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(A Wholly owned subsidiary of Engineers India Limited, A Govt. of India Undertaking)

25th
ANNUAL
CERTIFICATION ENGINEERS INTERNATIONAL LTD.
(A Wholly owned subsidiary company of Engineers India Limited, A Govt. of India Undertaking) REPORT
Head Office : Engineers India Bhawan,
First Floor, Plot No. 85, Sector - 11,
Kharghar, Raigad, District - 410 210.
Tel. : 91-22-27528700
E-mail : marketing@ceil.co.in, ceilmby@ceil.co.in
2019-2020
L
TABLE OF CONTENTS


Sr. No Description Page No.

1 Chairman’s Statement 2-3


THE MISSION
To achieve Customer Delight through constant Value 2 Board of Directors & CEO 4
addition and Innovation.
To strive relentlessly, constantly improve ourselves, our Corporate Information
3 5
team and our service to become the best.
To attain uncompromised quality and integrity.
To inspire and facilitate employees towards excellence and 4 Ten Year’s Performance at a Glance 6
ethics.
5 Notice-25th Annual General Meeting (AGM) 7-13

6 Directors’ Report 14-22

7 Management Discussion & Analysis Report-Annexure to Directors’ Report 23-25


THE VISION
To be a global leader, in the business of ensuring Quality, 8 Annual Report on CSR Activities-Annexure to Directors’ Report 26-27
Integrity and Safety of Customer's Assets.
9 Extract of Annual Return (Form MGT-9)- Annexure to Directors’ Report 28-29

RISK MANAGEMENT POLICY 10 Report on Corporate Governance- Annexure to Directors’ Report 30-37

CEIL is committed to effective Management of Risks across Auditor’s Report on Corporate Governance and Management’s Reply
11 38-39
the Organization by aligning its Risk Management Strategy on comments of the Auditors

Management Structure for timely identification, “


to its business objectives through instituting a Risk

Assessment, mitigations, monitoring and reporting of risk.

Risk Management at CEIL is the responsibility of every


employee both individually as well as collectively.
12

13

14
Independent Auditors’ Report

Balance Sheet

Statement of Profit and Loss


40-47

48-49

50

15 Statement of changes in equity 51

16 Cash Flow Statement 52-53

17 Significant Accounting Policies & Notes to Accounts 54-93

Comments of the Comptroller and Auditor General of India u/s 143(6) (b)
18 94
of the Companies Act, 2013.
CERTIFICATION ENGINEERS INTERNATIONAL LIMITED 25th Annual Report 2019-20

Your Company is approved by PNGRB and continues to take up ERDMP /Safety audits of Oil and Gas midstream,
downstream installations and Integrity Management System Audits of gas pipelines.

On the financial front during 2019-20, Your Company has registered a turnover of 49.21 Crores. In a highly competitive
business scenario, your company has been able to earn profit after tax (PAT) of 10.08 Crores, an increase of 7.73 % over
the last financial year.

Your company was able to secure business worth 61.03 Crores during the year. With this, the total unexecuted order
book as on March 31, 2020 stood at around 43.06 Crores.

Your Company is continuously re-visiting its processes, systems and procedures for providing high quality services to its
clients. My appreciation goes to highly dedicated, motivated and professional manpower for maintaining quality and
timely performance of services.

The Covid-19 outbreak was declared a pandemic by World Health Organization in the last quarter of the financial year,
causing a social and economic turbulence. We have taken actions to ensure safety, health and well-being of all the
members of CEIL family.

I would like to share that your Company's performance on various financial and non-financial parameters under
Memorandum of Understanding (MoU) with its parent organization, EIL for the year 2018-19 was rated “Good”.

Your company is focused on undertaking CSR initiatives for the benefit of underprivileged sections of the society. As
part of these CSR initiatives, your Company is committed to continuous evaluation of proposals and subsequent
implementation in focus areas as per the approved policy.

The Covid-19 pandemic may have a business impact, but as I mentioned earlier, this means opportunities as well as
challenges. The Board, through its engagement with all the stakeholders, will guide the Company in recalibrating its
growth strategy to address these challenges and to make use of the new opportunities.

Before I conclude, my heartfelt thanks and appreciation goes to all the clients and stake holders of CEIL. I also express
my sincere gratitude for the guidance and support provided by the various Ministries of the Government of India in our
business endeavors.
CHAIRMAN'S STATEMENT
I am also thankful to EIL, the holding Company for their all round support and look forward for their continued support
and guidance in future as well.

Dear Shareholders, I thank all employees of CEIL for their dedication, commitment and continuous efforts to sustain the growth of the
Company.
It gives me great pleasure to review the performance of your company for the Financial Year 2019-20 and share
opportunities ahead of us in high growth areas, its business plans and future outlook. While this was a year of I wish you and your families prosperity and good health.
extreme economic challenges for the world, a situation aggravated by the unprecedented Covid-19
pandemic, your company during the year continued to play on its strengths and posted a stable financial
performance.

Your Company has completed 25 years of its journey, since its inception in 1994 and has maintained its niche Jagdish Chander Nakra
position as one of the leading indigenous agency operating in critical domain of certification and
Chairman
recertification of offshore structures. Company has emerged as one of the most preferred and professionally
competitive Third Party Inspection (TPI) agency for providing Inspection services of high end critical
equipment in quality sensitive hydrocarbon projects. CEIL continues to provide quality services in the
Infrastructure projects as well.

While consolidating its position in core hydrocarbon segment, your company, is also on track to diversify its
business operations in high growth sectors of Infrastructure, Railways, Ports, Airport and Defence.

Your company is committed to total customer satisfaction by providing cost effective, high quality services
confirming to International standards.

I am happy to share that your company's Quality Management Systems are ISO 9001:2015 certified and your
company continues to be “Type A” accredited inspection body in India in accordance with ISO17020 for
various inspection Services.

2 3
CERTIFICATION ENGINEERS INTERNATIONAL LIMITED 25th Annual Report 2019-20

BOARD OF DIRECTORS CORPORATE INFORMATION

CHIEF FINANCIAL OFFICER


Shri G.D. Goswami

COMPANY SECRETARY
Ms. Jaya Totlani

STATUTORY AUDITORS
Shri J. C. NAKRA M/s. V.K.Verma & Co,
Part-time Chairman Chartered Accountants
C-37, Connaught Place,
New Delhi-110001.

BANKERS

Bank of India
CBD Belapur Branch, Sector-11,
Navi Mumbai-400614.
Shri OM PRAKASH MISHRA Smt. ANITA GURJAR Shri S.K. HANDA
Corporation Bank
Non-official Independent Non-official Independent Part-time Director Bhikaiji Cama Place Branch,
Director Director (Upto 16.05.2019) R.K.Puram, New Delhi-110066.
(w.e.f. 31.10.2019)
State Bank of India
Konkan Bhavan Branch,
CIDCO Bhavan, CBD Belapur,
Navi Mumbai-400614.

Indusind Bank Ltd.


Gr. Floor, Atlanta Building,
Nariman Point, Mumbai-400021.

Shri SUNIL BHATIA Shri R. MAHAJAN Shri AMITABH BUDHIRAJA


Part-time Director Part-time Director Part-time Director
REGISTERED OFFICE HEAD OFFICE
(w.e.f. 17.05.2019) (Upto 31.08.2020)
Engineers India Bhawan, 1, Engineers India Bhawan,
Bhikaiji Cama Place, New Delhi-110066. First Floor, Plot No. 85,
CIN: U74899DL1994GOI062371 Sector - 11, Kharghar,
Tel. : 011-26762121, Raigad District - 410210.
Fax: 011-26164868,26186245 Tel.: 022-27528700
Email: ceil.del@eil.co.in
Website: www.ceil.co.in

Shri AVNEESH SAWHNEY


Part-time Director
(w.e.f. 01.09.2020)

Chief Executive Officer


Shri G. SURESH

4 5
CERTIFICATION ENGINEERS INTERNATIONAL LIMITED 25th Annual Report 2019-20

TEN YEARS' PERFORMANCE AT A GLANCE


L
**
PARTICULARS / YEARS 2010-2011 2011-2012 2012-2013 2013-2014 2014-2015 2015-2016 2016-2017 2017-2018 2018-2019 2019-2020

A. OPERATING STATISTICS

Turnover* 2,949.14 2,992.04 2,843.13 2,763.00 3,440.43 3,756.34 3,818.26 5,029.16 5,291.40 4,921.12

Other Income 268.66 359.00 397.59 444.88 399.28 409.95 377.35 409.89 409.92 445.42
(A Wholly owned subsidiary of Engineers India Limited, A Govt. of India Undertaking)
Expenditure 1,680.25 1,864.86 2,085.17 2,236.02 2,501.00 2,674.09 2,625.26 3,642.08 4,380.52 3,968.90
Tel: 011-26762121, Fax: 011-26164868,26186245 E-mail: ceil.del@eil.co.in
Prior Period Adj (Net) 5.69 - 19.62 13.81 - - - - - -
Website: www.ceil.co.in, CIN: U74899DL1994GOI062371
Profit Before Tax 1,531.86 1,486.18 1,135.93 958.05 1,338.71 1,492.20 1,570.35 1,796.97 1,320.80 1,397.64

Tax 518.48 501.44 405.29 330.60 463.71 527.51 571.81 592.81 407.57 413.76 NOTICE
Earlier Years Tax - - - - - - - - - (0.06)

Adjustments (Net) Notice is hereby given that the 25th Annual General Meeting of the Members of Certification Engineers International
Limited will be held on Friday, the 25th day of September, 2020 at 04:00 pm through Video Conferencing (“VC”)/Other
Deferred Tax (Assets)/ Liability (8.68) (21.67) (36.48) (8.61) (0.90) (14.70) (22.40) (40.89) (22.63) (24.28)
Audio Visual Means (“OAVM”), to transact the following business(s):-
Profit After Tax 1,022.06 1,006.41 767.12 636.06 875.90 979.39 1,020.94 1,245.05 935.86 1,008.22

Other Comprehensive Income (9.65) 15.46 6.52 6.57 (41.70) ORDINARY BUSINESS:
Total Comprehensive Income 969.74 1,036.40 1,251.57 942.43 966.52
1. To receive, consider and adopt the Audited Financial Statements of the Company for the year ended 31st March,
for the year 2020, along with the Auditor's Report and Directors' Report thereon.
Dividend including 378.21 406.77 466.44 467.98 540.88 541.61 601.79 842.50 783.61 779.99
Dividend Tax
2. To consider declaration of Final Dividend on Equity Shares of the Company for the Financial Year 2019-20.

3. To appoint a Director in place of Shri Amitabh Budhiraja (DIN: 08148346), who retires by rotation and being
B. FINANCIAL POSITION eligible, offers himself for re-appointment.
CAPITAL EMPLOYED 4,558.62 5,158.26 5,458.94 5,627.02 6,243.30 6,671.43 7,106.04 7,515.11 7,673.93 7,860.46
4. To appoint a Director in place of Shri Sunil Bhatia (DIN:08259936), who retires by rotation and being eligible,
NON CURRENT ASSETS 1,200.54 609.27 789.31 859.19 764.58 826.84 756.17 704.51 759.33 867.70 offers himself for re-appointment.
CURRENT ASSETS 4,140.99 5,323.38 5,451.43 5,598.31 6,378.38 7,028.51 7,389.31 8,203.16 8,116.39 8,440.41
5. To fix remuneration of the Statutory Auditor(s) of the Company for the financial year 2020-21 and, if thought fit,
- - - - - - - - - - to pass with or without modification(s) the following resolution as an Ordinary Resolution:-
EQUITY & LIABILITIES
“RESOLVED THAT the Board of Directors of the Company be and are hereby authorized to fix the remuneration,
i) Share Capital 100.00 100.00 100.00 100.00 100.00 100.00 100.00 100.00 900.00 900.00
out of pocket, statutory taxes and other ancillary expenses of the Statutory Auditor(s) of the Company to be
ii) Other Equity 4,458.62 5,058.26 5,358.94 5,527.02 6,143.30 6,571.43 7,006.04 7,415.11 6,773.93 6,960.46 appointed by the Comptroller and Auditor General of India for the Financial Year 2020-21.”
NON CURRENT LIABILITIES 124.62 157.14 209.22 245.64 294.19 405.14 421.71 489.02 455.40 624.53
SPECIAL BUSINESS:
CURRENT LIABILITIES 658.29 617.25 572.58 584.84 605.47 778.78 617.73 903.54 746.39 823.12
6. To appoint Smt. Anita Gurjar (DIN: 08600421) as Non-official Independent Director of the Company and in this
C. RATIOS
regard, to consider, and if thought fit, to pass with or without modification(s), the following resolution as an
Ordinary Resolution:
PBT / Turnover(%) 51.94 49.67 39.95 34.67 38.91 39.72 41.13 35.73 24.96 28.40

PBT / Capital Employed(%) 33.60 28.81 20.81 17.03 21.44 22.37 22.10 23.91 17.21 17.78 “RESOLVED THAT in accordance with the provisions of Section 161(1) of the Companies Act, 2013 and the rules
made thereunder including any statutory modification(s) or re-enactment thereof for the time being in force and
PAT / Networth(%) 22.42 19.51 14.05 11.30 14.03 14.68 14.37 16.57 12.20 12.83
Articles of Association of the Company, Smt. Anita Gurjar (DIN 08600421), who was appointed as an Additional
Turnover/ Net Worth 0.65 0.58 0.52 0.49 0.55 0.56 0.54 0.67 0.69 0.63 Director (Non-official Independent) by the Board of Directors w.e.f. 31.10.2019 and who holds office upto the
(No. of Times) date of this Annual General Meeting and in respect of whom the Company has, pursuant to section 160 of the
Sundry Debts/ Turnover 4.86 3.80 5.09 4.74 4.89 4.98 5.42 4.30 3.33 4.72
Companies Act, 2013, received a notice from Smt. Anita Gurjar, herself in writing proposing her, candidature for
(Month's Turnover)
the office of director, be and is hereby appointed as Non-official Part-time Independent Director of the Company
till 30.10.2022 or till further orders of the Government, whichever is earlier.”
Turnover / Total Assets 0.55 0.50 0.46 0.43 0.48 0.48 0.47 0.56 0.60 0.53
(No. of Times)

Notes :
* Turnover includes accretion/decretion to Work-in-progress.
** The Company has adopted Indian Accounting Standards ('Ind AS') from April 1, 2016 and accordingly , financials from 2015-16
presented in accordance with Ind AS.

6 7
CERTIFICATION ENGINEERS INTERNATIONAL LIMITED 25th Annual Report 2019-20

7. To appoint Shri Avneesh Sawhney (DIN: 08823346) as Part-time Director of the Company and in this regard, to Explanatory Statement pursuant to Section 102 of the Companies Act, 2013
consider, and if thought fit, to pass with or without modification(s), the following resolution as an
Ordinary Resolution: Item No. 6

“RESOLVED THAT in accordance with the provisions of Section 161(1) of the Companies Act, 2013 and the rules Smt. Anita Gurjar was appointed as Additional (Non-official Part-time Independent) Director with effect from
made thereunder including any statutory modification(s) or re-enactment thereof for the time being in force and 31.10.2019 by the Board of Directors of the Company pursuant to the provisions of the Articles of Association of the
Articles of Association of the Company, Shri Avneesh Sawhney, (DIN 08823346), who was appointed as an Company and applicable provisions of Companies Act, 2013 and in terms of Ministry of Petroleum & Natural Gas,
Additional (Part-time) Director by the Board of Directors w.e.f. 01.09.2020 and who hold office upto the date of Government of India letter No. C-31033/1/2019-CA/PNG(29974) dated 21.10.2019. The tenure of Smt. Anita Gurjar as
this Annual General Meeting, being eligible, and in respect of whom the Company has, pursuant to section 160 of per said Government of India letter is till 20.10.2022 or until further orders of the Government, whichever is earlier. In
the Companies Act, 2013, received a notice from Shri Avneesh Sawhney himself in writing proposing his terms of Section 161 of the Companies Act, 2013 Smt. Anita Gurjar shall hold office upto the date of this Annual General
candidature for the office of Part-time Director of the Company, be and is hereby appointed as Part-time Director Meeting. The Company has, in terms of Section 160 of the Act, received in writing a notice from Smt. Anita Gurjar,
of the Company, liable to retire by rotation.” proposing her candidature for the office of Non-official Part-time Independent Director. In view of the background and
By order of the Board of Directors vast experience, it will be in the interest of the Company that she continues as Non-official Independent Director of the
For Certification Engineers International Limited Company. Brief resume containing inter-alia the statutory disclosures of Smt. Anita Gurjar has been given in the
Annexure to the notice of 25th Annual General Meeting. The appointment of Smt. Anita Gurjar is upto 20.10.2022 or
Date: 02.09.2020 (Jaya Totlani)
until further orders of the Government of India, whichever is earlier. She is not liable to retire by rotation.
Company Secretary
Place: New Delhi
ACS No. A26210
Being the Non-official Independent Director, Smt. Anita Gurjar is entitled to receive the sitting fees for attending each
Notes: meeting of the Board of Directors and committee(s) thereof, along with expenses incidental thereto.

1. In view of the continuing Covid-19 pandemic, the Ministry of Corporate Affairs (“MCA”) has vide its circular dated Your Directors recommend the resolution for approval of members.
May 5, 2020 read with circulars dated April 8, 2020 and April 13, 2020 (collectively referred to as “MCA Circulars”)
permitted the holding of the Annual General Meeting (“AGM”) through VC / OAVM, without the physical presence None of the Directors or Key Managerial Personnel or their respective relatives are in any way, concerned or interested,
of the Members at a common venue. In compliance with the provisions of the Companies Act, 2013 (“Act”) and financial or otherwise, in the resolution set out at Item No. 6 of AGM Notice, except Smt. Anita Gurjar who is proposed to
MCA Circulars, the AGM of the Company is being held through VC / OAVM. be appointed.

2. The relative Explanatory Statement pursuant to Section 102 of the Companies Act, 2013 (“Act”) setting out
material facts concerning the business under Item No(s). 6 and 7 of the Notice is annexed hereto. Item No. 7

3. Pursuant to the provisions of the Act, a Member entitled to attend and vote at the Annual General Meeting (the Shri Avneesh Sawhney was appointed as Additional (Part-time) Director with effect from 01.09.2020 by the Board of
“Meeting”) is entitled to appoint a proxy to attend and vote on his/her behalf and the proxy need not be a Directors of the Company pursuant to the provisions of the Articles of Association of the Company and applicable
member of the Company. Since this AGM is being held pursuant to the MCA circulars through VC / OAVM, provisions of Companies Act, 2013. In terms of Section 161 of the Companies Act, 2013 Shri Avneesh Sawhney shall hold
physical attendance of Members has been dispensed with. Accordingly, the facility for appointment of proxies by office upto the date of this Annual General Meeting. The Company has, in terms of Section 160(1) of the Act, received in
the Members will not be available for the AGM and hence the Proxy Form and Attendance Slip are not annexed to writing a notice from Shri Avneesh Sawhney, proposing his candidature for the office of Part-time Director. In view of the
this Notice. background and vast experience, it will be in the interest of the Company that he continues as Part-time Director of the
Company. Brief resume containing inter-alia the statutory disclosures of Shri Avneesh Sawhney has been given in the
4. Members attending the AGM through VC / OAVM shall be counted for the purpose of reckoning the quorum Annexure to the notice of 25th Annual General Meeting.
under section 103 of the Act.
Your Directors recommend the resolution for approval of members.
5. Pursuant to the requirements of Companies Act and DPE Guidelines on Corporate Governance, brief resume(s) of
the Director proposed for appointment/reappointment are annexed with the Notice. None of the Directors or Key Managerial Personnel or their respective relatives are in any way, concerned or interested,
financial or otherwise, in the resolution set out at Item No. 7 of AGM Notice, except Shri Avneesh Sawhney who is
6. Corporate Shareholders are required to send a scanned copy (PDF/JPG Format) of its Board resolution proposed to be appointed.
authorizing its representative to attend the AGM through VC / OAVM on its behalf. The said
Resolution/Authorization shall be sent to the Company Secretary by email at jaya.totlani@ceil.co.in. By order of the Board of Directors
For Certification Engineers International Limited
7. Members seeking any information with regard to the accounts or any matter to be placed at the AGM, are
requested to write to the Company on or before September 24, 2020 through email on jaya.totlani@ceil.co.in.
The same will be replied by the Company suitably. (Jaya Totlani)
Company Secretary
8. Notice of the AGM along with the Annual Report 2019-20 is being sent only through electronic mode to the Date: 02.09.2020 ACS No. A26210
Members of the Company. Members may note that the Notice and Annual Report 2019-20 will also be available Place: New Delhi
on the Company’s website i.e. www.ceil.co.in.

