Act, 2013,
Accountants, Mumbai, bearing Firm Registration No.
from a member of the Company alongwith the deposit of
001076N, as Auditors, to hold office from the conclusion of
requisite amount, signifying an intention to propose Mr. N.
that AGM until the conclusion of the 6th AGM held thereafter
R. Acharyulu as a candidate for the office of Director at the
(subject to ratification of the appointment by the Members
forthcoming Annual General Meeting.
at every AGM held after that AGM).
Mr. Acharyulu has a distinguished career having more
Rule 3(7) of Companies (Audit and Auditors) Rules, 2014,
than forty six years of enriched experience and has held
states that appointment of the auditor shall be subject to
various leadership positions during his long stint. He had
ratification by the members at every AGM till the expiry of
a remarkable rise during his career, due to his business
the term of the Auditor.
acumen, project management and leadership skills.
In view of the above, the existing appointment of M/s
A Mechanical Engineer from Andhra University,
Walker Chandiok & Co. LLP, Chartered Accountants,
Mr. Acharyulu joined HCC in 1970 as Junior Engineer at
Mumbai covering the period from the conclusion of this
Idukki Hydroelectric Power project in Kerala.
ensuing AGM until the conclusion of the next Annual
General Meeting to be held in the FY 2017-18, is being Over the years, he worked on various projects covering all
placed for members’ ratification. segments viz., Hydro, Transport, Water, Marine & Nuclear/
Industrial structures, During this tenure, he worked on
The Board recommends the passing of the Ordinary
various state-of-art mining and tunneling equipments
Resolution at Item No. 2 of the accompanying Notice for
including tunnel boring machines.
approval by the Members of the Company.
During his career with HCC, he was entrusted with
None of the Directors and Key Managerial Personnel of
responsibilities of heading the Plant and Equipment
the Company or their respective relatives are in any way
department since 1991. Thereafter he headed the
concerned or interested, financially or otherwise, in the
Construction Engineering and Methodology Group (CEMG)
Resolution mentioned at Item No. 2 of this Notice.
in 2001 for some time before he was made the Project
Explanatory Statement in respect of the Controller of the Water Supply and Irrigation Projects in
Special Business pursuant to Section 102 of 2004. He was then made the Head of Water Vertical in 2007
the Companies Act, 2013 and later given the independent responsibility of Claims Task
force in 2011.
Item No. 3
Mr. Acharyulu became the Chief Operating Officer of HCC
Mr. N. R. Acharyulu (DIN: 02010249), was employed as
in mid of 2012 and then was given the charge to head the
Chief Business Development Officer of the Company and
Sales and Tendering Division, since 2014 with the sole aim
upon conclusion of his contract period, the Nomination and
to build the order book.
Remuneration Committee of the Board of Directors, vide
its resolution dated May 2, 2016 has recommended his Accordingly, the Board recommends the resolution
appointment as an Additional Director on the Board of the contained in item no. 3 of the accompanying notice for
Company in the category of Non-Executive Director. approval of the members as an Ordinary Resolution.

Based on the above recommendation from Nomination and Except Mr. Acharyulu, none of the Directors, Key Managerial
Remuneration Committee and in accordance with Section Personnel of the Company or their respective relatives are
161 of the Companies Act, 2013 read with Article 88 of the in any way concerned or interested, financially or otherwise,
Articles of Association of the Company, on May 2, 2016, the in the Resolution mentioned at Item No. 3 of this Notice.

HCC 90TH ANNUAL REPORT 2015-2016 179

This Explanatory Statement may also be regarded as a As the managerial remuneration of ` 10,65,60,000 per
disclosure under Regulation 36(3) of the SEBI Listing annum payable to Mr. Ajit Gulabchand, Chairman and
Regulations. Managing Director, was in excess of the limits specified

Item No. 4 in Paragraph (C) of Section II of Part II of the Schedule

XIII to the earlier Act, as per the requirements of the said
Considering the financial position of the Company, Schedule, the Company had made necessary application
Mr. Ajit Gulabchand, Chairman & Managing Director of the
to Central Government for its approval for the payment
Company had at the time of his re-appointment expressed
of aforesaid remuneration for the period of three years
his desire to maintain his remuneration for the period of
effective from April 1, 2013 to March 31, 2016 and the same
3 years effective from April 1, 2013 to March 31, 2016 at
is awaited.
the same level as of FY 2012-13 as approved earlier by
the Shareholders of the Company by way of a Special As the profit computation of the Company as per Section
Resolution at its Annual General Meeting held on 198 of the Companies Act, 2013, for FY 2015-16 was
June 15, 2012. inadequate for payment of managerial remuneration to
Mr. Ajit Gulabchand, the Nomination and Remuneration
The Remuneration Committee of the Board and the Board
of Directors of the Company at its Meeting held on March Committee of the Board and the Board of Directors had at
28, 2013, subject to the approval of the Shareholders their respective meetings held on June 3, 2016 approved
and the Central Government and in accordance with the an annual remuneration as specified in the Resolution
provisions of Schedule XIII to the Companies Act, 1956 No. 4 for the FY 2016-17 for Mr. Ajit Gulabchand and the
(‘Earlier Act’), had approved his remuneration for a period of same is within the yearly limit of remuneration payable in
three years effective from April 1, 2013 to March 31, 2016 accordance with Section II of Part II of Schedule V of the
at the same level as of FY 2012-13 as was earlier approved Companies Act, 2013.
by the Shareholders of the Company by way of Special
As per Schedule V to the Companies Act, 2013, the
Resolution at its Annual General Meeting held on
payment of the aforesaid managerial remuneration has to
June 15, 2012.
be approved vide special resolution by the shareholders of
Accordingly the members had, at the Annual General the Company.
Meeting (AGM) of the Company held on June 21, 2013,
Company Information:
approved the re-appointment of Mr. Ajit Gulabchand as the
Managing Director designated as Chairman & Managing In view of the unprecedented economic instability prevalent
Director of the Company for a period of 5 years with effect in the global environment the Indian economy has also been
from April 1, 2013 and his terms of remuneration were seriously affected in the last 5 – 6 years. There has been
approved by the shareholders at the same level as of a sense of slow growth felt across various sectors which
FY 2012-13, for a period of three years effective from has resulted in a slowdown in the economy and thereby
April 1, 2013 to March 31, 2016. slackened demand in Infrastructure.
The aforesaid resolution and the accompanying explanatory The present financial performance of the Company reflects
statement approved by the Members at the foregoing the tough economic and business environment. As a
AGM, interalia, stated that if the Company has no profits
consequence of developments which were beyond the
or its profits are inadequate in any financial year, during
control of management, mainly delays in decision making
the currency of their tenure, the Company shall pay the
by the Company’s major clients and delays in settlement
approved remune-ration as Minimum remuneration to the
of claims, the expected cash flows have not materialized
Chairman and Managing Director, as per relevant applicable
for the Company and the Interest costs have continued
provisions of law including provisions as contained in
to remain high. As a consequence, the Company has
Schedule XIII to the Companies Act, 1956. (‘the Act’)
witnessed lower margins coupled with high interest
including any amendments thereto or any modifications
costs which has resulted in lower operating profits for the
or statutory re-enactment thereof and/or any rules or
Company on a year-on-year basis.
regulations framed there under.