9. Since the AGM will be held through VC / OAVM, the Route Map is not annexed in this Notice.
By order of the Board of Directors
For Certification Engineers International Limited
(Jaya Totlani)
Date: 02.09.2020 Company Secretary
Place: New Delhi ACS No. A26210

8 9
CERTIFICATION ENGINEERS INTERNATIONAL LIMITED 25th Annual Report 2019-20

Brief Resume of Shri Amitabh Budhiraja, Part-time Director, Brief Resume of Shri Sunil Bhatia, Part-time Director,
retiring by rotation and eligible for re-appointment vide retiring by rotation and eligible for re-appointment vide
th th
item no. 3 of Notice of 25 AGM item no. 4 of Notice of 25 AGM
Item No. 3 Item No. 4
Name of Director Shri Amitabh Budhiraja Name of Director Shri Sunil Bhatia
Father's Name Shri Rajinder Paul Father's Name Shri Dev Raj Bhatia

Designation Part-time Director Designation Part-time Director

Date of Birth 28th September, 1961 Date of Birth 9th June, 1961

Official Address Certification Engineers International Limited Official Address Certification Engineers International Limited
E.I.Bhawan, 1, Bhikaiji Cama Place, E.I.Bhawan, 1, Bhikaiji Cama Place,
New Delhi-110066. New Delhi-110066

Qualifications B.Sc. (Engineering)-Mechanical Qualifications B.Com., M.Com., FCMA

Experience Having approx. 34 years of experience in Experience Appointed by the Board with effect from 17th May, 2019,
the field of Hydro carbon, out of which more Shri Sunil Bhatia, Director (Finance), Engineers India Ltd.
than 31 years of experience in EIL. serves in the capacity of Part-time Director on the Board of
CEIL.

Directorships in other companies Nil Shri Bhatia is B.Com (Hons.) and M.Com alumni from Panjab
University, Chandigarh and FCMA from the Institute of Cost
Chairman/Membership of Committees Nil Accountants of India.
across all public companies
In a career spanning over 33 years, Shri Bhatia has worked in
a wide array of domains including Projects, Finance,
Manufacturing and Marketing. He joined NFL in 1986 and
Number of Board Meeting(s) attended worked in various capacities in the Finance Department at
5 (Five)
Nangal Unit of NFL till April, 2000. Thereafter, he served in
various capacities at the NFL's Corporate Office, Noida and
Relationship with Directors/Key
None was made Finance Head in August, 2013. Subsequently, in
Managerial Personnel inter-se
August, 2015, he was posted as Chief Financial Officer at
Ramagundam Fertilizers and Chemicals Limited (RFCL), a
Number of Shares held
72 equity shares* Joint venture company of NFL, EIL and FCIL.
in the Company

* Shares held in personal name as nominee of EIL i.e. beneficial interest in the shares vest in EIL.
Directorships in other companies 2

Chairman/Membership of Committees Engineers India Limited


across all public companies Stakeholders Relationship Committee
Ramagundam Fertilizers & Chemicals Ltd.
Audit Committee

Number of Board Meeting(s) attended 4 (Four)

Relationship with Directors/Key


Managerial Personnel inter-se None

Number of Shares held


in the Company Nil

10 11
CERTIFICATION ENGINEERS INTERNATIONAL LIMITED 25th Annual Report 2019-20

Brief Resume of Smt. Anita Gurjar, Non-official Independent Director, Brief Resume of Shri Avneesh Sawhney, Part-time Director,
th th
vacating office at 25 AGM and propose to be appointed vacating office at 25 AGM and propose to be appointed vide
th
vide item no. 6 of Notice of 25th AGM item no. 7 of Notice of 25 AGM
Item No. 6 Item No. 7
Name of Director Smt. Anita Gurjar Name of Director Shri Avneesh Sawhney
Father's Name Shri Veer Singh Dayma Father's Name Shri Prem Sagar Sawhney

Designation Non-official Independent Director Designation Part-time Director

Date of Birth 23rd November, 1971 Date of Birth 21st September, 1961

Official Address Certification Engineers International Limited Official Address Certification Engineers International Limited
E.I.Bhawan, 1, Bhikaiji Cama Place, E.I.Bhawan, 1, Bhikaiji Cama Place,
New Delhi-110066. New Delhi-110066

Qualifications B.Sc., LL.B Qualifications B.E.(Hons) Chemical, MBA

Experience Appointed by the Board with effect from 31st October, 2019. Experience Appointed by the Board with effect from 1st September,
Smt. Anita Gurjar is BSc. and LL.B from Rajasthan University. 2020, Shri Avneesh Sawhney, Executive Director (Project),
Engineers India Ltd. serves in the capacity of Part-time
In her career of 25 years, Smt. Gurjar has worked as lawyer in Director on the Board of CEIL.
Rajasthan High Court and established chain of senior
secondary schools for rural people in Bharatpur for their Shri Sawhney is B.E (Hons.) in Chemical Engineering from
need and betterments and working as Managing Director in Punjab University, Chandigarh and M.B.A from Faculty of
non govt. organization. Management Studies, University of Delhi.

In a career spanning over 36 years, Shri Sawhney has wide


Directorships in other companies Nil experience in Project Management. He joined EIL in 1993
and has been associated with various projects in the field of
Chairman/Membership of Committees None Refineries & Petrochemicals in India & abroad. During this
across all public companies period, he has managed & executed projects following
different modes of project execution and has been
associated with EIL's major Lump Sum Turnkey projects
(EPC) & Open Book Estimate (OBE) projects. He is currently
Number of Board Meeting(s) attended 1 (one) in-charge of the execution of the Mega Petrochemical
Complex of HMEL, Bhatinda and 650000 BPSD grass root
Relationship with Directors/Key refinery of Dangote Oil Refining Company at Nigeria.
Managerial Personnel inter-se None

Number of Shares held Directorships in other companies NIL


Nil
in the Company
Chairman/Membership of Committees NIL
across all public companies

Number of Board Meeting(s) attended None

Relationship with Directors/Key


Managerial Personnel inter-se None

Number of Shares held


None
in the Company

12 13
CERTIFICATION ENGINEERS INTERNATIONAL LIMITED 25th Annual Report 2019-20

DIRECTORS' REPORT INFRASTRUCTURE REFINERIES & PETROCHEMICALS

Third Party Inspection Services for: • Technimont / KTI – Inspection services for HGU
To project at HPCL Mumbai
The Shareholders, • Hon. Prime Ministers Special Protection Group (SPG)
Certification Engineers International Limited Housing Complex project. • BPCL – LPG Import terminal Haldia
Ladies & Gentlemen, • Vadodara Municipal Corporation (VMC), Surat • HMEL – Specialized NDT Inspection services at
Municipal Corporation (SMC) - TPI services for Bhatinda site.
Your Directors have pleasure in presenting the 25th Annual Report on the performance of your Company for the Infrastructure works for these corporations.
Financial Year ended 31st March, 2020 together with Audited Financial Statements, Auditors' Report and Comments of • Opal : Construction Quality Supervision services for
the Comptroller and Auditor General of India. • Rajkot Urban Development Authority (RUDA) – its units at Dahej
Infrastructure Project of (RUDA)/ RMC.
PERFORMANCE DURING THE FINANCIAL YEAR 2019-20 • VTV : TPI at HPCL site and Dahej works (for Dangote
• Third Party Quality Audits for Cantonment Boards at Refinery)
The financial statements of the Company have been prepared in accordance with the Indian Accounting Standards (Ind Pune, Delhi, Kasauli, Khadki and Dehu Road.
AS) notified under section 133 of the Companies Act, 2013 read with Companies (Accounts) Rules, 2014. HSE AUDITS
• Sardar Sarovar Narmada Nigam Ltd (SSNNL).
The overall financial performance for the financial year 2019-20 is highlighted below: During the year, following HSE work were done:
• Quality control services during Construction of
( in Lakhs)
Vanijya Bhavan complex under Ministr y of • T4S Audit as per PNGRB Regulation for GSPL Pipeline
For the year For the year Commerce. Gas Grid Network throughout state of Gujarat
RESULTS OF OPERATIONS
ended 31.3.2020 ended 31.03.2019 including Gana Compressor Station.
PIPELINES
Income from services rendered 4921.12 5291.40 • T4S Audit as per PNGRB Regulation for Adani Gas
(Including adjustment of TPI services for various Pipeline Project of Gujarat State Limited CGD Network –Faridabad, Khurja,
work-in- progress) Petronet Limited (GSPL) and its JVs viz: Ahmedabad & Vadodara
Expenditure 3968.90 4380.52 • GIGL : Mundra Bhatinda Phase II • T4S Audit, ERDMP Certification and Integrity
Operating profit 952.22 910.88 Management System audit of Torrent Power Limited,
Other Income 445.42 409.92 • GITL : MBBVPL Phase I – RFCL Connectivity Dahej Dedicated gas pipeline.
Profit before Tax 1397.64 1320.80 • GSPL : Small Connectivity projects • Fit For Purpose Certification of 22 no. Intrafield
pipeline (Mangala, Bhagyam, Aishwar ya,
Provision for Taxation (incl. earlier years) • Vendor Assessment services for Gujarat State Raageshwari) of Vedanta Limited –Cairn Oil & Gas.
Current Tax 413.70 407.57 Petronet Limited/Gujarat Gas Limited/ GSPL India
Deferred Tax (-) 24.28 (-) 22.63 Gasnet Limited Your Company has also diversified its operations in other
sectors for sustained growth. Some of the major
Profit after Tax 1008.22 935.86 assignments were undertaken in following sectors are as
Other Comprehensive Income (41.70) 6.57 below:
(Net of Taxes)
Total Comprehensive Income 966.52 942.43
SSCP PROJECT MOPU 4 LEG
STRUCTURE 120 METERS
DIVIDEND OPERATIONAL HIGHLIGHTS

The Board of Directors of the Company have During the year under review, your Company has
recommended for the financial year 2019-20, a final provided its services on the following major assignments
dividend of 450 Lakhs (9,00,000 equity shares of 100/- and achieved considerable progress-
per share) in addition to 297 Lakhs (9,00,000 equity
shares of 100/- per share) interim dividend already paid OFFSHORE CERTIFICATION
during the year. Payment of final dividend is, however,
subject to approval of shareholders in the ensuing • Oil & Natural Gas Corporation Limited (ONGC)-
Annual General Meeting of the Company. The dividend, if Certification & Third party Inspection Services for Sagar
approved and declared in the forthcoming Annual Samrat Conversion Project (SSCP), Kakinada Onshore
General Meeting, would result into total dividend Gas Terminal, Revival, and revamping of GS 23-1 Platform
outflow of 747 Lakhs and dividend distribution tax of works at Eastern Offshore, Heera Redevelopment Project
61.05 Lakhs aggregating to total outflow of 808.05 III.
Lakhs.

14 15
CERTIFICATION ENGINEERS INTERNATIONAL LIMITED 25th Annual Report 2019-20

• M/s GSPL India Gasnet Limited (GIGL): Third party • Gujarat State Petronet Limited (GSPL) - Third Party
CHENAB BRIDGE inspection services for MBPL Phase II Inspection of various small connectivity pipeline
projects
• Quality assurance services for Construction of
Vanijya Bhavan under Ministry of Commerce • IMS Conformity of GITL Gas Pipeline.

• Konkan Railway Corporation Limited (KRCL): Third • T4S Audit of Natural Gas Pipeline Network Gujarat
Party Inspection and Quality assurance services for including gana compressor station, GSPL
Anji – Khad Bridge
• IMS Audit of Torrent Gas Moradabad Limited CGD
• Nashik Municipal Corporation: Third Party Inspection Network in Moradabad
and Quality Assurance Services for Nashik Smart City
• T4S Audit of Adani Gas Limited CGD Network-
• Pre dispatch inspection and capacity assessment Ahmedabad, Vadodara, Faridabad & Khurja
services for Rashtriya Ispat Nigam Limited (RINL)
• External Safety Audit Natural Gas Pipeline Network ,
• Third Party Inspection services for ROB Steel Girder GSPL
bridge fabrication at Indiana Gratings for
Maharashtra State Road Development Corporation • T4S Audit, IMS Audit, ERDMP Certification of Torrent
(MSRDC) Power Limited DGEN Mega Power Plant dedicated
RAILWAYS TECHNICAL SERVICES gas pipeline from PLL Dahej to DGEN Power plant
• Third Party Inspection and Quality Assurance Dahej SEZ.
Following major assignments were undertaken during • Technical Services were also provided to EIL for its services for South Delhi Municipal Corporation
the year: various ongoing projects in Design, Central Planning, (SDMC) • Orders for Third Party Inspection Services through
Construction, Commissioning departments. Public Health Engineering Department (PHED),
• Konkan Railway Corporation Limited (KRCL) – • Konkan Railway Corporation Limited (KRCL): Third Jammu & Kashmir, Mechanical Engineering
Quality Assurance Ser vices for Udhampura- MISCELLANEOUS TPI SERVICES WERE PROVIDED party Inspection services for fabrication of FOBs in Department, Govt of J&K, Srinagar, Irrigation
Shrinagar-Baramulla Rail Link (USBRL) Project FOR: Roha / Veer Section Konkan Railways Department, UP, Lucknow

• Quality Assurance Inspection Services for 16 Bridges • UP Irrigation Corporation, Jammu & Kashmir PHED, • L&T Hydrocarbon: Third Party Inspection services for SUBSIDIARY, JOINT VENTURES AND ASSOCIATE
on Katra- Dharam sector (KRCL) Various suppliers & contractors all over India RUF project of HPCL Vizag COMPANIES

• Quality Assurance Inspection Services for Anji Khad • Jindal Saw: Third Party Inspection of Pipes • VMC, SMC & RMC – Infrastructure works for The Company does not have any subsidiary, joint
Bridge (KRCL) Vadodara Municipal Corporation and Surat ventures or associate company. Further the names of
• NLC – Third Party Inspection of Conveyor Belts Municipal Corporation & Rajkot Municipal companies which have become or ceased to be its
• Dedicated Freight Corridor Corporation (DFCC) – Corporation. subsidiaries, joint ventures or associate companies
Inspection of steel web girder bridges for various The following major TPI/ Certification/ Quality during the year are NIL.
projects Assurance/ ERDMP/ Safety Audit etc. Assignments • OPaL – Construction supervision and quality control
were secured during the year: for Offsites and utilities
• Inspection of steel web girder bridges for various
projects of NHAI, MSRDC • ONGC Kakinada: Third Party Inspection services for
Onshore Gas Terminal Kakinada
STEEL CONSTRUCTION & DEVELOPMENT OF OUTDOOR
• Third Party Inspection services for Revival and SPORTS COMPLEX AT TP 32 (ADAJAN),
In this segment, services were provided for: revamping of GS 23-1 Platform works, Eastern FP 4 IN WEST ZONE (RANDER)
Offshore Kakinada
• Rashtriya Ispat Nigam Limited (RINL) for TPI and
Capacity assessment works. • Third Par ty Ins pection s er vices for Heera
Redevelopment Project III
SMART CITIES
• Neyveli Lignite Corporation: Third Party Inspection
• Pune Smart City Development Corporation Limited Services for Steel Reinforced Conveyor belts
(PSCDCL) – Third Party Quality Audits and Site
Quality Control Inspection • Dedicated Freight Corridor Corporation (DFCC) –
Inspection of Web steel Girder bridges EDFC CP 303
• Nashik Municipal Smar t City Development Package (L&T) and Bihar Corridor
Corporation Limited (NMSCDCL) – Third Party
Quality Inspection Audits • NHAI : Third party Inspection services for ROB
Yavatmal

16 17
CERTIFICATION ENGINEERS INTERNATIONAL LIMITED 25th Annual Report 2019-20

DIRECTORS and DPE Guidelines on Corporate Governance. For HUMAN RESOURCE CO R P O R AT E S O C I A L R E S P O N S I B I L I T Y A N D


further details regarding number of meetings of the SUSTAINABILITY
Since the date of last Directors' Report, following Board and its committees, please refer Corporate As on 31 st March 2020, your Company had total
changes were made in the constitution of the Board of Governance Report, annexed to this Report. manpower of 71. Regular employees were 69 and 2 The brief outline of the Corporate Social Responsibility
the Company: employees were on deputation from EIL. (CSR) Policy of the Company and the initiatives
MANAGEMENT DISCUSSION & ANALYSIS REPORT undertaken by the Company on CSR activities during the
• Smt. Anita Gurjar was appointed as Additional TRAINING AND DEVELOPMENT year are annexed to this Report in the format prescribed
Director (Non-official Independent) w.e.f. 31.10.2019 Management Discussion and Analysis Report for the year in the Companies (Corporate Social Responsibility
in terms of Ministry of Petroleum & Natural Gas, under review, as stipulated under DPE Guidelines, is Employees were nominated for various training Policy) Rules, 2014. The CSR Policy is also available on the
Government of India, letter no. C-31033/1/2019-CA annexed to this Report. programs in the field like NDT, Offshore, Risk website of the Company i.e. http://www.ceil.co.in.
PNG(29974) dated 21.10.2019. Management, functional & behavioral trainings from
RISK MANAGEMENT time to time. Training program on Personality PA R T I C U L A R S O F L O A N S / G U A R A N T E E S /
• Shri Avneesh Sawhney, Executive Director(Projects), Development, Communication Skill and Team Building INVESTMENTS
EIL was appointed as Additional (Part-time) Director CEIL's Risk management policy has a robust risk was organized inhouse at three location viz Mumbai,
of the Company w.e.f. 01.09.2020 in place of Shri management structure and framework which facilitates Vadodara and Delhi for CEIL Employees. Training on There were no loans, guarantees or investments made by
R.Mahajan. identification and assessment of new risks and review of Ethical Leadership Development by National HRD the Company under Section 186 of the Companies Act,
already identified risks. The process is based on Network was also imparted to our present Chief 2013 during the financial year 2019-20.
Pursuant to the provisions of Companies Act, 2013, Smt. identified risks and risk events or factors which require Executive Officer.
Anita Gurjar, Non-official Independent Director and Shri regular assessment and quick response. Based on the PARTICULARS OF CONTRACTS OR ARRANGEMENTS
Avneesh Sawhney, Part-time Director who were probability and impact of risk, the requisite controls and OFFICIAL LANGUAGE MADE WITH RELATED PARTIES (RPTs)
appointed as Additional Director(s) shall vacate their mitigation action plans have been designed and
office at the ensuing Annual General Meeting. Further, implemented for risk treatment. Like previous years, awareness and increased In line with the provisions of the Companies Act, 2013
the Board recommends their appointment. usage of official language was enthusiastically carried and the Listing Regulations, the parent Company i.e.
The objective of risk management in the Company is to out during the year. Provisions of Section 3(3) of Official Engineers India Limited has formulated a Policy on
In accordance with the provisions of the Companies Act, act as an enabler in maintaining its knowledge edge, Languages Act and Official Language Rules have been Materiality of Related Party Transactions and also on
2013, Shri Amitabh Budhiraja and Shri Sunil Bhatia, Part- sustaining and expanding the business, being complied with. 'Hindi Diwas' was obser ved on dealing with Related Party Transactions as per which the
time Director(s) shall retire by rotation, at the ensuing competitive and ensuring execution within budgeted 14.09.2019 and 'Hindi Fortnight' was organized from necessary compliances have been done in this regard.
Annual General Meeting of the Company, and being cost, time and quality, resulting in improved turnover and 14.09.2019 to 28.09.2019 in consultation with holding
eligible, have offered themselves for reappointment. profitability. Company EIL. With a view to create greater awareness, During the financial year 2019-20, there were no
Brief resume of the Directors seeking appointment/ consciousness and to encourage employees to enhance material RPTs. Further, suitable disclosure as per
reappointment together with the nature of their Risk compliance verifications are conducted regularly to use of Hindi in official work, several workshops, statutory requirements has been given in the Notes to
expertise in specific functional areas, disclosures of test the compliance of controls & mitigation action plans inspection and seminars were also organized. Financial Statements.
relationships between Directors inter-se, names of and the summary is reported to the Board.
companies in which they hold directorships and the CO N S E R VAT I O N O F E N E RG Y , T E C H N O LO G Y EXTRACT OF ANNUAL RETURN
memberships/chairmanships of Committees of the INTERNAL AUDIT ABSORPTION & FOREIGN-EXCHANGE EARNINGS
Board along with their shareholding in the Company etc. AND OUTGO In accordance with the provisions of Section 134(3)(a) of
pursuant to the statutory requirements are given in the Internal audit of the Company is done by Internal Audit the Companies Act, 2013, an Extract of the Annual Return
Annexure to Notice of 25th Annual General Meeting. Department of Engineers India Ltd., the holding As the Company's operations do not involve any in the prescribed form is annexed to this Report. The
Company. manufacturing or processing activities, the particulars same is placed at www.ceil.co.in.
Your Board places on record its sincere appreciation for required under Section 134 (3) (m) of the Companies Act,
the valuable services rendered and contributions made VIGILANCE 2013 read with Rule 8(3) of the Companies (Accounts) COST AUDITORS
by Shri R.Mahajan during his tenure as Director of the Rules, 2014 regarding conservation of energy and
Company. Vigilance activities of the Company are carried out by the technology absorption are not applicable. The Company does not fall under the Cost Audit Rules
Vigilance Department of Engineers India Ltd, the holding and therefore, there is no requirement of Cost Audit for
KEY MANAGERIAL PERSONNEL Company, with focused objective of ensuring conformity The particulars regarding foreign exchange earnings and the Company as per the statutory requirements.
to the company procedures and Govt. guidelines. System outgo are as under:
Pursuant to the provisions of Companies Act, 2013, the improvements are suggested to management and Total foreign exchange used and earned for the year: CODE OF BUSINESS CONDUCT AND ETHICS
Key Managerial Personnel of the Company as on March actions are undertaken for improvement. Vigilance
31, 2020 are: Shri G.Suresh, Chief Executive Officer, Shri reports are sent to Vigilance Department of EIL. (a) Total Foreign Exchange Earnings: 22.79 Lakhs The Company has formulated a Code of Business
G.D.Goswami, Chief Financial Officer and Ms. Jaya Totlani, (b) Total Foreign Exchange Outgo : 97.83 Lakhs Conduct and Ethics for its Board Members and Senior
Company Secretary. CEIL observed the Vigilance Awareness Week from 28th Management Personnel in terms of DPE Guidelines on
October, 2019 to 2nd November 2019 as per the directives The Company does not own any manufacturing facilities, Corporate Governance. The confirmation of compliance
NUMBER OF MEETINGS OF THE BOARD for spreading vigilance awareness and encouraging hence the other particulars required under Section 134 of the same is obtained from all concerned on annual
“participative vigilance” amongst the employees of the (3) (m) of the Companies Act, 2013 relating to Foreign basis. All Directors and Senior Management Personnel
The Board met 6 times during the financial year 2019-20, company. Exchange Earnings & Outgo are not applicable. have given their confirmation of compliance for the year
the details of which are given in the Corporate under review. A declaration duly signed by CEO is given
Governance Report that forms part of the Annual Report. Various competitions were organized during the in the Report on Corporate Governance. The Code of
The intervening gap between any two meetings was vigilance week for the employees. Business Conduct and Ethics for its Board Members and
within the period prescribed under Companies Act, 2013 Senior Management Personnel is given on the website of
the Company at http://www.ceil.co.in.