180
Section 198 read with Section II of Part II of Schedule V As the payment of remuneration to Mr. Ajit Gulabchand,
to the Companies Act. 2013 (‘Act’), interalia, necessitates Chairman & Managing Director for the financial year 2016-17
the Company to comply interalia with the conditions is within the yearly limit of remuneration as laid down in
stipulated there under including seeking approval from the Section 198 read with Schedule V to the Act, shareholders
shareholders by way of a special resolution for payment approval vide Special Resolution is sought for the said
of remuneration for a period not exceeding three years proposal.
for payment of managerial remuneration by the Company,
In terms of compliance, interalia, with the conditions
if in any financial year, during the currency of the tenure
stipulated in Section II of Part II of Schedule V to the Act,
of a managerial person, it has no profits or its profits are
information is as furnished below:
inadequate.

I. GENERAL INFORMATION:

(1) Nature of Industry Engineering and Construction.

(2) Date of Commencement of commercial Production Not Applicable

(3) In case of new Companies, expected date of commencement of activities as Not Applicable
per project approved by Financial Institutions appearing in the Prospectus in the
Prospectus

(4) Financial Performance:

Financial parameters of the Company for the last five financial years:

(` in crore)
Sr. Particulars Year
No.
2011-12 2012-13 2013-14 2014-15 2015-16
1 Paid-up Capital 60.67 60.67 60.67 64.59 77.92
2 Reserves and Surplus 1,239.44 1,102.11 1,186.73 1,322.86 1784.91
3 Turnover * 4,010.60 3,838.65 4,113.49 4,301.14 4,190.90
4 Net Profit/(Loss) as per Sec 198 (314.02) (209.06) 12.79 139.54 73.11
of the Companies Act, 1956 /
Companies Act, 2013
* Turnover include Company’s share in Turnover of Integrated Joint Ventures

(5) Export Performance, Net Foreign Exchange There is no foreign collaboration for any
Earnings and Collaborations: investment.

During the year 2015-16, the accrued value of II. INFORMATION ABOUT THE APPOINTEE:
exported goods or services on F.O.B. Basis and
(1) Background details:
work bills realized on contracts is ` 97.72 crore. The
Company has no foreign collaboration. Mr. Ajit Gulabchand:
(6) Foreign Investments or Collaborators, if any: Mr. Ajit Gulabchand, Chairman & Managing
As of March 31, 2016, the aggregate number Director is B.Com (Hons) and aged 67 years. He
of Equity Shares held by Foreign Institutional has over three decades of enriched experience in
Investors (FIIs) and Foreign Portfolio Investment construction business and has served the Board
(FPIs) is 8,04,39,995 Equity Shares of ` 1 each of HCC, as Managing Director from April 01,
which constitutes 10.32% of the Paid up Equity 1983 and was elevated as the Chairman of the
Share Capital of the Company. Company in May 1994. Since then, he has been