18 19
CERTIFICATION ENGINEERS INTERNATIONAL LIMITED 25th Annual Report 2019-20

CORPORATE GOVERNANCE (e) they have laid down internal financial controls to be Regular monitoring is done to analyze the data & PETROLEUM & EXPLOSIVES SAFETY ORGANIZATION
followed by the company and that such internal feedback from stakeholders to continually improve the (PESO):
The Company is committed to good Corporate financial controls are adequate and are operating Quality Management System.
Governance as per the requirements/Guidelines on effectively; and CEIL continues its approval from PESO as a recognized
Corporate Governance for CPSEs issued by Department INSPECTION BODY ACCREDITATION- TYPE “A” inspection authority as well as competent authority for
of Public Enterprises, Government of India. The Board of (f) they have devised proper systems to ensure inspections under SMPV(U) Rules 1981.
Directors supports the broad principles of Corporate compliance with the provisions of the applicable laws CEIL is accredited as a Type “A” (Third Party Inspection
Governance. In addition to the basic issues, CEIL lays and that such systems are adequate and o p e r a t i n g Agency) Inspection body as per the requirements of ISO STATUTORY AUDITORS
strong emphasis on transparency, accountability and effectively. 17020:2012 by NABCB. It is an international ISO standard
integrity. for conformity assessment of inspection bodies. The M/s VK Verma & Co., Chartered Accountants were
RIGHT TO INFORMATION ACT, 2005 scope sector for accreditation includes Fabricated metal appointed as Statutory Auditors of your Company for the
Further, Quarterly Compliance Report on Corporate products (IAF scope 17b), Machine and Equipment (IAF Financial Year 2019-20 by the Office of the Comptroller &
Governance is also submitted to the Ministry of In order to promote transparency and accountability, scope 18), Electrical Equipment (IAF Scope 19a), Gas Auditor General of India.
Petroleum and Natural Gas as per the requirements of appropriate action is taken to reply to queries from any Supply (IAF Scope 26), Engineering Services (IAF scope
Guidelines on Corporate Governance issued by DPE. source whenever received, on time. In compliance to the 34, ERDMP Certification). Periodic external audit is COMPOSITION OF AUDIT COMMITTEE
Certificate of the Statutor y Auditors regarding provisions of the Right to Information Act, 2005, Central conducted by Certifying Body and present certificate of
compliance of the conditions of the Corporate Public Information Officer (CPIO) and ACPIOs have been approval is valid up to 19.06.2022 The recommendations made by the Audit Committee
Governance as stipulated in DPE Guidelines on appointed and utmost care is being taken for timely during the financial year 2019-20 were accepted by the
Corporate Governance along with the Management's compliance and dissemination of information. As on Q u a l i t y M a n a g e m e n t Sy s te m a n d I S O 1 7 0 2 0 Board. The other details of Audit Committee like
Reply on the comments of the Auditors is enclosed. 31.3.2020, no application is pending under RTI Act, 2005. accreditation of CEIL provides the competitive edge in composition, terms of reference, meetings held are
securing and executing the projects with focus on full provided in the Corporate Governance Report.
The Report on Corporate Governance as stipulated BANKERS customer satisfaction.
under the DPE Guidelines is also annexed. REMUNERATION COMMITTEE
The Bankers of the Company are Bank of India, APPROVALS
TRAINING OF BOARD MEMBERS Corporation Bank, State Bank of India and Indusind Bank The Company has a Remuneration Committee and
Ltd. CEIL has secured Petroleum and Natural Gas detailed disclosure in this regard has been given in the
The company has a well defined Training Policy for Board Regulatory Board (PNGRB) approvals for following Corporate Governance Report which is annexed to this
Members. Detailed presentations are made by senior PARTICULARS OF EMPLOYEES categories: Report.
executives/professionals/consultants on business
related issues and the Directors have attended As per the provisions of Section 197 of the Companies A. Emergency Response & Disaster Management VIGIL MECHANISM/WHISTLE BLOWER POLICY
seminars/conferences/programs from time to time. Act, 2013 and rules made thereunder, Government Plan (ERDMP):
Companies are exempted from inclusion of the CEIL continues as an approved Third Party Inspection The Company has formed the Whistle Blower Policy/Vigil
DIRECTORS' RESPONSIBILITY STATEMENT statement of particulars of employees. The information body under PNGRB for review and verification of Mechanism and no personnel have been denied access
has, therefore, not been included as part of the Directors' Emergency Response & Disaster Management Plan to the Audit Committee. The Whistle Blower policy is
Pursuant to Section 134(5) of the Companies Act, 2013, Report. However, the same is open for inspection at the (ERDMP). During the year, CEIL carried out ERDMP uploaded and access available to all at the website of the
the Board of Directors to the best of its knowledge and registered office of the Company on all working days Audits ranging from Cross Country Natural Gas and Company, www.ceil.co.in.
ability, confirm that: between 10.30 a.m. to 12.30 p.m. prior to the Annual crude Pipelines to Petrochemical Complex, LPG
General Meeting. Recovery Units and Compressor Stations. DECLARATION BY INDEPENDENT DIRECTORS
a) In the preparation of the annual accounts for the year
ended March 31, 2020, the applicable accounting M AT E R I A L C H A N G E S A N D C O M M I T M E N T S B. Technical Standards and Specifications The Company has received necessary declaration
standards read with requirements set out under AFFECTING FINANCIAL POSITION BETWEEN THE including Safety Standards (T4S): from the Independent Directors under Section 149(7)
Schedule III to the Act, have been followed and there END OF THE FINANCIAL YEAR AND DATE OF REPORT CEIL continues to be an approved Third party of the Companies Act, 2013, that they meet the criteria of
are no material departures from the same; Inspection body under PNGRB for carrying out independence laid down in Section 149(6) of the
There are no material changes and commitments Technical Standards and Specifications including Companies Act, 2013 and DPE Guidelines on Corporate
(b) they have selected such accounting policies and affecting financial position of the Company between the Safety Standards (T4S) Audits for Natural Gas Governance.
applied them consistently and made judgments and end of the financial year and date of Report. Pipelines (NGPL) and City Gas Distribution (CGD)
estimates that are reasonable and prudent so as to networks, Petroleum and Petroleum product SIGNIFICANT AND MATERIAL ORDERS
give a true and fair view of the state of affairs of the QUALITY MANAGEMENT SYSTEM pipelines
Company at the end of the financial year and of the There were no significant and material orders passed by
profit of the Company for that period; Quality is inbuilt into the processes, deliverables and C. Integrity Management System for Natural Gas the regulators or courts or tribunals impacting the going
services of CEIL. The Quality Management System of the Pipelines and CGD Networks (IMS): concern status and Company's operations in future.
(c) they have taken proper and sufficient care for the Company conforms to the requirements of ISO CEIL continues to be an approved Third party
maintenance of adequate accounting records in 9001:2015 standard. Periodic external audit is conducted Inspection body under PNGRB for carrying out DISCLOSURE ON THE SEXUAL HARRASEMENT OF
accordance with the provisions of the Act for by Certifying Body and present certificate of approval is Pipeline Integrity Management System Audits for W O M E N AT W O R K P L A C E ( P R E V E N T I O N ,
safeguarding the assets of the Company and for valid up to 02.09.2022. Important ingredients of our Natural Gas Pipelines and CGD Networks. PROHIBITION AND REDRESSAL) ACT 2013
preventing and detecting fraud and other quality initiatives are effective & Internal Quality Audit
irregularities; process, planned customer perception surveys, analysis During the financial year 2019-20, there were no cases
of feedbacks/Suggestion from stakeholders and its filed pursuant to the Sexual Harassment of Women at
(d) they have prepared the annual accounts on a going reviews & directions from the Management Review Workplace (Prevention, Prohibition and Redressal) Act,
concern basis; Meeting (MRM) and System Committee Meeting (SCM). 2013.

20 21
CERTIFICATION ENGINEERS INTERNATIONAL LIMITED 25th Annual Report 2019-20

OTHER DISCLOSURES ACKNOWLEDGEMENTS MANAGEMENT DISCUSSION & ANALYSIS REPORT


No disclosure or reporting is required in respect of the The Board of Directors express their sincere thanks to We have the pleasure of presenting you an analysis new clients which will translate into good order book
following items as either these were not applicable or the esteemed Clients of CEIL for their continued report covering the performance of the company for the position and healthy turnover.
there were no transactions on these items during the patronage and express deep appreciation for the year 2019-20 and the future outlook.
financial year 2019-20:- assistance provided by the various Ministries of the Your company is aligning its growth strategy with GOI
Government of India. BUSINESS OVERVIEW initiatives and is continuously exploring the possibility of
1. Details relating to deposits covered under Chapter V scaling its domestic business and securing certification
of the Act. Your directors are also greatful to the bankers, statutory During the financial year 2019-20, your Company was and TPI jobs in high growth sectors like Government
2. Issue of equity shares with differential rights as to auditors, Comptroller and Auditor General of India for able to secure business worth 61.03 Crores. The Infrastructure projects, Pipelines, Railways, Affordable
dividend, voting or otherwise. their continued patronage and confidence in the business secured has increased by 27.46% as compared Housing, Nuclear, Fertilizers, Power etc.
3. Issue of shares (including sweat equity shares) to Company. to previous financial year.
employees of the Company under any scheme. COVID 19 PANDEMIC
4. Details regarding receipt of remuneration or The Board of Directors express their sincere gratitude to The order book as on 31.03.2020 was 43.06 Crores.
commission by the Managing Director or the Whole - EIL, the holding company for their all round support and The COVID 19 pandemic is a defining health crisis of our
time Director from any of its subsidiaries. look forward to their continued support and guidance. During the year, Company has secured major orders from time. It is spreading too fast with severe impact on both
5. Buy Back of shares. GSPL India Gas Limited (GIGL), Oil and Natural Gas lives and livelihood. The company is taking all necessary
The Board of Directors also wish to place on record their Corporation (ONGC), Konkan Railway (KRCL), Vadodara measures to mitigate its impact both on its operations
Further, the Company has devised proper systems to appreciation for the excellent contribution made by all Municipal Corporation (VMSS), Nashik Smart City and business.
ensure compliance with the provisions of all applicable the employees towards the successful operations of the Municipal Corporation, Rashtriya Ispat Nigam Limited
Secretarial Standards issued by the Institute of Company Company. (RINL), L&T Hydrocarbon and from other esteemed FINANCIAL PERFORMANCE
Secretaries of India and that such systems are adequate clients like Opal, SPG, DFCC, Cantonment Boards etc.
and operating effectively. There has also been a growth in order book for Third During the financial year, the income from services
For & on behalf of the Board of Directors Party Inspection Services for J&K Govt, UP irrigation and rendered by the Company has decreased to 4921.12
regular clients. Technical services to parent company EIL from 5291.40 Lakhs in the previous year.
for their ongoing projects continued.
(J.C. Nakra) Profit before tax (PBT) has increased from 1320.80 Lakhs
Chairman BUSINESS ENVIRONMENT AND FUTURE OUTLOOK in the previous year to 1397.64 Lakhs in the current year,
DIN: 07676468 which is 5.81% more than the previous year. Similarly,
With a growing response to diversification in sectors like Profit after tax (PAT) has increased from 935.86 Lakhs in
Date: 02.09.2020 Railways, Infrastructure, Smart Cities coupled with the previous year to 1008.22 Lakhs in the current year
Place: New Delhi upcoming Oil and Gas sector projects in Onshore as well which is 7.73% more than the previous year.
as Offshore, the unexecuted portion of order book
comprises of orders from ONGC, Vadodara Mahanagar
Seva Sadan, GSPL, GIGL, KRCL, Technimont, Pune Smart
City Development Corporation, Nashik Smart City, L&T
Hydrocarbon, SSNNL, Vizag Steel Plant, OpaL, DFCC,
SPG, RUDA, EIL etc. Your Company expects to secure
further assignments during the year from current and

MBPL PHASE-2 PROJECT OF GSPL


INDIA GASNET LTD. ( GIGL)

22 23
CERTIFICATION ENGINEERS INTERNATIONAL LIMITED 25th Annual Report 2019-20

MARKETING Nagarparishad (MGN), Vadodara Mahanagar Seva Sadan


SAGAR SAMRAT JACKING (VMSS), and also supported emergency situation of
TRIAL 4 The company is successfully expanding its client's base COVID-19 through contribution towards PM CARES.
with addition of new clients in existing and diversified
business areas. Decentralization of Marketing activities ENVIRONMENT PROTECTION AND CONSERVATION,
with Senior Personnel at Regional offices handling TECHNOLOGICAL CONSERVATION, RENEWABLE
marketing activities and overall monitoring by Head ENERGY DEVELOPMENT, FOREIGN EXCHANGE
(Marketing) has helped the company to achieve CONSERVATION
significant order book. Engineers are motivated to
discuss with the clients and suppliers during the Environmental protection is an integral part of the
inspection visits and inform the potential leads to Company's business processes. The Company is
marketing department. CEIL presence in Social Media adopting a long term approach to business, built upon a
Platforms is also yielding significant results. solid commitment of sustainable growth through active
participation in responsible environment practices.
OPERATIONAL IMPROVEMENT

Major Operational Improvements like improving MANAGEMENT INFORMATION SYSTEM (MIS)


manpower productivity, optimization of cost, realization
of outstanding etc. are ensured through strict monitoring MIS in the company is constantly being fine tuned to
of operations in the Company and increase in use of cater to ever growing information needs for effective and
RISK & CONCERNS Memorandum of Understanding (MOU) with Software Packages and automated systems. quick decision making as well as for statutory
Engineers India Limited requirements. This provides vital data inputs to
The Company has a robust Enterprise Risk Management COST CONTROL & MONITORING management, highlighting operating variables,
System (ERM) in place which includes risk identification, Your Company will sign MOU with EIL for the financial achievement vis-à-vis budgets and other decision
assessment and risk mitigation. Risks pertaining to year 2020-21. The Signing of MOU is under finalization. Effective cost reduction measures for control of travel support data.
business, stakeholder, strategy, financial, execution and cost, manpower cost etc. are taken up at all stages of
other related risks are systematically identified using a SIGNIFICANT INITIATIVES operations. Deputation of engineers based on project DISCLOSURE BY SENIOR MANAGEMENT PERSONNEL
Risk Matrix. The ERM process is maintained and executed requirements from nearby locations results in less travel
by the Risk Functional Committee, whose outcome is In order to meet the challenges of continuing changes in cost. Reflecting commitment towards increasing transparency
monitored at the apex with findings of the Risk business environment and growing competition, in all spheres, Senior Management Personnel confirmed
Functional Committee being presented to CEIL Board corporate focus has been on various initiatives on CORPORATE SOCIAL RESPONSIBILITY that, none of them has material financial and commercial
biannually by CEO/CFO. The Management periodically increasing engagement in Company's core strength transactions with the Company, where they have
reviews the status of identified risks and probable new areas, gaining entry into areas that are expected to show Your Company's CSR initiatives aim at assisting socially personal interest that may have a potential conflict with
risks and uses Enterprise Risk Management as an significant growth in the near future like Government and economically weaker segments of society, as well as the interest of the Company.
effective tool to foresee and take prompt actions for Infrastructure Projects, Railways, Defense, Infrastructure, defining the Company as a socially responsible business
optimizing its business model. Nuclear, Fertilizer etc along with upcoming Refinery entity to employees, clients and other stakeholders. The CAUTIONARY STATEMENT
Projects. Number of initiatives have also been taken for company remains committed towards its social
INTERNAL CONTROL SYSTEMS improvement in systems and processes, HR and for obligations and targets on capacity building, Certain statements in the “Management Discussion and
training & recruitment. empowerment of communities, inclusive socio- Analysis” section may be forward looking and are stated
Your company has in place adequate systems of internal economic growth, environment protection, as required by applicable laws and regulations. Many
control. These have been designed to provide MATERIAL DEVELOPMENT IN HUMAN RESOURCES, development of backward regions and upliftment of factors may get affected by actual results, resulting in
reasonable assurance with regard to maintaining proper INDUSTRIAL RELATION FRONT marginalized & underprivileged section of society. future performance and outlook different from what the
accounting controls, efficiency of operations, protecting Management envisages.
assets from unauthorized use or losses and ensuring Strength of regular employees, including employees on As part of CSR activities, during the financial year
reliability of financial and operational information. Your deputation from EIL, was 71 during the year. 118 Man 2019–20, CSR activity was done with Matheran Giristhan
company continued its efforts to align all its process and days training was imparted to employees during the year
control with best practices and is also controlling its through 10 nos. training programs.
operating process through well-defined international DEDICATED FREIGHT CORRIDORS
standard certification of ISO 9001:2015 and ISO 17020 Your Company intends to pursue domain specific (DFCC WESTERN CORRIDORS
accreditation. training related latest advanced NDT techniques, Asset PACKAGE C313)
Integrity Management, Industr y 4.0 and other
Some significant features of the internal control systems managerial training programs for the employees in
are preparation and monitoring of annual budgets, future too, to retain the knowledge edge in its area of
internal audit and its review, clear delegation of authority business.
and responsibility, corporate policy on accounting and
periodic management meeting to review operation and The industrial relations remained cordial throughout the
plans in business areas. year. The employees of the Company have extended a
very productive co-operation in the efforts of the
management to carry the Company to greater heights.

24 25
CERTIFICATION ENGINEERS INTERNATIONAL LIMITED 25th Annual Report 2019-20

ANNUAL REPORT ON CORPORATE SOCIAL RESPONSIBILITY (CSR)


ACTIVITIES FOR THE FINANCIAL YEAR 2019-20
1) A brief outline of the company's CSR policy, including overview of projects or programs proposed to be 6. In case the company has failed to spend the two percent of the average net profit of the last three financial years or
undertaken and reference to the web-link to the CSR policy and projects or programs. any part thereof, the company shall provide the reasons for not spending the amount in its Board report – NIL

To assist socially and economically disadvantageous segments of society to overcome hardship and S. A responsibility statement of the CSR Committee that the implementation and monitoring of CSR Policy, is in
impoverishment. To enhance increased commitment at all levels in the organization towards reinforcing its image compliance with CSR objectives and Policy of the company.
as a social and environmental conscience company. The Company has undertaken CSR Projects/ Programs in line
with Schedule VII of the Companies Act 2013, which are under the following thrust areas: The CSR Committee confirms that the implementation and monitoring of CSR activities of the Company are in
compliance with the CSR objectives and CSR Policy of the Company.
i) Poverty and hunger eradication
ii) Education
iii) Health Care G. Suresh, Chief Executive Officer Anita Gurjar, Chairperson, CSR Committee
iv) Drinking Water/Sanitation facility
v) Gender equality and women empowerment
vi) Environment Protection

The web link for CSR project or programme and policy is http://www.ceil.co.in.

2) Composition of CSR and SD Committee

The details regarding composition of CSR and SD Committee are given in the Corporate Governance Report
annexed to the Directors' Report.

3) Average Net Profit of the Company for the last three financial years was 15.62 Crore

4) Prescribed CSR Expenditure (2% of the amount as in item 3 above) is 31.25 Lakhs

5) Details of amount spent towards CSR during the financial year 2019-20

a) Total amount to be spent for the financial year 2019-20 was 31.25 Lakhs
b) Amount unspent, if any – 64.21 Lakhs
c) Manner in which the amounts spent towards CSR during the financial year 2019-20.

S. CSR project or activity Sector in Project or Amount Amount spent Cumulative Amount
No. identified which the Programs outlay on the expenditure spent :
Project is [1] Local area [budget] projects or upto to the Direct
covered or other project or programs reporting or through
[2] Specify programs Sub -heads: period. implementing
the State and wise [1] Direct (in ) agency
district where (in ) Expenditure
projects or on projects or
programs was programs.
undertaken [2] Overheads:
1. To support / sponsor Health Care/ Gujarat/ 7.45 Direct on 6,74,350/- Through
Vadodara Mahanagar Seva Drinking Vadodara Lakhs project VMSS
Sadan (VMSS), for providing Water/
Solar Benches and Water Sanitation
Free Toilet facility
2. To support/sponsor Matheran Health Care Local Area 10.00 Direct on 9,10,404/- Through
Giristhan Nagarparishad Lakhs project MGN
(MGN), for providing medical
equipment for their primary
health center.
3. To Support emergency or Emergency National 31 Direct to 31,00,000/- Directly to
distress situation due to or Distress Level Lakhs PM CARES PM CARES
COVID-19 pandemic by Situation fund Fund
contributing in PM CARES

26 27
CERTIFICATION ENGINEERS INTERNATIONAL LIMITED 25th Annual Report 2019-20

Form No. MGT-9 Shri R.Mahajan, Part-time Director


6. ED (Projects), Engineers India Ltd. 45* 0.005%
EXTRACT OF ANNUAL RETURN
st
as on the financial year ended on 31 March, 2020 7. Shri G.Suresh, CEO, CEIL 45* 0.005%
[Pursuant to section 92(3) of the Companies Act, 2013 and rule 12(1) of the Companies
(Management and Administration) Rules, 2014]
8. Engineers India Ltd., Holding Company 899658 99.962%
I. REGISTRATION AND OTHER DETAILS:
i) * These shares are held by these officials on behalf of Engineers India Limited and the beneficiary interest lies with
CIN: U74899DL1994GOI062371
Engineers India Limited in respect of these shares.
ii) Registration Date 26.10.1994
V. INDEBTEDNESS :
iii) Name of the Company Certification Engineers International Limited
Public Limited Company (Limited by Shares)- The Company is a debt-free Company.
iv) Category/Sub-Category of the Company
Govt. of India Undertaking
VI. REMUNERATION OF DIRECTORS AND KEY MANAGERIAL PERSONNEL-
Engineers India Bhawan,
Address of the Registered office and contact 1, Bhikaiji Cama Place, New Delhi-110066 A. Remuneration to Managing Director, Whole-time Director (WTD) and/or Manager: NIL
v) Tel:011-26762121, Fax: 011-26164868, 26186245
details
Email: ceil.del@eil.co.in, Website: www.ceil.co.in B. Remuneration to other directors:

Whether shares listed on recognized Stock No Name of Directors Particulars of remuneration-Sitting Fees
vi)
Exchange(s)
Shri O.P. Mishra 210000
vii) Name, Address and contact details of Registrar & Transfer Agents (RTA ) if any :- N.A.
Smt. Anita Gurjar 15000
II. PRINCIPAL BUSINESS ACTIVITIES OF THE COMPANY
C. REMUNERATION TO KEY MANAGERIAL PERSONNEL OTHER THAN MD/MANAGER/WTD :-
NIC Code of the % to total turnover
SI.No Name and Description of main products / services The Company does not have Managing Director/Manager/Whole time Director. Further, Chief Executive Officer of
Product/service of the company
the Company is on deputation from EIL (Holding Company), the salary for which is paid by Engineers India Limited.
1 Certification/Re-certification & Third Party Inspection Services Not Applicable 100% EIL raises monthly bills on the basis of manhour cost as per agreement with the Company which are accounted for as
professional charges, under the head “Manpower Services.”
III. PARTICULARS OF HOLDING, SUBSIDIARY AND ASSOCIATE COMPANIES The details of remuneration of Chief Financial Officer and Company Secretary are as follows:
Holding/
Name And Address of % of shares Applicable Key Managerial Personnel Key Managerial Personnel
SI.No CIN/GLN Subsidiary / SI.No Particulars of Remuneration
The Company held Section (Company Secretary) (CFO)
Associate
Engineers India Limited Engineers 1. Gross Salary
Holding
1. India House, 1, Bhikaji Cama Place, L74899DL1965GOI004352 100 2(46) (a) Salary as per provisions contained in
Company 11,27,905 36,95,528
New Delhi-110066. section 17(1) of the Income Tax Act, 1961
(b) Value of Perquisites u/s 17(2) of
IV. SHARE HOLDING PATTERN (Equity Share Capital Breakup as percentage of Total Equity) - 5,04,465
the Income Tax Act, 1961
The shareholding pattern of the Company as on 31.03.2020 is as follows:
(c) Profits in lieu of salary u/s 17(3) of
Number of Equity % of issued Capital the Income Tax Act, 1961
SI.No Name of Shareholder
Shares of Rs. 100 each Stock Option
2. -
Shri Jagdish Chander Nakra, Part-time Chairman Sweat Equity -
1. 45* 0.005% 3. -
(C&MD, Engineers India Ltd, Holding Company)
4. Commission -
Shri V.C.Bhandari, Director (HR),
2. Engineers India Ltd. 45* 0.005% -as % of profit -

Shri Rakesh Kumar Sabharwal, -others -


3. Director (Commercial), Engineers India Ltd. 45* 0.005%
5. Others -
Shri S.K.Handa, Total 11,27,905 42,00,933
4. Director (Projects), Engineers India Ltd. 45* 0.005%
VII. PENALTIES / PUNISHMENT/ COMPOUNDING OF OFFENCES:
Shri Amitabh Budhiraja, Part-time Director
5. Executive Director, Engineers India Ltd. 72* 0.008%
There were no penalties, punishment or compounding of offences during the year ended March 31, 2020.

28 29
CERTIFICATION ENGINEERS INTERNATIONAL LIMITED 25th Annual Report 2019-20

REPORT ON CORPORATE GOVERNANCE Name of the Director Attendance Particulars


Number of other Directorships/
Committee Membership/Chairmanship##

1. Company's Philosophy on Corporate Governance Board Last AGM Other Other Committee Other Committee
Meetings held on Directorships Memberships Chairmanships
Corporate Governance encompasses a set of systems and practices to endure that the Company's affairs are being 29.08.2019
managed in a manner which ensures accountability, transparency and fairness in all transactions in the widest sense. A) Part time Directors –From Holding Company, EIL
Good governance practices stem from the dynamic culture and positive mindset of the organization. The essence of
Corporate Governance lies in promoting and maintaining integrity, transparency and accountability in the I) Present Directors
management's higher echelons. Shri Jagdish Chander
6 Yes 2 -- --
Nakra, Chairman
Your Company believes, Corporate Governance is not just a destination, but a journey to constantly improve
sustainable value creation. It is an upward-moving target that we collectively strive towards achieving. Our Shri Sunil Bhatia* 4 Yes
Corporate Structure, business, operations and disclosures practices have been strictly aligned to our Corporate Shri R. Mahajan 5 No 0 -- --
Governance Philosophy. Shri Amitabh Budhiraja 5 Yes 0 -- --
2. Board of Directors II) Past Directors
Shri S,K,Handa** 1 Yes -- -- --
a) Composition of the Board of Directors
B) Non-Official Part-time Independent Director
Certification Engineers International Limited (CEIL) is a public sector undertaking. The Articles of Association of I ) Present Directors
theCompany stipulates that the number of Directors shall not be less than three and more than fifteen.
Shri O.P.Mishra 6 Yes 1 -- --
As on March 31, 2020, CEIL is having 6 Directors on its Board comprising of 4(four) Part-time Directors including Smt. Anita Gurjar 1 -- -- -- --
Chairman and 2(two) Non-official Part-time Independent Directors nominated by Ministry of Petroleum &
Natural Gas, Government of India. Remarks:
b) Number of Board Meetings * Shri Sunil Bhatia was appointed as Part-time Director w.e.f. 17.05.2019.
** Shri S.K.Handa ceased to be Director w.e.f. 17.05.2019.
The Board of Directors met 6 times during the financial year 2019-20. The details of the Board Meetings are as
under: ## None of the Directors on the Board is a member of more than 10 committees or chairman of more than 5
committees across all the companies in which he is a Director. Membership/Chairmanship in committee is reckoned
Sr.No. Date of Meeting Place Board Strength No. of Directors Present pertaining to Audit Committee and Stakeholders Relationship Committee.

1 April 12, 2019 New Delhi 5 4 Notes:


2 May 10, 2019 New Delhi 5 5
(i) None of the Independent Directors are holding directorships in more than seven listed companies.
3 August 5, 2019 New Delhi 5 5 (ii) The company has not issued any convertible instruments.
4 August 29, 2019 New Delhi 5 4
5 October 28, 2019 New Delhi 5 5 d) Board Procedure

6 January 23, 2020 New Delhi 6 5 The meeting of the Board of Directors are generally held at the Company's Registered Office in New Delhi.
The meetings are generally scheduled well in advance. In case of exigencies or urgency, resolutions are
passed by circulation. The Board meets at least once a quarter to review the quarterly performance and the
financial results. The time gap between two meetings was not more than three months. The agenda for the
c) Attendance record of Directors at Board Meetings and Annual General Meeting and number of other meetings is prepared by the concerned officials and sponsored by CEO of the Company and approved by the
Directorships/Committee Memberships/Chairmanships. Chairman. The Agenda Notes along with necessary papers are circulated to the Directors in advance. The
members of the Board have access to all information and are free to recommend inclusion of any matter in
Attendance of each Director at the Board Meetings and at the last Annual General Meeting held during the the agenda for discussion. Senior executives are invited to attend the Board meetings and provide
financial year 2019-2020 and number of other Directorships/Committee Memberships/Chairmanships of each clarifications as and when required. Action Taken Reports are put up to the Board periodically.
director is given below:
e) Code of Business Conduct and Ethics for Board Members and Senior Management

The Board of Directors has laid down the Code of Business Conduct and Ethics for all Board Members and S e n i o r
Management of the Company. The same has also been posted on the Website of the Company at
http://ceil.co.in/Cg/CEIL-CodeOfConduct.pdf

30 31
CERTIFICATION ENGINEERS INTERNATIONAL LIMITED 25th Annual Report 2019-20

Declaration as required under DPE Guidelines on Corporate Governance for CPSEs 4. Subsidiary Companies
All the Members of the Board and Senior Management Personnel have affirmed compliance of the Code
The Company is not having any subsidiary company.
of Business Conduct and Ethics for the financial year ended on March 31, 2020.
5. Remuneration Committee/Remuneration of Directors
Date : 31.03.2020 (G.Suresh)
Place : New Delhi Chief Executive Officer
The Company has formed a Remuneration Committee as per DPE OM dated 26th November, 2008 regarding pay
revision of CPSE executives. As on March 31, 2020, the Remuneration Committee comprises of Shri O.P.Mishra,
f) Separate Meetings of Independent Directors Non-official Independent Director as Chairman, Smt. Anita Gurjar and Shri R.Mahajan as Members. The
Remuneration Committee was reconstituted during the year due to the following:
A separate Meeting of the Independent Directors was held on 23.01.2020 as per the Guidelines issued by DPE on
Role & Responsibilities of Non-Official Directors (Independent Directors) of CPSEs and in compliance to the other - Shri Amitabh Budhiraja ceased to be member w.e.f. 23.01.2020.
statutory provisions in this regard. All the Independent Directors attended the separate Meeting. This Meeting - Smt. Anita Gurjar was inducted as member w.e.f. 23.01.2020.
assessed the quality, quantity and timeliness of flow of information necessary for the Board to effectively and
reasonably perform their duties. The details of meeting held during the financial year 2019-20 and the attendance of the Members is given below:

g) Compliance Reports
Sr.No. Date of Meeting Name Chairman/Member Attendance
To the best of the knowledge and belief, the Company is complying with all applicable laws as on date. The Board
has reviewed Compliance Report of all Laws applicable to the Company and the steps taken by the Company to Shri O.P.Mishra Chairman Present
rectify instances of non-compliances. 1. 12.04.2019 Shri R.Mahajan Member Present
Shri Amitabh Budhiraja Member Present
h) Re-appointment of Directors
The scope of the Remuneration Committee includes finalizing the salary structure, applicable perks & allowances
The brief resume of the Director seeking appointment/re-appointment together with the nature of their expertise in and deciding the annual bonus pool/variable pay & policy for its distribution across the executives and
s p e c i fi c f u n c t i o n a l a re a s , n a m e s of c o m pa n i e s i n w h i c h t h e y h o l d d i re c to r s h i p s a n d t h e Non-Unionised Supervisors within the prescribed limits. Remuneration Committee may also be called upon to
memberships/chairmanships of Committees of the Board along with their shareholding in the Company etc. decide issues like ESOP schemes, Performance Incentive Schemes, Superannuation Benefits and any other Fringe
pursuant to the statutory requirements is annexed to the notice calling the Annual General Meeting. Benefits which may be considered appropriate. The Remuneration Committee shall also assist the Board in ensuring
that appropriate and effective remuneration packages and policies are implemented in CEIL for all employees
3. Audit Committee including Directors and Chairman. The Committee's role also extends to the review of Non-Executive Director's fees.
There is no pecuniary relationship or transactions of the Non-Executive Directors vis-à-vis the Company. The
As on March 31, 2020, the Audit Committee comprises of Shri O.P.Mishra, Non-official Independent Director as part-time official Directors other than Non-official Independent Directors nominated on the Board do not draw any
Chairman, Smt. Anita Gurjar (Non-official Independent Director) and Shri Sunil Bhatia (Part-time Director) as remuneration from the Company for their role as Director. The sitting fees fixed for Non-official Part-time
members. The Audit Committee was reconstituted during the year due to the following: Independent Directors of the Company is Rs. 15,000/- per meeting of the Board or its Committee thereof attended
by them. The details of payments towards sitting fees to Non-official Independent Directors during the Financial
- Shri S.K.Handa ceased to be member w.e.f. 17.05.2019 Year 2019-20 are given below:-.
- Shri Sunil Bhatia was inducted as member w.e.f. 17.05.2019
- Shri R.Mahajan ceased to be member w.e.f. 23.01.2020 Name of Non-offical Part-
Sitting Fees* Total
- Smt. Anita Gurjar was inducted as member w.e.f. 23.01.2020 time Independent Director
Board Meeting Committee Meeting
The terms of reference/scope, role and powers etc. of the Audit Committee are in accordance with DPE Guidelines
on Corporate Governance for CPSEs. The details of meetings held during the financial year 2019-20 and the Shri O.P.Mishra 90000 120000 210000
attendance of the Members is given below: Smt. Anita Gurjar 15000 - 15000

Sr.No. Date of Meeting Name Chairman/Member Attendance * Gross Fees excluding Tax Deducted at Source as per applicable Tax Laws and Rules.

Shri O.P.Mishra Chairman Present 6. CSR and SD Committee of the Board


1. 10.05.2019 Shri S.K.Handa Member Present
Shri R.Mahajan Member Present The CSR and SD Committee of the Board has been constituted to deliberate and decide on the matters as per
defined scope of the Committee. As on March 31, 2020, the CSR and SD Committee comprises of Smt. Anita Gurjar,
Shri O.P.Mishra Chairman Present Non-official Independent Director as Chairperson, Shri O.P.Mishra and Shri Sunil Bhatia as Members. The CSR and
05.08.2019 Shri Sunil Bhatia Member Present SD Committee of the Board was reconstituted during the year due to the following:
2.
Shri R.Mahajan Member Present
Shri O.P.Mishra Chairman Present - Shri S.K.Handa ceased to be member w.e.f. 17.05.2019.
28.10.2019 Shri Sunil Bhatia Member Present - Shri Sunil Bhatia was inducted as member w.e.f. 17.05.2019.
3. - Shri R.Mahajan was ceased to be member w.e.f. 23.01.2020.
Shri R.Mahajan Member Present
- Smt. Anita Gurjar was inducted as Chairperson and Member w.e.f. 23.01.2020.
Shri O.P.Mishra Chairman Present
4. 23.01.2020 Shri Sunil Bhatia Member Present The details of meetings held during the financial year 2019-20 and the attendance of the Members is given below:
Shri R.Mahajan Member Present

32 33
CERTIFICATION ENGINEERS INTERNATIONAL LIMITED 25th Annual Report 2019-20

ii) Details of Special resolutions passed at last three AGMs


Sr.No. Date of Meeting Name Chairman/Member Attendance

Shri O.P.Mishra Chairman Present AGM Details of Special Resolutions Passed


1. 10.05.2019 Shri S.K.Handa Member Present 22nd Nil
Shri R.Mahajan Member Present
rd
23 Nil
Shri O.P.Mishra Chairman Present
05.08.2019 Shri Sunil Bhatia Member Present 24th Nil
2.
Shri R.Mahajan Member Present
No special resolutions were put through postal ballot during the last year. No special resolution is proposed to be
Shri O.P.Mishra Chairman Present passed through postal ballot at the ensuing Annual General Meeting.
23.01.2020 Shri Sunil Bhatia Member Present
3.
Shri R.Mahajan Member Present iii) Extra-ordinary General Meeting (EGM)

7. Accounting Treatment During the year 2019-20, an Extra-ordinary General Meeting of the Members was held on 23.01.2020 regarding
the following matters:
The Financial Statements have been prepared as per generally accepted accounting principles and in accordance
with the prescribed Accounting Standards. Adoption of new set of Articles of Association of the Company.

8. CEO/CFO Certification 11. Disclosures

The CEO and CFO have given the certificate to the Board as well as disclosed the required information to the (i) Details of transactions between the company and its holding Company, associates, key managerial personnel
Statutory Auditors and the Audit Committee in terms of DPE Guidelines on Corporate Governance for CPSEs and the during the financial year 2019-20 are given in Note 35 of the Notes to Accounts for the year ended 31st March,
same is annexed to this Report. 2020. These transactions do not have any potential conflict with the interests of the Company at large.

9. Risk Management (ii) There have been no instances of non-compliance by the Company and no penalties/strictures imposed on the
Company by any statutory authority in any matters related to any Guidelines issued by Government during the
The Company has well defined Risk Management policy. The objective of risk management in the Company is to act last three years.
as enabler in maintaining its knowledge edge, sustaining and expanding the business, being competitive and
ensuring execution of projects within budgeted cost and time resulting in improved turnover and profitability. The (iii) The Company has in place a Vigil Mechanism/Whistle Blower Policy and no personnel have been denied access
management is committed to further strengthen its risk management capabilities in order to protect and enhance to the Audit Committee. The details of the same have also been posted on the website of the Company.
shareholder value by improving its business performance. Continuous efforts in creating new opportunities,
improving competencies/knowledge in various areas leading to improved performance and leveraging existing (iv) The Company has complied with all mandatory requirements of DPE Guidelines on Corporate Governance for
knowledge resources, in line with the risk appetite of the Company, has enabled the Company to protect the CPSEs except the Composition of Board of Directors with respect to Full time functional Directors and Number
shareholders' interests. of independent Directors (from 01.04.2019 to 30.10.2019).

10. General Body Meetings (v) During the last three years, no Presidential Directive has been received by the Company.

i) Annual General Meeting (AGM) (vi) No Expenditures were debited in the Books of Accounts during the Financial Year 2019-20 which are not for the
purposes of the Business.
The Annual General Meetings of the Company are held at New Delhi where the Registered Office of the Company
is situated. The details of such meetings held during the last three years are as under: (vii) No expenses had been incurred which are personnel in nature and incurred for the Board of Directors and the
top Management.

AGM Year Venue Date Time (viii) The administrative and office expenses are 19.02% of the total expenses in the Financial Year 2019-20 as
EIB, 1, Bhikaiji Came Place, against 20.83% during the Financial Year 2018-19.
22nd 2016-17 28.08.2017 3.00 p.m.
New Delhi-110066.
(ix) None of the Directors of the Company are inter-se related as on 31st March, 2020.
rd EIB, 1, Bhikaiji Came Place, 3.00 p.m.
23 2017-18 28.08.2018
New Delhi-110066.
(x) None of the Non-official Part-time Independent Directors hold any equity shares of the Company as on 31st
EIB, 1, Bhikaiji Came Place, 4.00 p.m. March, 2020.
24th 2018-19 29.08.2019
New Delhi-110066.

12. Means of Communication

The quarterly/yearly Financial results are displayed on the website viz. www.ceil.co.in of the Company. The website
of the Company also displays the official news releases. Annual Report is also available on the website in a user
friendly manner and is circulated to the members and other entitled.