HCC 90TH ANNUAL REPORT 2015-2016 181

 re-appointed from time to time, for a period of 5 Forum’s Engineering and Construction community
years each. His present tenure of re-appointment along with Humanitarian organizations. He is also
as Managing Director designated as Chairman & the founder member and Chair of Disaster Resource
Managing Director of the Company was approved Network, India. He is member of Future of Urban
by the Board of Directors of the Company at its Development Services Steering Board and member
meeting held on March 28, 2013 for the period of of Partnering Against Corruption Initiative Steering
five years w.e.f. April 1, 2013 and the same was Board of World Economic Forum. He is member of
also approved by the shareholders at the Annual the Private Sector Advisory Group, United Nations
General Meeting of the Company held on International Strategy for Disaster Risk Reduction
June 21, 2013. (UNISDR) and member of UK India Business Council
(UKIBC) Advisory Council. He is Member of Board
(2) Past Remuneration:
of Trustees – New Cities Foundation and has been
Mr. Ajit Gulabchand: the Past President of International Federation of
Asian and Western Pacific Contractors’ Associations
The details of Salary, Perquisites and Allowances
(IFAWPCA) (2011-12).
and other retiral benefits paid/payable to Chairman
& Managing Director in the last three financial He is the Chairman of the Governing Council of
years i.e. 2013-14, 2014,15 and 2015-16 are as the Construction Skills Development Council of
given below: India. He is member of CII National Council and
President of the Construction Federation of India.
(Amount in `)
Period Annual Salary, Mr. Gulabchand is also the first Asian signatory
Perquisites, to endorse the United Nations’ Global Compact’s
Allowances and CEO Water Mandate. He is signatory member of
Retirals Caring for Climate, United Nation’s action platform
01/04/2013 31/03/2014 10,65,60,000 for business and Signatory member of WEF’s
01/04/2014 31/03/2015 10,65,60,000 CEO Climate Leaders. He is Executive Committee
01/04/2015 31/03/2016 10,65,60,000 Member of TERI’s (The Energy and Resources
Institute) Business Council for Sustainable
(3) Recognition/Awards:
Development (for the period 2015-18). He is
Mr. Ajit Gulabchand’s Global Engagements: Chairman of the Board of Governors and Board of
Mr. Ajit Gulabchand has received several global Trustees of the National Institute of Construction
recognitions and accolades during his tenure as Management and Research (NICMAR) and
Managing Director. Alongside his responsibilities at Chairman of the Administrative Council of the
HCC, Mr. Gulabchand holds leadership positions in Walchand College of Engineering.
several key industry bodies. He is the Co-Chair of (4) Job Profile and Suitability:
the Governor’s Steering Board of the Infrastructure
Mr. Ajit Gulabchand:
and Urban Development Community at the World
Economic Forum, Geneva. A regular participant Mr. Ajit Gulabchand is the Chairman & Managing
at the World Economic Forum (WEF) for over Director of our Company having more than 3
two decades, Mr. Gulabchand was the first Asian decades of rich experience in construction industry.
to Chair the Governor’s Steering Board of the He functions under the control, superintendence
Engineering & Construction Community at WEF in and direction of the Board of Directors. Under his
Davos, 2011. He also served as a Co-Chair at the able leadership, the Company which was primarily
WEF’s India Economic Summit in 2010. He is the engaged in the Construction sector has since then
Chair of the Disaster Resource Partnership, formed executed a wide range of construction projects
in coordination between the World Economic in diverse segments such as transportation,

182
 hydro power, nuclear projects, oil & gas pipeline, Managing Director for FY 2016-17 has been fully
irrigation & water supply and urban Infrastructure set out in the Special Resolution at Item No. 4.
and thus the Company has established itself as a
(6) Comparative Remuneration Profile with respect
leading Engineering & Construction (or ‘E&C’) and
to Industry, Size of the Company, Profile of the
Infrastructure development Company in India.
position and person:
With his unstinted contribution, the Company has
Considering the size of the Industry in which
invested in cutting-edge technologies, adopted
the Company operates, the challenging and
best work practices and stressed on global
competitive business environment, the size of the
operational standards to promote responsible
Company, the business acumen and dynamism
infrastructure development in India. The Company
expected in discharge of the role of the Chairman
has executed a majority of India’s landmark
& Managing Director, the shareholders of the
infrastructure projects, having constructed 25%
Company, at the Annual General Meeting held on
of India’s Hydel Power generation and over 50%
June 21, 2013, had approved the re-appointment
of India’s Nuclear Power generation capacities,
of Mr. Ajit Gulabchand as the Managing Director
over 3,100 lane km of Expressways and Highways,
designated as Chairman & Managing Director of
more than 200 km of complex Tunneling and over
the Company for a period of 5 years with effect
324 Bridges. The Company’s landmark projects
from April 1, 2013 and his terms of remuneration
include the Bandra Worli Sea Link, Mumbai −
were approved at the same level as of FY 2012-13,
India’s first and longest open sea cable-stayed
for a period of three years effective from
bridge; the Kolkata Metro, Farakka Barrage and
April 1, 2013 to March 31, 2016 which was
India’s largest nuclear power plant at Kudankulam –
commensurate to comparative remuneration paid
Tamil Nadu, to name a few.
in the Industry considering his competence and
In the present challenging business environment, invigorating leadership provided to the Company
the duties and responsibilities of for more than 3 decades which ensured sustained
Mr. Ajit Gulabchand, Chairman & Managing growth for the Company.
Director, has continued to grow manifold and is
As the profit computation of the Company as
increasingly complexed. There is an imperative
per Section 198 of the Companies Act, 2013,
need for formulation of competitive strategies and
for FY 2015-16 was inadequate for payment of
ongoing review for successful implementation
managerial remuneration to Mr. Ajit Gulabchand,
in order to provide an impetus to the growth
the Nomination and Remuneration Committee
prospects of the Company. This enduring process
of the Board and the Board of Directors had at
necessitates his continued focus and higher
their respective meetings held on June 3, 2016
involvement in managing the overall affairs of the
approved an annual remuneration for FY 2016-17
Company.
for Mr. Ajit Gulabchand which is within the yearly
Needless to say, in these tough times, the limit of remuneration payable in accordance with
Company ought to be continuously guided and lead Section II of Part II of Schedule V of the Companies
under the able leadership of Mr. Ajit Gulabchand Act, 2013.
with whose rich and dynamic experiential
The annual remuneration proposed for
background, the Company can remain oriented
Mr. Ajit Gulabchand for FY 2016-17 has been
and look forward to steer through the challenging
computed with reference to the Effective Capital of
times and bounce back on the growth trajectory.
the Company as on March 31, 2016.
(5) Remuneration proposed:
(7) Pecuniary Relationship, directly or indirectly,
Details of the remuneration which is proposed with the Company or relationship with the
to be paid to Mr. Ajit Gulabchand, Chairman & Managerial Personnel, if any:

HCC 90TH ANNUAL REPORT 2015-2016 183

 Other than Ms. Shalaka Gulabchand Dhawan, growth of over 8%, there are several gaps
Whole-time Director, Mr. Ajit Gulabchand, prevailing today in terms of road networks, power,
Chairman & Managing Director is not related to water works, urban infra-structure and logistics
any managerial personnel in the Company. support facilities in India. Bridging these gaps is
Mr. Ajit Gulabchand does not have any pecuniary essential to create a more competitive economy
relationship, directly or indirectly with the Company that can cater to domestic and global demand. In
or with any managerial personnel besides the fact, several estimates by research organisations
remuneration set out in the resolution at Item suggest a requirement of over US$1 trillion
No. 4 and except to the extent of the Promoter investment in the sector over the next five years.
shareholdings in the Equity Share Capital of the
The biggest issue in the sector is the legacy of
Company.
stalled projects, which have accumulated due to
III OTHER INFORMATION: the freeze in decision making over the last four
(1) Reasons for loss or inadequate profits: years of the previous government. This legacy
has far reaching adverse repercussions on the
Overview of the Construction Sector
execution of work going forward. During the
The construction and infrastructure sector and last financial year, the GoI had taken steps to
economic growth have a symbiotic relationship. expedite the progress of stalled projects and
As described in The Economic Survey of India, constituted a special project monitoring group
2015-16, infrastructure is a sine qua non or (PMG) to support this initiative. As per the latest
absolute necessity for robust economic growth available data, a total of 304 projects involving an
in India. In direct terms, the construction sector investment of ` 12,75,877 crore remain stalled as
is the second largest segment after agriculture on February 1, 2016. While this is 33% less than
in India’s economy providing employment to 40 the figure released by the PMG in March 2015,
million people and contributing to around 8% of new projects are being added to the stalled list
India’s GDP. In indirect terms, as noted in a study on a quarterly basis. In fact, the top 100 stalled
conducted by ASSOCHAM, the output multiplier projects — mostly in the power, steel, railways and
demonstrates how an increase in demand of petroleum sectors — account for the lion’s share of
Indian construction sector can lead to an increase investments at ` 10,41,281 crore.
in overall output of the economy by 2.4 times
thereby showcasing strong backward linkages Not surprisingly, this legacy of stalled projects has
of the sector with ancillary and complementary generated a vicious cycle of financial instability for
industries such as cement, steel, iron, bricks, infrastructure related companies and banks.
sand, chemicals, heavy machines and equipment, In this environment, the entire infrastructure and
sanitary ware, wood, electrical and other fixtures, construction sector is highly strapped for cash. As
paints and others. long as such legacy issues are not expeditiously
Equally, steady economic growth is essential to dealt with, there is very little scope of serious
create a balance between risk and return in long revival of the sector as most companies do not
term investments like infrastructure projects, in have the financial strength to absorb the losses of
order to attract capital into the sector. Finally, the the past and continue financing new projects.
general economic well-being and purchasing power
Overview of the Company
of the population needs to improve to afford and
sustain better infrastructure. Hindustan Construction Company Ltd., (HCC)
is a 90 year old business entity and among
Key Concerns for the Infrastructure /
the leading engineering, construction and
Construction Sector
infrastructure development companies in India.
Given India’s ambition for sustained economic With an engineering heritage of nearly 100

184
 years, the Company has executed a majority

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of India’s landmark infrastructure projects, of 5% over the previous year. The EBITDA
having constructed 25% of India’s Hydel Power margin has increased from 18.7% in 2014-15
generation and over 50% of India’s Nuclear Power to 19.9% in 2015-16.
generation capacities, over 3,100 lane km of


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` 84.97 crore for
Expressways and Highways, more than 200 kms
2015-16
of complex tunneling and over 324 Bridges. HCC’s
landmark projects include the Bandra Worli Sea (2) Steps taken or proposed to be taken for
Link, Mumbai − India’s first and longest open sea improvement:
cable-stayed bridge; the Kolkata Metro, Farakka
Like most companies in the construction industry
Barrage and India’s largest nuclear power plant at
in India, over the last few year’s HCC has had to
Kudankulam – Tamil Nadu, to name a few.
grapple with slowdown in orders and large cost
HCC is one of the oldest infrastructure over-runs in stalled projects, which have not been
development companies in India, founded by duly compensated by the clients. Consequently,
Seth Walchand Hirachand in 1926 and continues the debt burden has increased in a manner that is
to complete projects of national interest with
not commensurate with the size of its operations
a track record of timely completion and as
and there has been severe stress in terms of
a preferred contractor to Central and State
cash flows. To counter this, the Company had
Authorities. Focussing primarily on large scale
realigned its business strategy with emphasis on
projects, the Company has a presence across
capital conservation, productivity and increased
most infrastructure related sectors in India. It has
cash generation. This included renewed focus on
always looked to create competitive advantage
core operations, streamlining processes for cost
by adopting world class practices and operational
optimisation, and proactively work on recovering
processes and is one of the pioneers in promoting
uncompensated expenses through established
responsible infrastructure development in India.
processes.
As a business group of global scale, it has
To help support the revival plan and provide
expertise in developing construction, infrastructure,
urban development projects and integrated necessary breathing space for the Company in
townships and is an integral part of the terms of obligatory payments, HCC had availed a
Infrastructure development value chain in the Corporate Debt Restructuring (CDR) package with
country. a consortium of its bankers in 2012-13. During the
course of its implementation, the banks have been
Financial Performance of the Company:
largely supportive and have helped the Company
With market conditions reflecting slowdown in deal with continuing issues prevailing in the
orders and large cost overruns in stalled projects, industry.
HCC’s financial performance is largely a reflection
The realigned business strategy of the Company
of its efforts at streamlining operations, optimising
has focused on generating cash from monetisation
efficiencies of on-going projects and a concerted
of non-core assets. To accomplish this, the
push to pursue just financial claims at every level.
Company has sold operating building and some
The salient points of the performance are:
land parcels. However, this has been a more


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difficult task in the current environment where
` 18,123 crore. The Company also has a record there are hardly any buyers of infrastructure
number of L-1 positions in bids aggregating to assets and mainly under development assets. It
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investments — such as the toll-road projects under
to ` 4190.9 crore in 2015-16 HCC Infrastructure — will take longer time. In a

HCC 90TH ANNUAL REPORT 2015-2016 185

 different vein, the efforts of HCC Infra-structure to that we are far from being on the runway for a
effect stake sales have been limited by contractual take-off. And, one of the biggest anxieties relate
obligations imposed by the National Highways to infrastructure and construction activities, which
Authority of India. not only provide the sinews for further economic
growth but also provide serious opportunities for
HCC is aware of the fact that it has to significantly
increasing employment for the country’s huge
increase its turnover to establish equilibrium
labour force.
with the size of its balance sheet. However, the
Company is conscious that the increased turnover As far as the Company is concerned, 2015-16 has
must be sufficiently profitable to generate the been a step in the right direction for HCC. The
kind of cash requirements that can service its Company started the year with an order backlog of
debt exposure. Consequently, profitable business ` 14,451 crore. The focus on acquiring large orders
development has been a thrust area for the has helped the Company grow the order backlog
Company. by 25% to ` 18,123 crore. Given the market
dynamics and HCC’s competitive strengths, most
(3) Expected increase in productivity and profits in
of the new projects have been in the roads and
measurable terms:
nuclear power sectors. The foray into buildings has
The Government of India (GoI) has certainly also started paying dividend.
recognised the importance of ac-celerating
Much of the Company’s performance in 2015-16
investments in infrastructure to boost the country’s
is reflected in its standalone financial statements,
slowing economy and launched several reform
which reflects the results of primarily the
measures to boost sectors like roads, railways,
engineering and construction business. This
power distribution, rural and urban development.
financial performance is largely a reflection
The Union Budget 2016-17 has allocated a record of HCC’s efforts at streamlining operations,
` 2.21 lakh crore for the infrastructure sector. The optimising efficiencies of on-going projects and a
roads sector alone has been allocated concerted push to pursue pending dues at every
` 97,000 crore as the government plans to award level.
10,000 kilometres of new road projects in 2016-
17, including ` 19,000 crore earmarked for rural HCC continued with its emphasis on sustained
roads under the Pradhan Mantri Gram Sadak Yojna. improvements in project execution efficiencies
In addition, the Government has initiated several by setting norms and adopting a strict monitoring
mechanism for key operational parameters across
policy reform measures to support the sector.
projects. These have resulted in notable gains in
This includes promotion of hybrid method of road
terms of inventory turnover, operating margins,
development, reform measures for state electricity
cash collections as well as employee productivity.
boards and power distribution, redeveloping inland
waterways and thrust on renewable energy. Specific thrust areas have been identified for all
Unfortunately, much of the measures are yet to functional departments to bring about quantum
translate into development work on the ground, reduction in direct cost of construction. In order
and important initiatives like changes to the land to concentrate on value generating large projects,
acquisition bill and issues related to coal allocations focus was laid on expeditious closing out of old
are yet to be resolved politically. projects which has helped release both equipment
and management bandwidth.
These planned investments and initiatives, if
realized, can propel the country’s economic growth The project management teams, through
to a higher trajectory. collaborative engagement with clients, worked on
various solutions to ease cash flows of stressed
So, while there are some positive signals for the
projects and ensure unhindered progress of
India’s economic growth, there are clear concerns

186
 work. The Company also used a robust system extent of remuneration payable to them under
to manage contractual and commercial risks of Resolution No. 4. No other Director is directly or
large value contracts and took timely actions in indirectly concerned or interested in the said resolution.
protecting the its contractual rights and realisation
Ms. Shalaka Gulabchand Dhawan – Whole-time Director
of entitlements.
and Mr. Arjun Dhawan, President & CEO - Infrastructure
From the facts and position explained in the Business of the Company being the relative of
preceding paragraphs, it would be appreciated that Mr. Ajit Gulabchand is directly/ indirectly concerned or
the situation faced by the Company has been due interested in the resolution at Item No. 4.
to macro economic factors and reasons beyond
Save and except as above, none of the Directors and
the control of management.
Key Managerial Personnel of the Company or their
As mentioned above, the management has respective relatives are in any way concerned or
already taken and is continuing to undertake interested, financially or otherwise, in the Resolution
diligent efforts to step up the performance of the mentioned at Item No. 4 of this Notice.
Company and it is expected that the reinforced and
Item No.5
concerted efforts would certainly bring about an
improvement in the operational growth in future. The Board of Directors of the Company on the
recommendation of the Audit Committee, approved
IV DISCLOSURES:
the appointment and remuneration of M/s Joshi Apte &
(1) The Members of the Company have been informed Associates, Cost Accountants, to conduct the audit of the
of the remuneration proposed to be paid to Mr. Ajit cost records of the Company for the financial year ended
Gulabchand, Chairman & Managing Director for March 31, 2016.
the FY 2016-17 which has been fully set out in the
In terms of the provisions of Section 148(3) of the
Resolution at Item No. 4.
Companies Act, 2013 read with Rule 14(a)(ii) of The
(2) Disclosures on remuneration to the Directors of Companies (Audit and Auditors) Rules, 2014, the
the Company including details of Stock Options remuneration paid / payable to the Cost Auditor is to be
issued by the Company have been made in the ratified by the Members of the Company.
Corporate Governance Report which forms a part
Accordingly, the Members are requested to ratify the
of the Report of the Board of Directors in the
remuneration payable to the Cost Auditors for the financial
Annual Report of the Company for FY 2015-16.
year 2015-16 as set out in the Resolution for the aforesaid
The Nomination and Remuneration Committee of the services to be rendered by them.
Board and the Board of Directors had at their respective
The Board of Directors recommends the Ordinary
meetings held on June 3, 2016 approved an annual
Resolution set out at Item No. 5 of the Notice for approval
remuneration for FY 2016-17 for
by the Members.
Mr. Ajit Gulabchand which is within the yearly limit of
remuneration payable in accordance with Section II of None of the Directors and Key Managerial Personnel of
Part II of Schedule V of the Companies Act, 2013. the Company or their respective relatives are in any way
concerned or interested, financially or otherwise, in the
The remuneration as stated in the resolution at Item
Resolution mentioned at Item No. 5 of this Notice.
No. 4 of the accompanying notice is recommended by
the Board for your approval. Item No.6