34 35
CERTIFICATION ENGINEERS INTERNATIONAL LIMITED 25th Annual Report 2019-20

13. Audit Qualifications CHIEF EXECUTIVE OFFICER (CEO) AND


The company has ensured to remain in the regime of unqualified financial statements. CHIEF FINANCIAL OFFICER (CFO) CERTIFICATION

14. Training of Board Members We, G Suresh, Chief Executive Officer and G.D. Goswami, Chief Financial Officer of Certification Engineers International
Limited, to the best of our knowledge and belief, certify that:
The Company has a well defined Training Policy for Board Members which is given on the website of the Company at
http://ceil.co.in/company.html. Detailed presentations are made by senior executives/professionals/consultants on
business related issues and the Directors have attended seminars/conferences/programmes from time to time. 1. We have reviewed the Financial results for the quarter and year ended 31st March, 2020.

15. Vigil Mechanism/Whistle blower Policy 2. Based on our knowledge and information, these Financial Results do not contain any untrue statement of a
material fact or omit any material fact or contain statements that might be misleading.
The Vigil Mechanism/Whistle blower policy is placed on the website of the Company i.e. www.ceil.co.in.

16. General Information 3. Based on our knowledge and information, these Financial Results together present a true and fair view of the
company's operations and are in compliance with the existing Accounting Standards and /or applicable Laws
i) Annual General Meeting and Regulations.

Day and Date Friday, 25th September 2020 4. To the best of our knowledge and belief, no transactions entered into by the Company during the quarter and
Time 04:00 pm year, are fraudulent, illegal or violative of the Company's Code of Conduct.

Venue E.I.B, 1, Bhikaiji Cama Place, New Delhi-110066. 5. We are responsible for establishing and maintaining internal controls over financial reporting and we have
evaluated the effectiveness of such controls.
ii) Financial Year
6. We have disclosed, wherever applicable, to the Company's Auditors and Audit Committee :
st st
1 Day of April to 31 Day of March every year.
a) Any deficiencies in the design or operation of internal control for financial reporting including any corrective
iii) Dividend action with regard to deficiencies;
b) Significant changes in internal control over financial reporting during the quarter and year;
The Board of Directors of the Company have recommended payment of Final Dividend of 450 Lakhs (9,00,000
equity shares of 100/- per share) for the Financial Year ended 31st March, 2020 subject to approval of c) Significant changes in accounting policies during the quarter & year and the impact thereof, if any, have been
Shareholders in the ensuing Annual General Meeting. This was in addition to the Interim Dividend of 297 Lakhs disclosed in Notes to the Financial Results.
(9,00,000 equity shares @ 100/- each) paid in January, 2020. d) Instances of significant fraud, of which we are aware, that involves management or other employees who have
significant role in the Company's internal control system over financial reporting.
iv) Registered office of the Company

Certification Engineers International Limited


E.I.Bhawan, 1, G Suresh GD Goswami
Bhikaiji Cama Place, Chief Executive Officer Chief Financial Officer
New Delhi-110066. Date: 19.06.2020
CIN: U74899DL1994GOI062371
Tel. no. 011-26762121, Fax: 011-26164868, 011-26192693 Place: New Delhi
Website: http://www.ceil.co.in

v) Auditors
M/s V K Verma & Co.
Chartered Accounts
C-37, Connaught Place,
New Delhi-110001.

36 37
CERTIFICATION ENGINEERS INTERNATIONAL LIMITED 25th Annual Report 2019-20

Annexure to Report on Corporate Governance

INDEPENDENT AUDITORS REPORT ON COMPLIANCE WITH MANAGEMENT'S REPLY TO AUDITOR'S REPORT


CORPORATE GOVERNANCE REQUIREMENTS UNDER GUIDELINES ON CORPORATE GOVERNANCE (2019-20)
ISSUED BY MINISTRY OF HEAVY INDUSTRIES AND
PUBLIC ENTERPRISES
AUDITOR'S COMMENT MANAGEMENT'S REPLY
To, and Reviews of Historical Financial Information, and
The Members of Other Assurance and Relevant Ser vices
Composition of Board w.r.t. number of Full-time Being a wholly owned subsidiary of Engineers India
Certification Engineers International Limited Engagements.
Functional Directors does not exist. Limited (EIL) and given the nature and scale of
1. This certificate is issued in accordance with the terms Opinion operations and in line with Articles of Association of
of our engagement letter with the Company. the Company, requirement of full time Functional
8. In our opinion, and to the best of our information and Director was not envisaged at the time of formation of
2. This report contains details of compliance of according to explanations given to us, subject to
the Company and the present scenario is status quo.
conditions of corporate governance by Certification clause (a) to (b) mentioned below we certify that the
Engineers International Ltd. ('the Company') for the company has compiled with the conditions of
year ended 31 s t March, 2020 as stipulated in Corporate Governance as stipulated in the above-
guidelines vide O.M No. 18(8)/2005-GM dated mentioned guidelines vide O.M No. 18(8)/2005-GM Company did not have two Independent Directors CEIL is a Public Sector Undertaking and appointment
14.05.2010 of the Ministry of Heavy Industries and dated 14.05.2010 of the Ministry of Heavy Industries
Public Enterprises, DPE, Government of India. and Public Enterprises, DPE, Government of India: upto 30.10.2019 as required by the Companies Act, of Independent Directors are made by the Government
2013 in its Board since 20th November, 2018 and also of India.
Management's Responsibility for compliance with a) Composition of Board w.r.t number of Full-time as per section 177 of the Companies Act, 2013, there
the conditions of Corporate Governance functional directors does not exist. should be minimum two Independent Directors in the However, presently there are 2 Independent Directors
b) Company did not have two Independent Directors Audit Committee. on the Board of CEIL.
3. The compliance with the terms and conditions for upto 30.10.2019 as required by the Companies
corporate governance contained in the aforesaid Act, 2013 in its Board Since 20th November, 2018
guidelines of the Ministry of Heavy Industries and and also as per Sec.177 of the Companies act 2013
Public Enterprises, DPE, Government of India is the there should be minimum two Independent
responsibility of the management of the Company directors in the Audit Committee.
including the preparation and maintenance of all
relevant supporting records and documents. 9. We state that such compliance is neither an
assurance as to the future viability of the company
Auditor's Responsibility nor the efficiency or effectiveness with which the
management has conducted the affairs of the
4. Our examination was limited to procedures and Company.
implementation thereof adopted by the Company
forensuring the compliance of the conditions of Restriction on use
corporate governance mentioned in the aforesaid
guidelines. It is neither an audit nor an expression of 10. The certificate is addressed and provided to the
opinion on the financial statements of the Company. members of the company solely for the purpose to
enable the company to comply with the requirement
5. Pursuant to the requirements of the aforesaid of guidelines vide O.M No. 18(8)/2005-GM dated
guidelines issued by the Ministry of Heavy Industries 14.05.2010 of the Ministry of Heavy Industries and
and Public Enterprises, it is our responsibility to Public Enterprises, DPE, Government of India, and it
provide a reasonable assurance as to whether the should not be used by any other person or for any
company has complied with the conditions of other purpose. Accordingly, we do not accept or
Corporate Governance as stipulated in the aforesaid assume any liability or any duty of care for any other
guidelines for the year 31st March 2020. person to whom this certificate is shown or into
hands it may come without our prior consent in
6. We conducted our examination in accordance with writing.
the Guidance note on reports or Certificates for FOR V K VERMA & CO.
Special Purposes issued by the Institute of Chartered Chartered Accountants
Accountants of India ('ICAI'). The guidance note Firm Reg. No. 000386N
re q u i re s t h a t we c o m p l y w i t h t h e e t h i c a l
requirements of the code of ethics issued by the ICAI. CA VIVEK KUMAR
Partner
7. We have compiled with the relevant applicable Membership No.503826
requirements of the Standard on Quality Control Date: 19.06.2020
(SQC) 1, Quality Control for firms that perform Audits Place: New Delhi

38 39
CERTIFICATION ENGINEERS INTERNATIONAL LIMITED 25th Annual Report 2019-20

INDEPENDENT AUDITORS' REPORT • Identify and assess the risks of material misstatement 3. As required by section 143(3) of the Act ,based on
of the financial statements, whether due to fraud or error, our audit we report that :
design and perform audit procedures responsive to
TO Management's Responsibility for the Standalone those risks, and obtain audit evidence that is sufficient a) We have sought and obtained all the information
THE MEMBERS OF Financial Statements and appropriate to provide a basis for our opinion. The and explanations which to the best of our
CERTIFICATION ENGINEERS INTERNATIONAL risk of not detecting a material misstatement resulting knowledge and belief were necessary for the
LIMITED The Company's Board of Directors is responsible for the from fraud is higher than for one resulting from error, as purposes of our audit.
matters in section 134(5) of the Companies Act, 2013 fraud may involve collusion, forgery, intentional b) In our opinion proper books of account as
Report on the Audit of the Standalone Financial (“the Act”) with respect to the preparation of these omissions, misrepresentations, or the override of internal required by law have been kept by the Company
Statements standalone Ind AS financial statements that give a true control. so far as it appears from our examination of those
and fair view of the financial position, financial books.
Opinion performance, changes in equity and cash flows of the • Obtain an understanding of Internal Financial c) The Balance Sheet, the Statement of Profit and
Company in accordance with the accounting principles Controls relevant to the audit in order to design audit Loss, the Statement of Changes in Equity and the
We have audited the standalone accompanying financial generally accepted in India, including the Indian procedures that are appropriate in the circumstances. Cash Flow Statement dealt with by this Report are
statements of Certification Engineers International Accounting Standards (Ind AS) specified under Section Under section 143(3)(i) of the Act, we are also responsible in agreement with the books of account.
Limited which comprise the Balance Sheet as at 31 133 of the Act, read with Rules issued thereunder. for expressing our opinion on whether the Company has d) In our opinion, the aforesaid standalone Ind AS
March 2020, the Statement of Profit and Loss(Including adequate internal financial controls system in place and financial statements comply with the Indian
other comprehensive income), the Cash Flow Statement This responsibility also includes the maintenance of the operating effectiveness of such controls. Accounting Standards specified under Section
for the year, the statement of Changes in Equity for the adequate accounting records in accordance with the 133 of the Act, read with Rule 7 of the Companies
year ended on 31st March,2020 and a summary of provision of the Act for safeguarding of the assets of the • Evaluate the appropriateness of accounting policies (Accounts) Rules, 2014.
significant accounting policies and other explanatory Company and for preventing and detecting the frauds used and the reasonableness of accounting estimates e) On the basis of the written representations
information (hereinafter referred to as “Standalone Ind and other irregularities; selection and application of and related disclosures made by management. received from the directors as on March 31, 2020
AS financial statements”). appropriate accounting policies; making judgments and taken on record by the Board of Directors, none of
estimates that are reasonable and prudent; and design, • Conclude on the appropriateness of management's the Directors are disqualified as on March 31, 2020
In our opinion and to the best of our information and implementation and maintenance of adequate internal use of the going concern basis of accounting and, based from being appointed as a director in terms of
according to the explanations given to us, the aforesaid financial control, that were operating effectively for on the audit evidence obtained, whether a material Section 164(2) of the Act.
Standalone Ind AS financial statements, give the ensuring the accuracy and completeness of the uncertainty exists related to events or conditions that f) With respect to the adequacy of the internal
information required by the Companies Act, 2013 in the accounting records, relevant to the preparation and may cast significant doubt on the Company's ability to financial controls over financial reporting of the
manner so required and give a true and fair view in presentation of the standalone Ind AS financial continue as a going concern. If we conclude that a Company and the operating effectiveness of such
conformity with the accounting principles generally statements that give a true and fair view and are free from material uncertainty exists, we are required to draw controls, refer to our separate Report in
accepted in India including the Ind AS, of the state of material misstatement, whether due to fraud or error. attention in our auditor's report to the related “Annexure- B”.
affairs of the company as at 31st March 2020, and disclosures in the financial statements or if such g) With respect to other matters to be included in
profit(including other comprehensive income), its cash In preparing the financial statements ,management is disclosures are inadequate, to modify our opinion. Our Auditors Report in accordance with Rule 11 of
flow and the changes in equity for the year ended on that responsible for assessing the Company's ability to conclusions are based on the audit evidence obtained up Companies (Audit and Auditors) 2014, as
date. continue as a going concern ,disclosing ,as applicable to the date of our auditor's report. However, future amended in our opinion and to best of our
,matters related to going concern and using the going events or conditions may the Company to cease to information and explanations given to us:
concern basis of accounting unless Board of Directors continue as a going concern.
Basis for Opinion either intends to liquidate the Company or to cease i. The Company has disclosed the impact of
Operations ,or has no realistic alternative but to do so. • Evaluate the overall presentation, structure and pending litigations on its financial position in its
We have conducted our audit in accordance with the The Board of Directors are responsible for overseeing the content of the standalone financial statements, including Ind AS financial statements – Refer Note No. 36.
Standards on Auditing specified under section 143(10) of Company's financial reporting process. the disclosures, and whether the standalone financial ii. The Company did not have any long-term
the Act. Our responsibilities under those Standards are statements represent the underlying transactions and contracts including derivatives contracts for which
further described in the Auditor's Responsibility for the Auditor's Responsibilities for the Audit of the events in a manner that achieves fair presentation. there were any material foreseeable losses.
Audit of the Financial Statements section of our report Standalone Financial Statements iii. There were no amounts which were required to be
.We are Independent of the Company in accordance with Report on other Legal and Regulatory Requirements transferred to the Investor Education and
the Code Of Ethics issued by the Institute of Chartered Our objectives are to obtain reasonable assurance about Protection Fund by the Company.
accountants of India (ICAI) together with the ethical whether the financial statements as a whole are free from 1. As required by the Companies (Auditor's Report)
requirement that are relevant to our audit of the Financial material misstatement, whether due to fraud or error, Order, 2016 (“the order”), issued by the Central
statements under the provisions of the Companies Act , and to issue an auditor's report that includes our opinion. Government in terms of Section 143(11) of the Act,
2013 and the rules there under ,and we have fulfilled our Reasonable assurance is a high level of assurance, but is we give in “Annexure A”, a statement on the FOR V K VERMA & CO.
other ethical responsibilities in accordance with these not a guarantee that an audit conducted in accordance matters specified in paragraphs 3 and 4 of the Chartered Accountants
requirements and Code of Ethics .We believe that the with SAs will always detect a material misstatement when Order. Firm Reg. No. 000386N
audit evidence we have obtained is sufficient and it exists. Misstatements can arise from fraud or error and
appropriate to provide a basis for our audit opinion on are considered material if, individually or in the 2. As required by Section 143(5) of the Act, we have CA VIVEK KUMAR
the standalone Ind AS financial statements. aggregate, they could reasonably be expected to considered the directions and sub-directions Partner
influence the economic decisions of users taken on the issued by the Comptroller and Auditor General of Membership No.503826
basis of these financial statements. As part of an audit in India. We give our report in the attached Date: 19.06.2020
accordance with SAs, we exercise professional Annexure “A-1”.
judgement and maintain professional skepticism Place: New Delhi
throughout the audit. We also;

40 41
CERTIFICATION ENGINEERS INTERNATIONAL LIMITED 25th Annual Report 2019-20

ANNEXURE- A TO THE AUDITORS' REPORT viii. The company does not have any loans or borrowings
from any financial institution, banks, government or xiii. According to the information and explanations given
debenture holders during the year. Accordingly, to us and based on our examination of the records of
i. The Annexure referred to in independent Auditors' paragraph 3(viii) of the order is not applicable. the company, transactions with the related parties
Report to the members of the company on the iv. In our opinion and according to the information and are in compliance with sections 177 and 188 of the
standalone Ind AS financial statements for the year explanations given to us, the company has compiled ix. The company did not raise any money by way of act where applicable and details of such transactions
ended 31 March 2020, we report that: with the provisions of section 185 & 186 of the initial public offer (including debt instruments) and have been disclosed in the financial statements as
companies Act 2013, with respect to the loans & term loans during the year. Accordingly, paragraph required by the applicable accounting standards.
a) The company has been maintaining proper investments made. 3(ix) of the order is not applicable.
records s h o w i n g f u l l pa r t i c u l a r s , i n c l u d i n g xiv. According to the information and explanations
quantitative details and situation of fixed assets. v. The company has not accepted any deposits within x. According to the information and explanations given given to us and based on our examination of the
the meaning of section 73 to 76 or any other relevant to us, no fraud by the company or on the company by records of the company, the company has not made
b) The company's fixed assets have been physically provisions of the companies Act 2013 and rules its officers or employees has been noticed or any preferential allotment or private placement of
verified by the management at reasonable intervals framed thereunder. reported during the course of our audit. shares or fully or partly convertible debentures
and no material discrepancies were noticed on such during the year.
verification. vi. According to information and explanation given to xi. According to the information and explanations
us, the central government has not prescribed the given to us and based on our examination of the xv. According to the information and explanations given
c) According to the information and explanations maintenance of cost records under section 148(1) of records of the company, the company paid/ provided to us and based on our examination of the records of
given to us on the basis of our examination of the the Act, for any of the services rendered by the for managerial remuneration in accordance with the the company, the company has not entered into non-
records of the company, the lease deed in respect of company. requisite approvals mandate by the provisions of cash transactions with directors or persons
leasehold building is held in the name of the section 197 read with schedule V to the act. connected with him.
company. vii.
a) According to the information and explanations xii. In our opinion and according to the information and xvi. According to the information and explanation given
ii. given to us and on the basis of our examination of the explanations given to us, the company is not a Nidhi to us, the company is not required to be registered
(a) The company being a service company does not records of the company, the company is generally company. Accordingly, paragraph 3(xii) of the order is under section 45-IA of the Reserve Bank of India Act
have inventory of raw material or finished goods, the regular in deposition of undisputed statutory dues not applicable. 1934.
work in progress is on account of “continuing service including provident fund, Goods and Services Tax
projects” for which bills have not been raised. (GST), sales tax, Value added tax, duty of customs,
Inventory generally consists of stock of office service tax, cess and other material statutory dues FOR V K VERMA & CO.
stationary. Physical verification of inventory has been except for some delays in deposition of profession Chartered Accountants
conducted at reasonable inter vals by the tax and Provident fund. As explained to us, the Firm Reg. No. 000386N
management. company did not have any dues on account of
employees' state insurance and duty of excise. No CA VIVEK KUMAR
(b) Procedures for physical verification of inventory undisputed amounts payable in respect of provident Partner
Date: 19.06.2020
followed by the management is reasonable and fund, income tax, sales tax, value added tax, duty of Membership No.503826
adequate in relation to the size of the company and customs, service tax, cess, goods and services tax and Place: New Delhi
nature of its business. There are no inadequacies in other material statutory dues were in arrears as at 31
such procedures that should be reported. March 2020 for a period of more than six months
from the date these became payable.
(c) Company is maintaining proper records of
inventory. No material discrepancies were noticed on b) According to the information and explanations
physical verification. given to us and on the examination of records of the
company, there are no dues of provident fund, ESI,
iii. The company has not granted any loans to sales tax, duty of customs, excise, value added tax,
companies, firms, limited liability partnership or cess and any other statutory dues which have not
other parties covered in the register maintained been deposited with the appropriate authorities on
under section 189 of the companies Act, 2013 ('the account of any dispute except for service tax and
Act'). Thus, paragraph 3(iii) of the order is not income tax. The details for the same are hereunder:
applicable to the company.

Amount Period to which the Forum where


Name of the statute Nature of dues (₹ in lacs) amount relates dispute is pending
Show Cause Notice
Service Tax, as per April 2004 to
cum Demand of 1053.62* CESTAT
Finance Act, 1994 March 2013
service Tax

*Inclusive of interest and penalty.