Accordingly shareholders approval is sought vide The Special Resolution contained in the Notice under Item
special resolution in accordance with the requirements No. 6 relates to a resolution by the Company enabling the
of Section II of Part II of Schedule V of the Companies Board to create, issue, offer and allot Equity Shares, GDRs,
Act, 2013. Mr. Ajit Gulabchand is interested to the ADRs, Foreign Currency Convertible Bonds, Convertible

HCC 90TH ANNUAL REPORT 2015-2016 187

Debentures and such other securities as stated in the The Equity Shares allotted or arising out of conversion
resolution (the ‘Securities’) at such price as may be deemed of any Securities would be listed. The issue/ allotment/
appropriate by the Board at its absolute discretion including conversion of Securities would be subject to the receipt
the discretion to determine the categories of Investors of regulatory approvals, if any. Further the conversion of
to whom the issue, offer, and allotment shall be made Securities held by foreign investors, into Equity Shares
considering the prevalent market conditions and other would be subject to the permissible foreign shareholding
relevant factors and wherever necessary, in consultation limits/cap specified by Reserve Bank of India from time to
with Merchant Bankers, Advisors, Underwriters, etc, time.
inclusive of such premium, as may be determined by the Pursuant to the provisions of Section 42, 62 and 71 of
Board in one or more tranche(s), subject to SEBI (ICDR) the Companies Act, 2013 (‘the Act’) including any rules
Regulations and other applicable laws, rules and regulations. made thereunder and any other provision of the said Act,
as may be applicable and the relevant provisions of the
The resolution enables the Board to issue Securities for
listing agreement with the stock exchanges and any other
an aggregate amount not exceeding ` 1000 crore or its
applicable laws, the issue of securities comprising equity
equivalent in any foreign currency.
shares, foreign currency convertible bonds, ADR’s, GDR’s,
The Board shall issue Securities pursuant to this special non-convertible debentures and/or issue of debentures on
resolution to meet long term working capital and private placement, convertible debentures, etc, will require
capital expenditure requirements of the Company and the prior approval of the Members by way of a Special
its subsidiaries, joint ventures and affiliates, including Resolution.
investment in subsidiaries (including overseas subsidiaries),
The Special Resolution as set out at Resolution No. 6, if
joint ventures and affiliates besides strengthening the
passed, will have the effect of permitting the Board to issue
Balance Sheet of the Company including repayment of debt,
and allot Securities to Investors, who may or may not be
tap acquisition opportunities, usage for business ventures/
existing members of the Company in the manner as set out
projects and other general corporate purposes. in resolution No.6.
The special resolution also authorizes the Board of Directors The Board believes that the proposed Special Resolution is
of the Company to undertake a Qualified Institutions in the interest of the Company and therefore recommends
Placement with Qualified Institutional Buyers (QIBs) the resolution for your approval.
in the manner as prescribed under Chapter VIII of the
None of the Directors and Key Managerial Personnel of the
Securities and Exchange Board of India (Issue of Capital and
Company and their respective relatives are concerned or
Disclosure Requirement) Regulations, 2009, as amended
interested, financially or otherwise, in the resolution set out
(the ‘SEBI Regulations’) for raising capital. The pricing of the
at Item No. 6.
Specified Securities to be issued to QIBs pursuant to the
said SEBl Regulations shall be freely determined subject Item No. 7
to such price not being less than the price calculated in The Company had in the FY 2011-12, approached its
accordance with the relevant provisions of the said SEBI lenders to restructure its Debts under the Corporate Debt
Regulations. Restructuring Scheme (hereinafter referred to as the ‘CDR
The detailed terms and conditions for the offer will be Scheme’) of the Reserve Bank of India and as per the terms
determined by the Board in consultation with the Advisors, of the Corporate Debt Restructuring package approved for
Merchant Bankers, Underwriters and such other authority the Company, the CDR Lenders have a right to convert the
or authorities as may be required to be consulted by the restructured facilities into Equity shares of the Company, in
the event the Company fails to comply with the stipulated
Company considering the prevalent market conditions
conditions in the Master Restructuring Agreement.
from time to time and in accordance with the applicable
provisions of law, rules and regulations and other relevant Further the Company has also executed a Common
factors. Loan Agreement (CLA) on January 11, 2016 for procuring

188
additional facilities for the Company, as per the terms of the None of the Directors and Key Managerial Personnel of
CLA, wherein it is provided that the CLA Lenders have the the Company or their respective relatives are in any way
right to convert the additional facilities into equity shares concerned or interested, financially or otherwise, in the
of the Company, in the event the Company fails to comply Resolution mentioned at Item No. 7 of this Notice.
with the terms and conditions of the CLA.
B By Order of the Board
Therefore, it is necessary to pass an enabling Special For Hindustan Construction Co. Ltd
resolution under Item No. 7 in order to provide the Lenders
with the conversion right as stipulated in the MRA/CLA.
SANGAMESHWAR IYER
The Board recommends the resolution as Item No.7 of
Company Secretary
this Notice for approval of the shareholders as a Special
Registered Office:
Resolution.
Hincon House,
11th Floor, 247Park,
Lal Bahadur Shastri Marg,
Vikhroli (West),
Mumbai 400 083

Place : Mumbai
Date : June 3, 2016

Annexure A
Details of the Director seeking appointment in the forthcoming Annual General Meeting in pursuance of Regulation 36(3) of
the SEBI Listing Regulations

Name of the Director Mr. N. R. Acharyulu

Date of Birth May 22, 1944
Qualification B.E. (Mechanical)
Date of Appointment May 2, 2016
Brief Resume As provided in the Explanatory Statement
under Item No. 3
Relationship with Directors None
Expertise in specific functional areas Wide Experience in Project Management
Directorship held in Other Companies as on March 31, 2016 Eco Carbon Private Ltd
Chairman/Member of the Committee of the Board of Directors in Nil
Other Companies as on March 31, 2016
Number of Shares held in the Company as on March 31, 2016 Nil

HCC 90TH ANNUAL REPORT 2015-2016 189

 ROUTE MAP TO REACH THE AGM VENUE

Venue of the 90th Annual General Meeting of the Company to be held on

Thursday, July 14, 2016 at 11.00 a.m.

Venue Address

Walchand Hirachand Hall, Indian Merchants’ Chamber, Indian Merchants’

Chamber Marg, Churchgate, Mumbai 400 020,

190
Important Financial Statistics
Paid Up Capital Fixed Assets Dividend
paid on
Preference
and Equity
Equity Preference Reserves Debentures Gross Block Net Block Turnover Net Profit shares Equity
Year ` Lacs ` Lacs ` Lacs ` Lacs ` Lacs ` Lacs ` Lacs ` Lacs ` Lacs Dividend %
1926-27 4.00 — 0.30 — 0.58 0.58 N.A. 0.98 0.80 20.00
1927-28 4.00 — 0.30 — 0.53 0.53 N.A. 0.98 0.80 20.00
1928-29 4.00 — 0.25 — 0.53 0.53 N.A. 1.38 1.40 35.00
1929-30 4.00 — 0.25 — 0.50 0.50 N.A. 0.81 0.70 17.50
1930-31 4.00 — 0.25 — 0.84 0.84 N.A. 0.12 - -
1931-32 4.00 — 0.25 — 0.94 0.64 N.A. 0.44 0.40 10.00
1932-33 8.00 — 0.25 — 1.78 1.28 N.A. 2.19 2.00 25.00
1933-34 8.00 — 0.19 — 3.16 2.66 N.A. 2.67 2.80 35.00
1934-35 12.00 — 0.24 — 3.42 2.82 N.A. 2.19 2.00 16.33
1935-36 12.00 — 0.48 — 4.71 3.96 9.40 1.86 1.75 14.50
1936-37 12.00 — 0.56 — 7.30 6.40 62.96 1.81 — —
1937-38 12.00 — 0.70 — 8.08 7.18 69.04 -1.90 — —
1938-39 12.00 — 0.70 — 6.85 5.95 45.50 0.31 — —
1939-40 12.00 — 0.70 — 6.02 5.12 90.39 3.58 2.40 20.00
1940-41 12.00 — 1.70 — 5.36 4.46 184.58 4.28 4.20 35.00
1941-42 12.00 25.00 1.70 — 4.70 3.80 510.53 7.45 6.18 45.00
1942-43 12.00 25.00 1.70 — 4.66 3.01 574.57 10.59 8.76 60.00
1943-44 12.00 25.00 1.70 — 4.89 1.74 466.69 10.33 8.56 60.00
1944-45 12.00 25.00 2.70 — 3.87 — — 10.14 1.56 —
1945-46 12.00 25.00 9.70 — 3.99 0.04 175.47 12.89 4.56 25.00
1946-47 12.00 25.00 17.70 — 10.46 6.31 165.70 10.92 4.56 25.00
1947-48 36.00 25.00 1.70 — 12.40 8.25 249.76 8.26 4.56 8.33
1948-49 36.00 25.00 5.70 — 14.46 10.31 263.14 11.20 4.56 8.33
1949-50 36.00 25.00 12.70 — 18.52 14.37 202.49 9.75 5.16 10.00
1950-51 36.00 25.00 15.70 — 21.38 16.23 239.24 9.10 5.16 10.00
1951-52 36.00 25.00 18.70 — 21.89 15.94 299.04 6.22 5.16 10.00
1952-53 36.00 25.00 19.00 — 24.30 17.35 231.57 8.16 5.16 10.00
1953-54 36.00 25.00 21.50 — 24.09 16.64 — 10.65 5.16 10.00
1954-55 36.00 25.00 24.00 — 24.06 14.11 345.62 15.34 5.16 10.00
1955-56 36.00 25.00 25.35 — 27.93 16.01 415.54 17.73 6.06 12.50
1956-57 36.00 25.00 23.34 — 29.42 17.01 769.15 12.46 6.06 12.50
1957-58 36.00 25.00 51.11 — 37.16 25.06 928.37 15.22 6.06 12.50
1958-59 36.00 25.00 66.70 — 38.48 24.10 1080.85 24.37 8.76 20.00
1959-60 36.00 25.00 97.62 — 563.22 210.51 913.84 31.88 8.76 20.00
1960-61 36.00 25.00 129.34 — 575.97 202.46 1037.66 31.08 8.76 20.00
1961-62 72.00 25.00 144.75 — 635.20 225.06 1280.33 59.68 11.45 20.00
1962-63 72.00 25.00 218.32 — 673.22 259.40 1476.12 30.86 15.96 20.00
1963-64 72.00 25.00 280.29 — 744.67 281.65 1837.79 84.51 37.56 50.00
1964-65 72.00 25.00 389.13 — 889.87 364.65 2169.89 120.79 44.76 60.00
1965-66 180.00 25.00 389.81 — 977.45 401.22 2021.32 114.64 46.43 25.00
1966-67 252.00 25.00 391.81 — 1154.51 503.28 1994.93 72.76 46.92 18.00
1967-68 252.00 25.00 427.26 — 1250.05 524.60 1689.72 55.35 31.80 12.00
1968-69 252.00 25.00 472.14 — 1420.94 614.79 2249.82 36.61 31.80 12.00
1969-70 252.00 25.00 492.31 — 1473.64 577.23 2574.57 28.86 31.80 12.00
1970-71 252.00 25.00 468.44 — 1541.99 527.99 2256.93 -37.01 1.56 —
1971-72 252.00 25.00 355.07 — 1580.80 471.42 2294.29 -140.47 1.56 —
1972-73 252.00 25.00 260.62 120.00 1677.91 491.34 2478.09 -136.27 1.56 —
1973-74 252.00 25.00 216.33 120.00 1776.09 481.58 2962.99 -55.7 — —
1974-75 252.00 25.00 301.11 120.00 1825.94 462.49 3006.50 61.65 — —
1975-76 252.00 25.00 320.23 120.00 1890.47 471.69 2529.62 15.98 19.81 6.00
1976-77 252.00 25.00 435.82 120.00 1994.99 508.35 3485.71 -46.25 51.96 20.00
1977-78 252.00 25.00 384.81 96.00 2111.14 594.75 2903.63 145.71 16.68 6.00