42 43
CERTIFICATION ENGINEERS INTERNATIONAL LIMITED 25th Annual Report 2019-20

ANNEXURE-A1 ANNEXURE-B to the Auditor's Report

SUPPLEMENTARY- DIRECTIONS TO THE STATUTORY AUDITORS REPORT ON THE INTERNAL FINANCIAL CONTROLS
UNDER CLAUSE (I) OF SUB-SECTION 3 OF SECTION 143 OF
S.No Directions Reply
THE COMPANIES ACT, 2013 (“THE ACT”)
1. Whether the company has system in place to Yes, processing of all the accounting transactions
process all the accounting transactions through of CEIL are being done through IT System. All the We have audited the internal financial controls over financial reporting of Certification Engineers International Limited
IT System? If yes, the implications of processing transactions are stored on parent company's (“the Company'”) as of 31 March 2020 in conjunction with our audit of the standalone Ind AS financial statements of the
of accounting transactions outside IT system on server to keep the data safe and secure. As no company for the year ended on that date.
the integrity of the accounts along with the accounting transaction is outside IT System,
financial implications, if any, may be stated. there is no financial implication in that regard. Management's Responsibility for Internal Financial Control

2. Whether there is any restructuring of an existing The Company (CEIL) has not taken any loan from The company's management is responsible for establishing and maintaining internal financial controls based on the
loan or cases of waiver/write off of any lender .Therefore , there is no case of internal control over financial reporting criteria established by the company considering the essential components of
debts/loans/interest etc. made by a lender to the restructuring of any existing loan or cases of internal control stated in the Guidance Note on Audit of Internal Financial Control over Financial Reporting issued by
company's inability to repay the loan? If yes, the waiver /write-off of debts/loans/interest etc. the Institute of Chartered Accountants of India ('ICAI'). These responsibilities include the design, implementation and
financial impact may be stated. made by a lender to the company during the year maintenance of adequate internal financial controls that were operating effectively for ensuring the orderly and
2019-20. efficient conduct of its business, including adherence to company's policies, the safeguarding of its assets, the
prevention and detection of frauds and errors, the accuracy and completeness of the accounting records, and the timely
3. Whether funds received/receivable for specific Not applicable to the Company (CEIL) as no preparation of reliable financial information, as required under the Companies Act, 2013.
schemes from Central/State agencies were funds received/receivable by it for specific
properly accounted for/ utilised as per its term schemes from Central/State agencies. Auditor's Responsibility
and conditions? List the cases of deviation.
Our responsibility is to express an opinion on the company's internal financial controls over financial reporting based
on our audit. We conducted our audit in accordance with the Guidance Note on Audit of Internal Financial Controls
Over Financial Reporting (the “Guidance Note”) and the Standards on Auditing, issued by ICAI and deemed to be
FOR V K VERMA & CO. prescribed under section 143(10) of the companies Act, 2013 to the extent applicable to an audit of internal financial
Chartered Accountants controls, both applicable to an audit of Internal Financial Control and, both issued by the Institute of Chartered
Firm Reg. No. 000386N Accountants of India. Those standards and the Guidance Note require that we comply with ethical requirements and
plan and perform the audit to obtain reasonable assurance about whether adequate internal financial controls over
CA VIVEK KUMAR financial reporting was established and maintained and if such controls operated effectively in all material respects.
Date: 19.06.2020 Partner
Membership No.503826 Our audit involves performing procedures to obtain audit evidence about the adequacy of the internal financial
Place: New Delhi controls system over financial reporting and their operating effectiveness. Our audit of internal financial controls over
financial reporting included obtaining an understanding of internal financial controls over financial reporting,
assessing the risk that a material weakness exists, and testing and evaluating the design and operating effectiveness of
internal control based on the assessed risk. The procedures selected depend on the auditor's judgement, including the
assessment of the risks of material misstatement of the financial statements, whether due to fraud or error.

We believe that the audit evidence we have obtained is sufficient and appropriate to provide a basis for our audit
opinion on the Company's internal financial controls system over financial reporting.

Meaning of Internal Financial Controls over Financial Reporting.

A company's internal financial control over financial reporting 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 accounting principles. A company's internal financial control over financial
reporting includes those policies and procedures that (1) pertain to the maintenance of records that, in reasonable
detail, accurately and fairly reflect the transactions and dispositions of the assets of the company; (2) provide
reasonable assurance that transactions are recorded as necessary to permit preparation of financial statements in
accordance with generally accepted accounting principles, and that receipts and expenditures of the company are
being made only in accordance with authorization of management and directors of the company; and (3) provide
reasonable assurance regarding prevention or timely detection of unauthorized acquisition, use, or disposition of the
company's assets that could have a material effect on the Ind AS financial statements.

44 45
CERTIFICATION ENGINEERS INTERNATIONAL LIMITED 25th Annual Report 2019-20

Inherent Limitations of Internal Financial Controls over Financial Reporting COMPLIANCE CERTIFICATE
Because of the inherent limitations of internal financial controls over financial reporting, including the possibility of
collusion or improper management override of controls, material misstatements due to error or fraud may occur and
not be detected. Also, projections of any evaluation of the internal financial controls over financial reporting to future We have conducted the audit of accounts of M/s Certification Engineers International Ltd, for the year ending 31st
periods are subject to the risk that the internal financial control over financial reporting may become inadequate March 2020 in accordance with the directions/ sub directions issued by the comptroller and auditor general of India
because of changes in conditions, or that the degree of compliance with the policies or procedures may deteriorate. under Section 143(5) of the Companies Act, 2013 and certify that we have complied with all the directions/ sub-
directions issued to us.
Opinion

In our opinion, the company has, in all material respects, an adequate internal financial controls system over financial
reporting and such internal financial controls over financial reporting were operating effectively as at 31 March 2020, FOR V K VERMA & CO.
based on the internal control over financial reporting criteria established by the company considering the essential Chartered Accountants
components of internal control stated in the Guidance Note on Audit of internal Financial Controls Over Financial Firm Reg. No. 000386N
Reporting issued by the Institute of Chartered Accountants of India.
CA VIVEK KUMAR
Date: 19.06.2020 Partner
Membership No.503826
Place: New Delhi
FOR V K VERMA & CO.
Chartered Accountants
Firm Reg. No. 000386N

CA VIVEK KUMAR
Date: 19.06.2020 Partner
Membership No.503826
Place: New Delhi

46 47
CERTIFICATION ENGINEERS INTERNATIONAL LIMITED 25th Annual Report 2019-20

BALANCE SHEET AS AT 31st MARCH 2020 Total outstanding dues of creditors other 153.03 110.81
than Micro Enterprises and Small Enterprises
Other Financial Liabilities 18 B 157.94 100.97
AS AT AS AT Other Current Liabilities 19 B 334.02 475.56
PARTICULARS Note No. 31st March 31st March Short-Term Provisions 20 B 73.06 38.84
2020 2019 Current Tax Liabilities (Net) 22 21.44 -
Total Current Liabilities 823.12 746.39
ASSETS Total Equity and Liabilities 9,308.11 8,875.72

Non-Current Assets
Property, Plant and Equipment 4 28.87 224.69
Right of Use Assets 4 A 182.71 - Summary of significant accounting policies
Other Intangible Assets 5 0.64 1.34 and accompanying notes form an integral
Financial Assets part of these financial statements. 1 to 49
Loans 6 A 57.56 6.82 This is the balance sheet referred to in our report of even date
Other Financial Assets 7 A 22.44 0.39
Deferred Tax Assets (Net) 8 256.83 218.52
For V.K.VERMA & CO. For and on behalf of Certification Engineers International Limited
Non-Current Tax Assets (Net) 9 317.46 307.49
Chartered Accountants
Other Non-Current Assets 10 A 1.19 0.08
Firm Regn. No. 000386N
Total Non-Current Assets 867.70 759.33
Current Assets
Vivek Kumar ( J. TOTLANI) (G D GOSWAMI) (G.SURESH) (J.C. NAKRA)
Inventories 11 8.81 4.17
Partner Company Secretary Chief Financial Officer Chief Executive Officer Chairman
Financial Assets
Membership No. 503826 PAN : BGIPK9258H PAN : ACHPG1489J PAN : AGLPS8759H DIN : 07676468
Investments 12 202.50 284.38
FRN No. 000386N
Loans 6 B 303.93 396.20
Trade Receivables 13 1,934.56 1,469.86
Cash and Cash Equivalents 14 127.33 67.75
Other Bank Balances 15 5,371.75 5,380.84
Date: 19.06.2020
Other Financial Assets 7 B 422.61 448.09
Place: New Delhi
Other Current Assets 10 B 68.92 65.10
Total Current Assets 8,440.41 8,116.39
Total Assets 9,308.11 8,875.72

EQUITY AND LIABILITIES


Equity
Equity Share Capital 16 900.00 900.00
Other Equity 17 6,960.46 6,773.93
Total Equity 7,860.46 7,673.93

Non-Current Liabilities
Financial Liabilities
Other Financial Liabilities 18 A 15.59 3.19
Other Non-Current Liabilities 19 A 1.67 0.05
Long-Term Provisions 20 A 607.27 452.16
Total Non-Current Liabilities 624.53 455.40
Current Liabilities
Financial Liabilities
Trade Payables 21
Total outstanding dues of Micro Enterprises 83.63 20.21
and small enterprises

48 49
CERTIFICATION ENGINEERS INTERNATIONAL LIMITED 25th Annual Report 2019-20

Statement Of Profit And Loss For The Year Ended 31st March'2020 Statement Of Changes In Equity As At 31st March'2020
A Equity Share Capital*
st st
PARTICULARS Note No. 31 March 31 March
2020 2019 Changes in Redemption Changes in
Opening Balance Redemption Balance
REVENUE Equity Share Of Equity Equity Share
Balance As At Of Equity As At
Capital During Share Capital During
Income From Services 23 4,921.12 5,291.40 Particulars As At 31st Share Capital 31st
The Year Capital The Year
Other Income 24 445.42 409.92 1st April March During March
(Issue of During (Issue of
Total Revenue 5,366.54 5,701.32 2018 2019 The Year 2020
Bonus Shares) The Year Bonus Shares)

EXPENSES Equity Share 100.00 800.00 - 900.00 - - 900.00


Manpower Services 25 662.55 869.51 Capital
Employee Benefits Expenses 26 2,214.50 2,537.73
Finance Costs 27 0.80 0.32 B Other Equity*
Depreciation and Amortisation Expenses 28 16.47 13.42
Other Expenses Reserves and Surplus Other Comprehensive
Facilities 29 A 159.54 153.82 Income
Corporate Costs 29 B 61.54 77.46 Description Total
Remeasurement of
Other Costs 29 C 853.50 728.26 General Retained CSR Activity
Defined Benefit Plans
Total Expenses 3,968.90 4,380.52 Reserve Earnings Reserve
(Net of Taxes)

Profit Before Tax 1,397.64 1,320.80 Balance as at 31st March 2018 6,542.64 825.95 34.19 12.33 7,415.11
Tax Expense Profit for the year - 935.86 - - 935.86
Current Tax 30 413.76 407.57 Other comprehensive income - - - 6.57 6.57
Earlier years tax adjustments (net) (0.06) - Dividend (including tax impact) - (783.61) - - (783.61)
Deferred Tax (24.28) (22.63) Transfer from statement of
Profit For The Year 1,008.22 935.86 profit and loss - - - - -
Bonus issue of shares (800.00) - - - (800.00)
Other Comprehensive Income Transfer from retained earnings 404.01 (435.88) 31.87 - (0.00)
Transfer to retained earnings - 1.84 (1.84) - -
Items that will not be reclassified to profit and loss
Re-measurement gains (losses) on (55.73) 9.27 Balance as at 3s1st March 2019 6,146.65 544.16 64.22 18.90 6,773.93
defined benefit plans
Profit for the year - 1,008.22 - - 1,008.22
Income tax relating to items that will not be 14.03 (2.70)
Other comprehensive income - - - (41.70) (41.70)
reclassified to profit and loss Dividend (including tax impact) - (779.99) - - (779.99)
Total Comprehensive Income For The Year 966.52 942.43 Transfer from statement of - - - -
profit and loss - - - - -
Earnings Per Equity Share (Face Value ₹ 100 Per Share) 31 Bonus issue of shares - - - - -
Basic (₹) 112.02 103.98 Transfer from retained earnings 122.22 (153.47) 31.25 - -
Diluted (₹) 112.02 103.98 Transfer to retained earnings - 46.85 (46.85) - -

Summary of significant accounting policies and accompanying Balance as at 31st March 2020 6,268.87 665.77 48.62 (22.80) 6,960.46
notes form an integral part of these financial statements. 1 to 49
*Refer note 16 for details
This is the Statement of Profit & Loss referred to in our report of even date. *Refer note 17 for details
For V.K.VERMA & CO. For and on behalf of Certification Engineers International Limited For V.K.VERMA & CO. For and on behalf of Certification Engineers International Limited
Chartered Accountants Chartered Accountants
Firm Regn. No. 000386N Firm Regn. No. 000386N
Vivek Kumar ( J. TOTLANI) (G D GOSWAMI) (G.SURESH) (J.C. NAKRA) Vivek Kumar ( J. TOTLANI) (G D GOSWAMI) (G.SURESH) (J.C. NAKRA)
Partner Company Secretary Chief Financial Officer Chief Executive Officer Chairman Partner Company Secretary Chief Financial Officer Chief Executive Officer Chairman
Membership No. 503826 PAN : BGIPK9258H PAN : ACHPG1489J PAN : AGLPS8759H DIN : 07676468 Membership No. 503826 PAN : BGIPK9258H PAN : ACHPG1489J PAN : AGLPS8759H DIN : 07676468
FRN No. 000386N FRN No. 000386N
Date: 19.06.2020 Date: 19.06.2020
Place: New Delhi Place: New Delhi

50 51
CERTIFICATION ENGINEERS INTERNATIONAL LIMITED 25th Annual Report 2019-20

Cash Flow Statement For The Year Ended 31st MARCH 2020 Increase In Cash And Cash Equivalents (A+B+C) 59.58 (507.31)
Cash And Cash Equivalents At The Begining Of The Year 67.75 575.06
Cash And Cash Equivalents At The End Of The Year 127.33 67.75
PARTICULARS 31st March 31st March
2020 2019 This is the cash flow statement as referred to in our report of even date.

A CASH FLOW FROM OPERATING ACTIVITIES For V.K.VERMA & CO. For and on behalf of Certification Engineers International Limited
Profit Before Tax 1,397.64 1,320.80 Chartered Accountants
Firm Regn. No. 000386N
Adjustments for:
Depreciation and Amortisation Expenses 16.47 13.42 Vivek Kumar ( J. TOTLANI) (G D GOSWAMI) (G.SURESH) (J.C. NAKRA)
Provision For Employee Benefits 102.60 (22.07) Partner Company Secretary Chief Financial Officer Chief Executive Officer Chairman
Allowance for expected credit losses - trade receivables and advances (net) 120.61 120.04 Membership No. 503826 PAN : BGIPK9258H PAN : ACHPG1489J PAN : AGLPS8759H DIN : 07676468
Provision for corporate social responsibility 31.00 - FRN No. 000386N
Interest Income and Amortised Income On Security Deposit (443.66) (396.77)
Date: 19.06.2020
Interest Expense 0.80 0.32
Place: New Delhi
Dividend Income (1.48) (9.85)
Capital (Gain) / Loss On Sale Of Mutual Funds 13.36 (0.01)
Operating Profit Before Working Capital Changes 1,237.34 1,025.88

Movement In Working Capital


Decrease/(Increase) In Trade Receivables (573.48) 212.22
Decrease/(Increase) In Inventories (4.64) (1.64)
Decrease/(Increase) In Other Current and Non-Current Assets (4.93) 17.65
Increase In Loans 41.53 (125.02)
Decrease/(Increase) In Other Current Financial Assets 25.48 (50.86)
(Decrease)/Increase In Other Current and Non-Current Liabilites (139.92) 284.28
(Decrease)/Increase In Other Current Financial and Non-Financial Liabilites 175.01 (329.83)
Cash Flow From Operating Activities Post Working Capital Changes 756.39 1,032.68
Income Tax Paid (Net) (414.06) (610.39)
Net Cash Flow From Operating Activities (A) 342.33 422.29

B CASH FLOWS FROM INVESTING ACTIVITIES


Purchase Of Property, Plants, Equipements and Intabgible Assets (Net) (2.66) (22.62)
Movement In Current Investments (Net) 68.52 (284.37)
Investment In Bank Deposits (Net) (9.28) (245.31)
Interest Received 439.98 396.77
Dividend Received 1.48 9.85
Net Cash Flows Used In Investing Activities (B) 498.04 (145.68)

C CASH FLOWS FROM FINANCING ACTIVITIES


Dividend Paid (Including Tax) (779.99) (783.61)
Interest Paid (0.80) (0.32)
Net Cash Used In Financing Activities (C) (780.79) (783.93)

52 53
CERTIFICATION ENGINEERS INTERNATIONAL LIMITED 25th Annual Report 2019-20

SIGNIFICANT ACCOUNTING POLICIES FOR THE YEAR ENDED Contract modifications are accounted for when additions, deletions or changes are approved either to the
contract scope or contract price. The accounting for modifications of contracts involves assessing whether the
st
31 MARCH 2020 services added to an existing contract are distinct and whether the pricing is at the standalone selling price.
Services added that are not distinct are accounted for on a cumulative catch up basis, while those that
1. NATURE OF PRINCIPAL ACTIVITIES are distinct are accounted for prospectively, either as a separate contract, if the additional services are priced at
the standalone selling price, or as a termination of the existing contract and creation of a new contract if not
Certification Engineers International Limited (referred to as “CEIL” or “the Company”) is a Government of priced at the standalone selling price.
India Enterprise a wholly owned subsidiary Company of Engineers India Limited. The Company undertakes
certification, recertification, third party inspection, safety audits for offshore and onshore oil and gas facilities Provisions for estimated losses, if any, on uncompleted contracts are recorded in the period in which such losses
and other quality sensitive sectors of the industry.The Company is domiciled in India has its registered office become probable based on the expected contract estimates at the reporting date.
situated at 1 Bhikaji Cama, New Delhi 110066.
Other claims including interest on outstanding are accounted for when there is probability of ultimate collection.
2. GENERAL INFORMATION AND STATEMENT OF COMPLIANCE
Work-in-progress
The financial statements of the Company have been prepared in accordance with the Companies (Indian
Accounting Standards) Rules 2015 ('Ind AS') issued by Ministry of Corporate Affairs ('MCA'). The Group has a) Cost of jobs are carried forward as Work-in-Progress for which:
uniformly applied the accounting policies during the period presented.
i. The terms of remuneration receivable by the company have not been settled and/or scope of work has not been
The financial statements for the year ended 31 March 2020 were authorized and approved for issue by the Board clearly defined and therefore, it is not possible in the absence of settled terms to determine whether there is a
of Directors on 19th June 2020. profit/(loss) on such jobs. However, in cases where minimum undisputed terms have been agreed to by the
clients, income has been accounted for on the basis of such undisputed terms though the final terms are still to
be settled.
3. SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES
ii. The terms have been agreed to at lump sum basis but the physical progress is less than 25% of the job.
A. ACCOUNTING CONCEPTS
b) Work-in-Progress is valued at direct cost
The financial statements have been prepared using the significant accounting policies and measurement bases
summarised below. The accounts are prepared on historical cost concept based on accrual method of
accounting as a going concern. C. INTANGIBLE ASSETS

B. REVENUE RECOGNTION Recognition

Revenue Recogntion Intangible assets (softwares) are stated at their cost of acquisition. The cost comprises purchase price, borrowing
cost if capitalization criteria are met and directly attributable cost of bringing the asset to its working condition
Effective April 1, 2018, the Company adopted Ind AS 115 “Revenue from Contracts with Customers” using the for the intended use. Any trade discount and rebates are deducted in arriving at the purchase price.
cumulative catch-up transition method and accordingly comparatives for the previous periods is not
retrospectively adjusted. The effect of adoption of Ind AS 115 Revenue from contract with customers on the Subsequent measurement (amortisation)
accounts of the Company for the year ended 31 March 2019 is insignificant.
The cost of capitalized software is amortized over a period of three years from the date of its acquisition.
Revenue is recognised upon transfer of control of promised services to customers in an amount that reflects the
consideration which the company expects to receive in exchange for those services. The services performed by
the company fall into the criteria of the transfer of control over a period of time and as such company satisfies D. PROPERTY, PLANT AND EQUIPMENT
the performance obligation and revenue over a period of time.
Recognition
Revenue is measured based on the transaction price, which is the consideration, adjusted for variable
considerations, if any, as specified in the contract with the customer. Revenue also excludes taxes collected from Properties plant and equipment are stated at their cost of acquisition. The cost comprises purchase price,
customers. borrowing cost if capitalization criteria are met and directly attributable cost of bringing the asset to its working
condition for the intended use. Any trade discount and rebates are deducted in arriving at the purchase price.
Arrangements with customers are either on a cost plus/ rate basis jobs, lump sum contracts and percentage fee The cost of any software purchased initially along with the computer hardware is being capitalized along with
contracts. the cost of the hardware. Any subsequent acquisition/up-gradation of software is being capitalized as an
intangible asset.
Revenue from services is accounted as follows:
• In the case of cost plus/rate basis jobs, on the basis of amount billable under the contracts Whenever any new office space is acquired and partitions/fixtures and fittings are provided to make it suitable
• In the case of lump-sum contracts, as proportion of actual direct costs of the work performed to latest for use, the expenditure on the same is capitalized and depreciation is charged.
estimated total direct cost of the work performedi.e. percentage completion method.
• In case of contracts providing for a percentage fees on equipment/material value/project cost, on the basis of Whenever significant parts of the property, plant and equipment are required to be replaced at intervals, the
physical progress ascertified up to the closing date of accounting year Company depreciates them separately based on their specific useful lives. All other repair and maintenance
costs are recognized in statement of profit andloss as incurred.

54 55
CERTIFICATION ENGINEERS INTERNATIONAL LIMITED 25th Annual Report 2019-20

Subsequent measurement (depreciation) G. FINANCIAL INSTRUMENTS

Depreciation on property, plant and equipment is charged on straight line method either on the basis of rates Financial assets
arrived at with reference to the useful life of the assets evaluated by the Committee consisting of Technical
experts and approved by the Management or rates arrived at based on useful life prescribed under Part C of Initial recognition and measurement
Schedule II of the Companies Act, 2013, whichever is higher.
All financial assets are recognised initially at fair value and transaction cost that is attributable to the acquisition
Premium paid on leasehold property where lease agreements have been executed for specified period are of the financial asset is also adjusted.
written off over the period of lease proportionately. 100% depreciation is provided on library books in the year
of purchase. Subsequent measurement

Property, plant and equipment individually costing less than INR 5,000 are fully depreciated in the year of i. Debt instruments at amortised cost–A 'debt instrument' is measured at the amortised cost if both the
acquisition. following conditions are met:

The residual values, useful lives and method of depreciation of property, plant and equipment are reviewed at • The asset is held within a business model whose objective is to hold assets for collecting contractual cash
each financial year end and adjusted prospectively, if appropriate. flows, and
• Contractual terms of the asset give rise on specified dates to cash flows that are solely payments of principal
De-recognition and interest (SPPI) on the principal amount outstanding.

An item of property, plant and equipment and any significant part initially recognised is derecognised upon After initial measurement, such financial assets are subsequently measured at amortised cost using the effective
disposal or when no future economic benefits are expected from its use or disposal. Any gain or loss arising on interest rate (EIR) method.
de-recognition of the asset (calculated as the difference between the net disposal proceeds and the carrying
amount of the asset) is recognised in the statement of profit and loss when the asset is derecognised. ii. Mutual funds – All mutual funds in scope of 'IndAS 109 Financial Instruments' ('Ind AS 109') are measured at
fair value through profit and loss (FVTPL).

E. FOREIGN CURRENCY De-recognition of financial assets

Functional and presentation currency A financial asset is primarily de-recognized when the rights to receive cash flows from the asset have expired or
The financial statements are presented in INR, which is also the functional currency of the Company. the Company has transferred its rights to receive cash flows from the asset.

Foreign currency transactions and balances Financial liabilities

Initial recognition Initial recognition and measurement


Foreign currency transactions are accounted for at average monthly rates based on market rates for preceding
month. All financial liabilities are recognised initially at fair valueand transaction cost that is attributable to the
acquisition of the financial liabilities is also adjusted. These liabilities are classified as amortised cost.
Conversion
Foreign currency monetary items are retranslated using the exchange rate prevailing at the reporting date. Non- Subsequent measurement
monetary items which are measured in terms of historical cost denominated in a foreign currency are reported
using the exchange rate at the date of the transaction. Subsequent to initial recognition, these liabilities are measured at amortized cost using the effective interest
method. This category generally applies to long-term payables and deposits.
Exchange differences
Exchange differences arising on the settlement of monetary items, or on reporting such monetary items of De-recognitionof financial liabilities
Company at rates different from those at which they were initially recorded during the year, or reported in
previous financial statements, are recognized as income or as expenses in the year in which they arise. A financial liability is de-recognised when the obligation under the liability is discharged or cancelled or expires.
When an existing financial liability is replaced by another from the same lender on substantially different terms,
or the terms of an existing liability are substantially modified, such an exchange or modification is treated as the
F. IMPAIRMENT OF NON-FINANCIAL ASSETS de-recognition of the original liability and the recognition of a new liability. The difference in the respective
carrying amounts is recognised in the statement of profit and loss.
Impairment of cash generating assets are reviewed for impairment whenever an event or changes in
circumstances indicate that carryingamount of such assets may not be recoverable. If such assets are considered Offsetting of financial instruments
to be impaired, the impairment to be recognized is measuredby the amount by which the carrying amount of
the assets exceeds the fair value of assets. If it is found that some of the impairment losses already recognized Financial assets and financial liabilities are offset and the net amount is reported in the balance sheet if there is
needs to be reversed the same are recognized in the statement of Profit & Loss Account in the year of reversal. a currently enforceable legal right to offset the recognised amounts and there is an intention to settle on a net
basis, to realise the assets and settle the liabilities simultaneously.

56 57
CERTIFICATION ENGINEERS INTERNATIONAL LIMITED 25th Annual Report 2019-20

H. IMPAIRMENT OF FINANCIAL ASSETS K. INCOME TAXES

In accordance with IndAS 109, the Company applies Expected Credit Loss (ECL) model for measurement and Tax expense recognized in statement of profit andloss comprises the sum of deferred tax and current tax except
recognition of impairment loss for financial assets. the ones recognized in other comprehensive income or directly in equity.

ECL is the difference between all contractual cash flows that are due to the Company in accordance with the Calculation of current tax is based on tax rates and tax laws that have been enacted for the reporting period.
contract and all the cash flows that the Company expects to receive. When estimating the cash flows, Current income tax relating to items recognised outside profit and loss is recognised outside profit and loss
the Company is required to consider – (either in other comprehensive income or in equity).Current tax items are recognised in correlation to the
underlying transaction either in other comprehensive income or directly in equity.
• All contractual terms of the financial assets (including prepayment and extension) over the expected life of
the assets. Deferred tax liabilities are generally recognised in full for all taxable temporary differences. Deferred tax assets
• Cash flows from the sale of collateral held or other credit enhancements that are integral to the contractual are recognised to the extent that it is probable that the underlying tax loss or deductible temporary difference
terms. will be utilised against future taxable income. This is assessed based on the Company's forecast of future
operating results, adjusted for significant non-taxable income and expenses and specific limits on the use of any
Trade receivables unused tax loss. Unrecognised deferred tax assets are re-assessed at each reporting date and are recognised to
the extent that it has become probable that future taxable profits will allow the deferred tax asset to be
As a practical expedient the Company has adopted 'simplified approach' using the provision matrix method for recovered. Deferred tax assets and liabilities are measured at the tax rates that are expected to apply in the year
recognition of expected loss on trade receivables. The provision matrix is based on historical default when the asset is realised or the liability is settled, based on tax rates (and tax laws) that have been enacted or
rates observed over the expected life of the trade receivables and is adjusted for forward-looking estimates. At substantively enacted at the reporting date. Deferred tax relating to items recognised outside statement of
every reporting date, the historical default rates are updated and changes in the forward-looking estimates are profit and loss is recognised outside statement of profit or loss (either in other comprehensive income or in
analysed. Further receivables are segmented for this analysis where the credit risk characteristics of the equity).
receivable are similar.

Other financial assets L. CASH AND CASH EQUIVALENTS

For recognition of impairment loss on other financial assets and risk exposure, the Company determines Cash comprises cash on hand and demand deposits i.e. balances held with banks in current accounts for
whether there has been a significant increase in the credit risk since initial recognition and if credit risk has unrestrictive use. Cash equivalents are short term, highly liquid investments that are readily convertible into
increased significantly, impairment loss is provided. known amount of cash and which are subject to an insignificant risk of changes in value. The Company
considers unrestrictive time deposits with banks having an original maturity of three months or less as cash
equivalent.
I. PROVISIONS, CONTINGENT LIABILITIES AND CONTINGENT ASSETS
M. POST-EMPLOYMENT BENEFITS AND SHORT-TERM EMPLOYEE BENEFITS
A provision is recognized when the Company has a present obligation as a result of past event, it is probable
that an outflow of resources embodying economic benefits will be required to settle the obligation and a Defined benefit plans
reliable estimate can be made of the amount of the obligation. Provisions determined based on the best
estimate required to settle the obligation at the reporting date. These estimates are reviewed at each reporting Under the defined benefit plans, the amount that an employee will receive on retirement is defined by reference
date and adjusted to reflect the current best estimates. to the employee's length of service and final salary. The legal obligation for any benefits remains with the
Company, even if plan assets for funding the defined benefit plan have been set aside. Plan assets may include
The provision for estimated liabilities on account of guarantees and warranties etc. in respect of lump sum assets specifically designated to a long-term benefit fund as well as qualifying insurance policies. Defined
services and turnkey contracts awarded to the Company are being made on the basis of management's benefit plans include gratuity, post-retirement medical benefit and other retirement benefit plans.
assessment of risk and consequential probable liabilities on each such jobs.
The liability recognised in the statement of financial position for defined benefit plans is the present value of the
Provisions are discounted to their present values, where the time value of money is material. Defined Benefit Obligation (DBO) at the reporting date less the fair value of plan assets.

Contingent liabilities are disclosed byway of note unless the possibility of outflow is remote. Contingent assets Management estimates the DBO annually with the assistance of independent actuaries. Actuarial gains/losses
are neither recognized nor disclosed. However, when realization of income is virtually certain, related asset is resulting from re-measurements of the liability/asset are included in other comprehensive income.
recognized.
Other long-term benefits
J. INVENTORIES
The liabilities for leave (earned and sick) are not expected to be settled wholly within 12 months after the end of
Inventories in respect of stores, spares and chemicals etc. are valued at lower of cost and net realizable value the period in which the employees render the related service. The liability is recognised in the statement of
financial position basis the present value of expected future payments to be made in respect of services
Cost includes the cost of purchase (discounted to their present values, if the time value of money is material) provided by employees upto the end of reporting period(using the projected unit credit method)less the fair
and other cost incurred in bringing the inventories to their present location and condition. Cost is determined value of plan assets.
on “First In, First Out” basis
Liability in respect of long-service awards is recognised in the statement of financial position basis the present
Net realizable value is the estimated selling price in the ordinary course of business, less estimated costs of value of expected future payments to be made in respect of services provided by employees upto the end of
completion and estimated costs necessary to make the sale reporting period(using the projected unit credit method.

58 59
CERTIFICATION ENGINEERS INTERNATIONAL LIMITED 25th Annual Report 2019-20

Short-term employee benefits Company as a lessor

Short term benefits comprise of employee costs such as salaries, bonus etc. are accrued in the year in which the Operating lease
associated service are rendered by employees. Leases in which the Company does not transfer substantially all the risks and rewards of ownership of an asset
are classified as operating leases. Assets leased out under operating leases are capitalized.
Defined contribution plans
When the Company is an intermediate lessor, it accounts for its interests in the head lease and the sub lease
Contributions with respect to provident fund & National Pension System (NPS), defined contribution plans, are separately. The sublease is classified as a finance lease or operating lease by reference to the right of use asset
deposited to Regional Provident Fund Commissioner& Stock Holding Corporation India Ltd (POP). The arising from the head lease.
Company's contributions to these plans are recognised as expense in Statement of Profit and Loss.
Rental income is recognized on straight line basis over the lease term except where scheduled increase in rent
Other benefits compensates the Company with expected inflationary costs.

Voluntary retirement expenses are charged to statement of profit and loss in the year of its incurrence. Adoption of IND AS 116

Effective April 1, 2019, the Company adopted Ind AS 116 “Leases” and applied the standard to all lease contracts
N. LEASES existing on April 1, 2019 using the modified retrospective method and recognise lease liability as the present
value of the remaining lease payments, discounted at the borrowing rate and the right of use asset at amount
Company as a lessee equal to the lease liability, adjusted by the amount of any prepaid or accrued lease payments relating to that
lease recognised in the balance sheet immediately before the date of initial application. Comparatives as at and
The Company assesses whether a contract contains a lease, at inception of a contract. A contract is, or contains, for the year ended March 31, 2019 have not been retrospectively adjusted and therefore will continue to be
a lease if the contract conveys the right to control the use of an identified asset for a period of time in exchange reported under the accounting policies included as part of our Annual Report for year ended March 31, 2019.
for consideration. To assess whether a contract conveys the right to control the use of an identified asset, the
Company assesses whether: (i) the contract involves the use of an identified asset (ii) the Company has On adoption, the Company has elected not to apply the requirements of Ind AS 116 to leases which are expiring
substantially all of the economic benefits from use of the asset through the period of the lease and (iii) the within 12 months from the date of transition by class of asset and leases for which the underlying asset is of low
Company has the right to direct the use of the asset. value on a lease by lease basis. The Company has also used the practical expedient provided by the standard on
initial application.

At the date of commencement of the lease, the Company recognizes a right-of-use asset (“ROU”) and a The effect of this adoption is insignificant on the profit before tax, profit for the period and earnings per share.
corresponding lease liability for all lease arrangements in which it is a lessee, except for leases with a term of
twelve months or less (short-term leases) and low value leases. For these short-term and low value leases, the The Company has lease that was classified as property, plant & equipment for office building on long-term lease
Company recognizes the lease payments as an operating expense on a straight-line basis over the term of the for the period of 60 years. This was classified as leasehold property and is being depreciated over the tenure of
lease. the lease. An amount of ₹186.58 Lakhs has been reclassified from property, plant and equipment to right-of-use
assets.
Certain lease arrangements includes the options to extend or terminate the lease before the end of the lease
term. ROU assets and lease liabilities includes these options when it is reasonable certain that they will be
exercised. O. RECENT ACCOUNTING PRONOUNCEMENT

Ministry of Corporate Affairs ("MCA") notifies new standard or amendments to the existing standards. There is
The right-of-use assets are initially recognized at cost, which comprises the initial amount of the lease liability no such notification which would have been applicable from April 1, 2020.
adjusted for any lease payments made at or prior to the commencement date of the lease plus any initial direct
costs less any lease incentives. They are subsequently measured at cost less accumulated depreciation and P. EARNINGS PER SHARE
impairment losses.
Basic earnings per share is calculated by dividing the net profit or loss for the period attributable to equity
Right-of-use assets are depreciated from the commencement date on a straight-line basis over the shorter of shareholders (after deducting attributable taxes) by the weighted average number of equity shares outstanding
the lease term or useful life of the underlying asset except for perpetual lease. Right of use assets are tested for during the period. The weighted average number of equity shares outstanding during the period is adjusted for
impairment whenever there is any indication that their carrying amounts may not be recoverable. Impairment events including a bonus issue.
loss, if any, is recognised in the statement of profit and loss.
For the purpose of calculating diluted earnings per share, the net profit or loss for the period attributable to
The lease liability is initially measured at amortized cost at the present value of the future lease payments. The equity shareholders and the weighted average number of shares outstanding during the period are adjusted for
lease payments are discounted using the interest rate implicit in the lease or, if not readily determinable, using the effects of all dilutive potential equity shares.
the incremental borrowing rate.

Lease liability and ROU asset have been separately presented in the Balance Sheet and lease payments have Q. SIGNIFICANT MANAGEMENT JUDGEMENT IN APPLYING ACCOUNTING POLICIES AND ESTIMATION
been classified as financing cash flows UNCERTAINTY

Significant management judgements

When preparing the financial statements, management undertakes a number of judgements, estimates and
assumptions about the recognition and measurement of assets, liabilities, income and expenses.

60 61
CERTIFICATION ENGINEERS INTERNATIONAL LIMITED 25th Annual Report 2019-20

The following are significant management judgements in applying the accounting policies of the Company that NOTES TO THE FINANCIAL STATEMENTS FOR THE YEAR ENDED
have the most significant effect on the financial statements.
ST
31 MARCH'2020
Revenue – For Lump-sum Contracts the Company recognises revenue using the percentage completion
method. Use of the percentage completion method requires the company to estimate the cost incurred relative Note - 4
to total expected cost to the satisfaction of performance obligation. This requires estimates to be made of the Property, Plant And Equipment
outcomes of long-term contracts, which require assessments and judgements to be made on changes in work
scopes, balance efforts, cost and time to complete the contract including probability of levy for Particulars Vehicles Office Leasehold Air Computer Furniture & Library Total
liquidated damages and price reduction for delay to the extent they are probable and they are capable of being
reliably measured. Cost and time incurred have been used to measure progress towards completion as there is a Equipments Property* Conditioner Hardware Fixtures Books
direct relationship between input and satisfaction of performance obligation. st
Balance as at 31 March 2018 3.24 5.67 202.08 6.98 27.65 22.82 0.29 268.73
Additions - 1.83 - - 18.09 1.62 0.15 21.69
Recognition of deferred tax assets– The extent to which deferred tax assets can be recognized is based on an
assessment of the probability of the Company's future taxable income against which the deferred tax assets can Disposals/assets written off - - - - (1.40) - (1.40)
be utilized. st
Balance as at 31 March 2019 3.24 7.50 202.08 6.98 44.34 24.44 0.44 289.02
Estimation uncertainty Additions - 0.33 - - 1.04 1.27 0.02 2.66
Reclassified on account of adoption - - (202.08) - - - - (202.08)
Information about estimates and assumptions that have the most significant effect on recognition and
measurement of assets, liabilities, income and expenses is provided below. Actual results may be substantially of Ind AS 116 (Refer Note 4 A)
different. Disposals/assets written off - - - - - - - -
st
Balance as at 31 March 2020 3.24 7.83 - 6.98 45.38 25.71 0.46 89.60
Recoverability of advances/receivables – At each balance sheet date, based on historical default rates
observed over expected life, the management assesses the expected credit loss on outstanding receivables and
advances. Accumulated Depreciation
st
Defined benefit obligation (DBO)– Management's estimate of the DBO is based on a number of critical Balance as at 31 March 2018 1.95 4.07 11.63 5.76 13.43 15.71 0.29 52.84
underlying assumptions such as standard rates of inflation, medical cost trends, mortality, discount rate and Charge For The Year 0.65 0.67 3.87 0.02 6.79 0.72 0.15 12.87
anticipation of future salary increases. Variation in these assumptions may significantly impact the DBO amount
and the annual defined benefit expenses. Adjustments For Disposals - - - - (1.38) - (1.38)
st
Balance as at 31 March 2019 2.60 4.74 15.50 5.78 18.84 16.43 0.44 64.33
Provisions – At each balance sheet date, based on the management judgment, changes in facts and legal
Charge For The Year 0.37 0.65 - 0.02 10.06 0.78 0.02 11.90
aspects, the Company assesses the requirement of provisions against the outstanding warranties and
guarantees. However the actual future outcome may be different from this judgement. Reclassified on account of adoption - - (15.50) - - - - (15.50)
of Ind AS 116 (Refer Note 4 A)

(This space has been intentionally left blank.) Adjustments For Disposals - - - - - - - -
st
Balance as at 31 March 2020 2.97 5.39 - 5.80 28.90 17.21 0.46 60.73

st
Net Book Value as at 31 March 2019 0.64 2.76 186.58 1.20 25.50 8.01 - 224.69
st
Net Book Value as at 31 March 2020 0.27 2.44 - 1.18 16.48 8.50 0.00 28.87

*Acquired from CIDCO Limited on 60 years lease basis

(I) Contractual obligations


Refer to note 36 (ii) for disclosure of contractual commitments for the acquisition of property,
plant and equipment.

62 63
CERTIFICATION ENGINEERS INTERNATIONAL LIMITED 25th Annual Report 2019-20

Note - 4 A Amortisation Charge For The Year 0.70 0.70


Right of Use Assets
Adjustments For Disposals - -
Particulars Leasehold Total Balance as at 31st March 2020 3.44 3.44
Property* Net Book Value as at 31st March 2019 1.34 1.34
st
Balance as at 31 March 2019 - - st
Net Book Value as at 31 March 2020 0.64 0.64
Reclassified on account of adoption of Ind AS 116 (Refer Note 4) 186.58 186.58
Additions - - (This space has been intentionally left blank)
Disposals/assets written off - -
st
Balance as at 31 March 2020 186.58 186.58 Note - 6
31st March 31st March
2020 2019
Accumulated Depreciation A Loans - Non-Current
st
Balance as at 31 March 2019 - - Unsecured, Considered Good Unless Otherwise Stated
Charge For The Year 3.87 3.87 Security Deposit 57.56 6.82
Adjustments For Disposals - 57.56 6.82
st
Balance as at 31 March 2020 3.87 3.87 B Loans - Current
Unsecured, Considered Good Unless Otherwise Stated
st
Net Book Value as at 31 March 2019 - - Loans To Employees 18.18 53.88
st
Net Book Value as at 31 March 2020 182.71 182.71 Security Deposit 285.75 342.32
303.93 396.20
*Acquired from CIDCO Limited on 60 years lease basis
Note - 7
A Other Financial Assets - Non-Current
Note - 5 Term Deposits With Maturity Exceeding One Year* 22.44 0.39
Intangible Assets
22.44 0.39
Computer Total
*Includes bank deposits held under lien against bank guarantees of
Software
₹ 0.37 Lakhs (previous year 31 March 2019: ₹ 0.39 lakhs)The above
Gross carrying amount
also includes interest accrued on bank deposits of ₹ 0.91 Lakhs
Balance as at 31st March 2018 3.13 3.13
(previous year 31 March 2019 ₹ 0.02 lakhs)
Additions 0.95 0.95
Disposals/Assets Written Off - -
B Other Financial Assets - Current
Balance as at 31st March 2019 4.08 4.08
Unbilled Income 419.52 446.63
Additions - -
Work In Progress* 3.09 1.46
Disposals/Assets Written Off - -
422.61 448.09
Balance as at 31st March 2020 4.08 4.08 *As taken, valued and certified by Management
Accumulated Amortisation
Balance as at 31st March 2018 2.19 2.19
Amortisation Charge For The Year 0.55 0.55
Adjustments For Disposals - -
st
Balance as at 31 March 2019 2.74 2.74

64 65
CERTIFICATION ENGINEERS INTERNATIONAL LIMITED 25th Annual Report 2019-20

Note - 8 Note - 9
Deferred Tax Assets (Net) Non-Current Tax Assets (Net)
Deferred Tax Assets Arising On: Advance Income Tax (net of provision for taxation amounting to 317.46 295.66
Employee Benefits: 1538.39 lakhs (previous year 31st March 2019: 2110.63 lakhs)
Provision for leave encashment 146.52 143.74 Advance Fringe Benefit Tax 11.83 11.83
Provision for long service awards 5.74 5.50
Provision for employee related expenses allowed on payment basis 11.39 0.17 Less: Allowance for expected credit losses (11.83) -
Provision for doubtful receivables and advances 119.99 103.71 317.46 307.49
Others: Note - 10
Amortised cost financial instruments - 0.43 A Other Non-Current Assets
Deferred Tax Liabilities Arising On: Prepaid Expenses 1.19 0.08
Depreciation (25.88) (28.77) 1.19 0.08
Provision for gratuity - (6.26) B Other Current Assets
Amortised cost financial instruments (0.93) - Balance With Government Authorities 59.40 54.53
256.83 218.52 Prepaid Expense 9.52 10.57
68.92 65.10
Note - 11
Movement In Deferred Tax Assets And Liabilities Inventories (Lower Of Cost Or Net Realizable Value)
Stores, Spares And Chemicals In Hand 8.81 4.17
Recognised Recognised Recognised Recognised
In Other In In Other In 8.81 4.17
Particulars 31-Mar-18 Compre- Statement 31-Mar-19 Compre- Statement 31-Mar-20 Note - 12
hensive Of Profit hensive Of Profit
Investments
Income And Loss Income And Loss
UTI Treasury Advantage Fund (face value 1000 per unit)* 202.50 284.38
Assets
202.50 284.38
Employee Benefits 155.99 (2.70) (3.88) 149.41 14.03 0.21 163.65
Trade Receivables & Advances 68.76 - 34.95 103.71 16.28 119.99
* At 31 st March 2020 21347.952 units (previous year: 31 st March 2019: 28370.891 units)
Others 0.33 - 0.10 0.43 (1.36) (0.93)
Liabilities - Note - 13
Depreciation (26.48) - (2.29) (28.77) 2.89 (25.88) Trade Receivables (Unsecured)
Employee Benefits - - (6.26) (6.26) - 6.26 -
Trade Receivable
198.60 (2.70) 22.62 218.52 14.03 24.28 256.83
Considered Good 1,934.56 1,469.86
Considered Doubtful 464.93 356.15
The company has elected to exercise the option permitted under Section 115BAA of the Income Tax Act. 1961 as
introduced by the Taxation Laws (Amendment) Ordinance, 2019. Accordingly. the company has recognised provision for 2,399.49 1,826.01
income tax for the year ended 31st March 2020 and re-measured the balance of net deferred tax assets, basis the rate Less: Allowance for expected credit losses (464.93) (356.15)
prescribed in the aforesaid section and recognised the effect of change in the profit and loss account. The re-
1,934.56 1,469.86
measurement has resulted in a write down of the net deferred tax assets pertaining to earlier years by Rs.29.66 Lakhs
which has been fully charged to the profit and Loss account.