1978-79 252.00 25.00 387.43 80.42 2170.42 595.93 3146.53 21.38 24.24 9.00
1979-80 252.00 25.00 409.90 64.85 2255.96 582.63 4181.76 45.31 24.24 9.00
1980-81 252.00 25.00 608.98 49.28 3122.81 1152.64 6916.96 233.58 39.36 15.00
1981-82 252.00 25.00 755.81 45.71 3991.44 1598.37 10989.86 184.07 39.36 15.00
1982-83 252.00 25.00 1861.51 42.14 4744.49 2745.66 11021.23 422.90 39.36 15.00
1983-84 628.54 25.00 2046.45 38.57 5022.30 2748.32 10989.89 513.13 81.46 15.00
1984-85 629.96 25.00 2253.89 1035.00 5627.17 3052.75 9178.04 231.06 96.06 15.00
1985-86 629.98 25.00 2057.21 1035.00 6329.50 3311.65 8426.38 -195.12 1.56 —
1986-87 630.00 25.00 1710.57 1035.00 6578.91 3102.10 9885.49 -346.64 — —
1987-88 630.00 25.00 1672.72 990.83 6445.07 2653.76 12334.37 21.98 59.83 9.00
1988-89 (14 months) 630.00 25.00 1772.71 1032.15 6282.70 2308.82 12223.19 202.61 102.62 16.00
1989-91 (18 months) 630.00 — 1820.25 1421.60 6685.51 2477.79 12794.33 161.05 113.46 18.00
1991-92 (15 months) 775.13 — 1824.84 1031.78 6318.24 2015.47 11232.57 64.95 60.36 8.00
1992-93 775.90 — 2006.60 800.65 7033.20 2488.91 11072.27 275.01 93.25 12.00
1993-94 775.98 — 2624.81 547.16 7949.79 3101.73 14292.85 812.48 194.27 25.00
1994-95 776.79 — 3955.22 451.73 8442.89 2899.08 22037.40 1562.96 232.96 30.00
1995-96 2002.55 — 5499.23 7120.58 9890.04 4770.48 24695.24 1050.63 304.84 17.50
1996-97 2003.04 — 5559.82 7206.41 16083.41 10493.38 31170.13 324.51 200.03 10.00
1997-98 2003.04 — 5771.45 7133.23 17112.45 10743.31 37563.57 431.97 200.03 10.00
1998-99 2003.04 — 6348.45 7059.89 27251.87 18942.28 62540.25 924.66 300.46 15.00
99-2000 2003.04 — 8043.55 6962.16 29566.64 19839.21 53077.22 2139.83 400.66 20.00
2000-01 2003.05 — 10145.17 6142.13 34454.43 23602.22 56585.93 2653.54 500.83 25.00
2001-02 (9 months) 2003.06 — 9986.63 5819.92 41916.96 28851.20 46394.16 4274.91 600.72 30.00
2002-03 2003.06 — 11948.68 7000.00 48911.08 35820.96 78923.25 2865.64 800.96 40.00
2003-04 2003.06 — 14387.18 7000.00 54821.32 36943.13 117135.67 3567.98 1001.20 50.00
2004-05 2293.61 — 33004.80 9800.00 62076.02 43804.21 157654.05 7401.96 1375.77 60.00
2005-06 2563.16 — 86418.93 8933.33 77280.60 59949.11 202814.87 12479.81 1793.75 70.00
2006-07 2563.16 — 87845.40 17966.67 110118.56 74616.08 239450.36 3675.96 1921.87 75.00
2007-08 2563.16 — 96323.45 16900.00 140970.45 95307.98 310434.07 10875.74 2050.00 80.00
2008-09 2563.16 — 96403.00 20500.00 168283.00 112819.00 351832.00 12535.00 2050.00 80.00
2009-10 3033.16 — 148683.00 18333.00 181418.00 114969.00 386297.00 8144.00 2426.00 80.00
2010-11 6066.00 — 146153.00 16667.00 198749.00 118428.00 414905.00 7100.00 2426.00 40.00
2011-12 6066.00 — 123944.00 22000.00 205622.00 112447.00 401060.00 -22225.00 — —
2012-13 6066.00 — 110211.00 22000.00 206289.00 101039.00 383865.00 -13764.00 — —
2013-14 6066.00 — 118673.00 22000.00 202580.00 91540.00 411349.00 8064.00 — —
2014-15 6459.00 — 132286.00 21010.00 200646.00 78474.00 430114.00 8165.00 — —
2015-16 7792.00 — 178491.00 18730.00 194985.00 66908.00 419090.00 8497.00 — —
 Notes

192
Hindustan Construction Co Ltd
Hincon House, 11th Floor
247Park
Lal Bahadur Shastri Marg
Vikhroli (West)
Mumbai 400083
India
Tel.: +91 22 2575 1000
Fax: +91 22 2577 7568

www.hccindia.com

This annual report has been printed on eco-friendly paper.

Cover images (clockwise from top)

- An employee at the 160 MW Teesta Low Dam Hydroelectric Power Project - Stage IV, West Bengal
- Baharampore Farakka Highway (West Bengal), a BOT project of HCC Concessions
- Lakeside apartments alongside the serene Dasve Lake at Lavasa City
- SkyKey, a new landmark in Zurich North, Switzerland, built by Steiner AG