66 67
CERTIFICATION ENGINEERS INTERNATIONAL LIMITED 25th Annual Report 2019-20

Note - 14 B Details Of Shareholders Holding More Than 5% Equity Shares In


Cash And Cash Equivalents The Company
Balances With Banks In Current Account 127.29 67.74 Name of Shareholders Number Number
Cash On Hand 0.04 0.01 Engineers India Limited 900,000 900,000
127.33 67.75 Shareholding (%) 100% 100%
Note - 15
Other Bank Balances Note - 17
Balances with banks in deposits account having maturity of more 5,371.75 5,380.84 Reserves And Surplus
than three months but are due for maturity within twelve months* Nature And Purpose Of Other Reserves
5,371.75 5,380.84 CSR Activity Reserve
The Company is required to create the CSR activity reserve for the allocation of expenses in respect of CSR activities. CSR
*Includes 78.18 Lakhs (previous year 31 st March 2019 : 95.61 Lakhs) held under lien against bank guarantees. Activity Reserve represents unspent amount, out of amounts set aside of profit earned in the past years for meeting
*Includes interest accrued on bank deposits 273.57 lakhs (previous year 31 st March 2019 : 270.76 lakhs ) social obligations as per Department of Public Enterprise guidelines for Corporate Social Responsibility and provisions
of Companies Act, 2013 and rules made thereunder.

Note - 16 General Reserve


Share Capital Amount Amount The Company is required to create a general reserve out of the profits when the Company declares dividend to

Authorised Share Capital shareholders.

1,200,000 (previous year 31st March 2019 : 1200,000) equity shares of par 1,200.00 1,200.00
Other Comprehensive Income
value of 100 each Other comprehensive income represents balance arising on account of re-measurement of defined benefit plans.
1,200.00 1,200.00
Issued Share Capital Note - 18
st
900,000 (previous year 31 March 2019 : 900,000) equity shares of par 900.00 900.00 A Other Financial Liabilities - Non-Current
value of 100 each Security Deposits And Retentions 15.59 3.19
900.00 900.00 15.59 3.19
Subscribed And Paid Up* B Other Financial Liabilities - Current
900,000 (previous year 31st March 2019 : 900,000) equity shares of par 900.00 900.00 Security Deposits And Retentions 26.75 37.22
value of 100 each Accrued Employee Benefits 131.19 63.75
900.00 900.00 157.94 100.97
Note - 19
*All shares are held by Holding Company- Engineers India Ltd. and its Nominees
A Other Non-Current Liabilities
A Reconciliation of shares outstanding at the beginning and at the Deferred Income 1.67 0.05
end of the year 1.67 0.05
Equity Shares Number Number

Shares Outstanding At The Beginning Of The Year 900,000 100,000

Add : Bonus Shares Issued During The Year - 800,000

Shares Outstanding At The End of The Year 900,000 900,000

68 69
CERTIFICATION ENGINEERS INTERNATIONAL LIMITED 25th Annual Report 2019-20

B Other Current Liabilities


31st March 31st March
Advances Received From Clients 65.48 8.35 2020 2019
Deferred Income 1.39 0.33 Note - 23

Unearned Income Billed To Clients 112.51 202.54 Revenue From Operations

Service Tax /GST Payable 52.76 70.20 Income From Services 4,919.49 5,294.24

Withholding For Income Taxes 39.00 123.17 4,919.49 5,294.24

Withholding For Employees Including Employers Contribution 28.59 20.85 Increase/(Decrease) In Work-In-Progress

Other Liabilities 34.29 50.12 Closing Work-In-Progress 3.09 1.46

334.02 475.56 Less : Opening Work-In-Progress 1.46 4.30


1.63 (2.84)

Note - 20 4,921.12 5,291.40

A Long-Term Provisions Note - 24

Employees' Post Retirement/Long-Term Benefits 607.27 452.16 Other Income

607.27 452.16 Interest Income

B Short-Term Provisions Bank Deposits 398.19 390.94

Employees' Post Retirement/Long-Term Benefits 42.06 38.84 Income-Tax Refunds 32.12 -

Provision for corporate social responsibility 31.00 - Others - Misc 0.07 0.04

73.06 38.84 Amortization of Deferred Income 13.28 5.79

Note - 21 Capital Gain On Sale Of Mutual Fund Units - 0.01

Trade Payables Dividend From Current Investments 1.48 9.85

Total outstnding dues of Micro Enterprises and Small Enterprises 83.63 20.21 Foreign Exchange Difference (Net) 0.28 1.10

Total outstnding dues of creditors other than Micro Enterprises 153.03 110.81 Bad Debts Recovery - 1.75

and Small Enterprises Income From Sale of Assets - 0.44

236.66 131.02 445.42 409.92

Note - 22
Current Tax Liabilities (Net) Note - 25

Provision for taxation (net of advance tax amounting to 392.32 Lakhs Manpower Services

(previous year 31st March 2019 : Nil ) 21.44 - Manpower Services 662.55 869.51

21.44 - 662.55 869.51

(This space has been intentionally left blank)

70 71
CERTIFICATION ENGINEERS INTERNATIONAL LIMITED 25th Annual Report 2019-20

Note - 26 B Corporate Cost


Employee Benefits Expenses Bank Charges 0.96 0.42
Salaries And Allowances 2,012.08 2,080.37 Sitting Fees To Independent Directors 2.25 3.15
Contribution towards employees pension and provident 118.51 119.04 Publicity 2.89 5.59
fund and administration charges thereon Entertainment 11.82 15.95
Contribution towards National Pension System (NPS) and 67.74 306.94 Remuneration To Auditors:
administration charges thereon For Audit 3.90 3.00
Staff Welfare 6.05 7.86 For Tax Audit 0.95 0.60
Contribution to Gratuity Fund (Net of contribution received from others) 10.12 23.52 Certification 0.67 0.23
2,214.50 2,537.73 Out of Pocket 3.18 4.02
Note - 27 Filing Fee 0.08 7.71
Finance Cost Legal and Professional Charges 6.20 4.49
Unwinding of Discount on Security Deposits 0.80 0.32 Licences And Taxes 28.64 32.30
0.80 0.32 61.54 77.46

Note - 28 C Other Cost


Depreciation And Amortisation Expenses Travel And Conveyance 634.24 573.20
Depreciation On Property, Plant And Equipment 11.90 12.87 Printing, Stationery And General Office Supplies 10.87 7.16
Depreciation On Right of use assets 3.87 - Newspapers And Periodicals 0.15 0.16
Amortisation Of Intangible Assets 0.70 0.55 Postage And Telecommunications 13.43 16.96
16.47 13.42 Capital Loss on sale of MF Units 13.36 -
Courier, Transportation And Handling 3.67 2.73
Note - 29 Allowance for expected credit losses - trade receivables and advances (net) 120.61 120.04
Other Expenses Bad debts Written Off 2.53 -
A Facilities Cost Corporate Social Responsibility Expenditure (Refer note below) 46.85 1.84
Rent - Residential Accommodation (Net of Recovery of 2.73 lakhs 30.96 40.48 Miscellaneous Expenses 2.83 3.55
(previous year: 4.66 lakhs) Training Expenses 4.96 2.62
Rental Expense 8.77 6.95 853.50 728.26
Rent - Office 50.12 44.07
Electricity And Water 22.29 20.13 Corporate social responsibility expenses
Repairs To Building 2.59 3.80 The requisite disclosure relating to CSR expenditure in terms on Guidance Note on Corporate Social Responsibility

Other Repairs And Maintenance 37.83 31.93 (CSR) issued by Institute of Chartered Accountants of India:

1.32 3.11 (a) Gross amount required to be spent by the Company during financial year ended 2019-20 - 31.25 lakhs
Hire Charges - Office Equipment
(previous year: 31.87 lakhs)
Insurance 5.66 3.35
(b) Amount spent during the financial year ended 31st March 2020 and 31st March 2019 on:
159.54 153.82

72 73
CERTIFICATION ENGINEERS INTERNATIONAL LIMITED 25th Annual Report 2019-20

Yet to be paid Note - 31


Particulars In cash Total
in cash Earnings Per Share (EPS)
st
31 March 2020 - - - Earnings per share ('EPS') is determined based on the net profit attributable to the shareholders' of the Company.
Construction/acquisition of any asset Basic earnings per share is computed using the weighted average number of shares outstanding during the year.
31st March 2019 - - -
Diluted earnings per share is computed using the weighted average number of common and dilutive common
31st March 2020 15.85 31.00 46.85 equivalent shares outstanding during the year, except where the result would be anti-dilutive.
On purposes other than (I) above
st
31 March 2019 1.84 - 1.84
31st March 2020 31st March 2019
Profit Attributable To Equity Shareholders 1,008.22 935.86
Note - 30
Weighted Average Number Of Equity Shares 900,000 900,000
Income Tax
Nominal Value Per Share ( ) 100.00 100.00
Tax Expense Comprises Of:
Current Income Tax 413.76 407.57
Earlier years tax adjustments (net) (0.06) - Earnings Per Equity Share
Basic 112.02 103.98
Deferred Tax (24.28) (22.63)
Diluted 112.02 103.98
Income Tax Expense Reported In The Statement Of Profit or Loss 389.42 384.94

The major components of income tax expense and the reconciliation of expected tax expense based on the domestic Note - 32
effective tax rate of the Company at 25.168% and the reported tax expense in profit or loss are as follows:
(i) Financial asset - fair value hierarchy
Financial assets and financial liabilities are measured at fair value in the financial statement are grouped into
Statement of Profit And Loss three Levels of a fair value hierarchy. The three Levels are defined based on the observability of significant inputs to

Accounting Profit Before Tax 1,397.64 1,320.80 the measurement, as follows:


Level 1: Quoted prices (unadjusted) in active markets for financial instruments.
Accounting Profit Before Income Tax 1,397.64 1,320.80
Level 2: Inputs other than quoted prices included within Level 1 that are observable for the asset or liability,
At India’s Statutory Income Tax Rate of 25.168 % (31st March 2019 : 29.120%) 351.76 384.62
either directly or indirectly
Level 3: Unobservable inputs for the asset or liability.
Adjustments In Respect Of Current Income Tax
Tax expense adjusted in other comprehensive income - - (ii) Financial assets measured at fair value – recurring fair value measurements

Tax Impact Of Exempted Income (0.37) (2.87) 31st March 2020 Level 1 Level 2 Level 3 Total
Tax Impact Of Expenses Which Will Never Be Allowed 8.02 1.10 Financial assets
Earlier Years tax adjustments (net) (0.06) - Mutual funds 202.50 - - 202.50
Earlier Years deferred tax adjustments (net) 29.66 - Total financial assets 202.50 - - 202.50

Others 0.41 2.09


Financial assets measured at fair value – recurring fair value measurements
389.42 384.94
31st March 2019 Level 1 Level 2 Level 3 Total
Financial assets
Mutual funds 284.38 - - 284.38
Total financial assets 284.38 - - 284.38

(iii) Valuation technique used to determine fair value


Specific valuation techniques used to value financial instruments include - the use of net asset value for
mutual funds on the basis of the statement received from investee party.

74 75
CERTIFICATION ENGINEERS INTERNATIONAL LIMITED 25th Annual Report 2019-20

Note - 33 The Company provides for expected credit loss based on the following:
Financial instruments
Asset Group Basis Of Categorisation Provision for Expected Credit Loss
(i) Financial instruments by category
Cash and cash equivalents, other bank 12 month expected credit loss and
31st March 2020 31st March 2019 Low credit risk
balances and other financial assets Life time expected credit loss
Particulars
FVTPL Amortised FVTPL Amortised Life time expected credit loss
Moderate credit risk Trade receivables
Financial assets
Life time expected credit loss or
Investments - mutual funds 202.50 - 284.38 - High credit risk Trade receivables
fully provided for
Trade receivables - 1,934.56 - 1,469.86
Loans - 18.18 - 53.88 In respect of trade receivables, the company recognises a provision for lifetime expected credit loss.
Other financial assets - 422.61 - 448.09
Cash and cash equivalents - 127.33 - 67.75 Based on business environment in which the Company operates, a default on a financial asset is considered when the
Other bank balances - 5,394.19 - 5,381.23 counter party fails to make payments within the agreed time period as per contract. Loss rates reflecting defaults are
based on actual credit loss experience and considering differences between current and historical economic conditions.
Security deposits - 343.31 - 349.14
Total financial assets 202.50 8,240.18 284.38 7,769.95
Assets are written off when there is no reasonable expectation of recovery, such as a debtor declaring bankruptcy or a
Financial liabilities -
litigation decided against the Company. The Company continues to engage with parties whose balances are written off
Trade payables - 236.66 - 131.02 and attempts to enforce repayment. Recoveries made are recognised in statement of profit and loss.
Security deposits and retentions - 42.34 - 40.41
Other financial liabilities - 131.19 - 63.75
Credit rating 31st March 31st March
Particulars
Total financial liabilities - 410.19 - 235.18 2020 2019

Cash and cash equivalents, other bank


(ii) Financial instruments measured at amortised cost A: Low credit risk 7,589.40 7,818.22
balances, loans and other financial assets
For amortised cost instruments, carrying value represents the best estimate of fair value except for long-term
B: Moderate credit risk Trade receivable 216.58 143.36
financial assets.
(iii Risk management C: High credit risk Trade receivables 248.35 92.75

The Company’s activities expose it to market risk, liquidity risk and credit risk. The Company's board of directors has
overall responsibility for the establishment and oversight of the Company's risk management framework. This note (ii) Concentration of trade receivables
The Company's exposure to credit risk for trade receivables is as follows -
explains the sources of risk which the entity is exposed to and how the entity manages the risk and the related
impact in the financial statements. 31st March 31st March
Particulars
(A) Credit risk 2020 2019
Credit risk is the risk that a counterparty fails to discharge its obligation to the Company. The Company's exposure Hydrocarbon 1,541.58 706.21
to credit risk is influenced mainly by cash and cash equivalents, trade receivables and financial assets measured at Infrastructure 663.71 841.43
amortised cost. The Company continuously monitors defaults of customers and other counterparties and
Railways 34.77 257.88
incorporates this information into its credit risk controls.
Others 159.43 20.49
a) Credit risk management
i) Credit risk rating Total 2,399.49 1,826.01

The Company assesses and manages credit risk of financial assets based on following categories arrived on the
basis of assumptions, inputs and factors specific to the class of financial assets.
A: Low credit risk
B: Moderate credit risk
C: High credit risk

76 77
CERTIFICATION ENGINEERS INTERNATIONAL LIMITED 25th Annual Report 2019-20

b) Credit risk exposure 31st March 2019


(i) Provision for expected credit losses 0 - 90 90 - 180 180 - 270 270 - 360 360 - 450 450 - 540
Particulars
The Company provides for 12 month expected credit losses for following financial assets – Days Days Days Days Days Days
Gross carrying value 851.84 228.58 112.52 67.63 104.13 46.87
st
31 March 2020 Expected credit loss (provision) 27.69 6.64 13.24 5.35 16.83 30.10
Estimated gross Carrying amount Carrying amount (net of impairment) 824.15 221.94 99.28 62.28 87.30 16.77
Expected net of impairment
Particulars carrying amount
credit losses provision
at default 540 - 630 630 - 720 720 - 1095 >1095
Particulars
Cash and cash equivalents 127.33 - 127.33 Days Days Days days

Other bank balances 5,394.19 - 5,394.19 Gross carrying value 4.50 36.13 195.44 178.37
Loans 18.18 - 18.18 Expected credit loss (provision) 1.46 2.18 74.29 178.37

Other financial assets 968.42 - 968.42 Carrying amount (net of impairment) 3.04 33.95 121.15 -

31st March 2019 Reconciliation of loss provision – lifetime expected credit losses

Estimated gross Carrying amount Trade


Expected Reconciliation of loss allowance
Particulars carrying amount net of impairment receivables
credit losses provision
at default Loss allowance on 31st March 2018 236.11
Cash and cash equivalents 67.75 - 67.75 Impairment loss recognised/reversed during the year 120.04
Other bank balances 5,381.23 - 5,381.23 Loss allowance on 31st March 2019 356.15
Loans 53.88 - 53.88 Impairment loss recognised/reversed during the year 108.78
Other financial assets 1,081.61 - 1,081.61 Loss allowance on 31st March 2020 464.93

(ii) Expected credit loss for trade receivables under simplified approach (B) Liquidity risk
Liquidity risk is the risk that the Company will encounter difficulty in meeting the obligations associated with its
31st March 2020
financial liabilities that are settled by delivering cash or another financial asset. The Company's approach to
0 - 90 90 - 180 180 - 270 270 - 360 360 - 450 450 - 540 managing liquidity is to ensure as far as possible, that it will have sufficient liquidity to meet its liabilities when they
Particulars
Days Days Days Days Days Days are due.
Gross carrying value 1,239.49 Management monitors rolling forecasts of the Company’s liquidity position and cash and cash equivalents on the
402.81 123.44 88.83 92.10 46.04
basis of expected cash flows. The Company takes into account the liquidity of the market in which the entity
Expected credit loss (provision) 45.75 19.84 10.37 1.62 69.81 16.47 operates.
Carrying amount (net of impairment) 1,193.74 382.97 113.07 87.21 22.29 29.57
Maturities of financial liabilities
The tables below analyse the Company’s financial liabilities into relevant maturity groupings based on their
540 - 630 630 - 720 720 - 1095 >1095
Particulars contractual maturities.
Days Days Days days
Gross carrying value 31.51 36.53 90.39 248.35 Less than
31st March 2020 1 - 2 years 2 - 3 years Total
1 year
Expected credit loss (provision) 8.48 8.36 35.88 248.35
Carrying amount (net of impairment) - Non-derivatives
23.03 28.17 54.51
Trade payable 236.66 - - 236.66
Security deposits and retentions 26.75 15.59 - 42.34
Other financial liabilities 131.19 - - 131.19
Total 394.60 15.59 - 410.19

78 79
CERTIFICATION ENGINEERS INTERNATIONAL LIMITED 25th Annual Report 2019-20

Sensitivity
The sensitivity of profit and loss to changes in the exchange rates arises mainly from foreign currency
Less than
31st March 2019 1 - 2 years 2 - 3 years Total denominated financial instruments.
1 year

Non-derivatives Particulars 31st March 2020 31st March 2019

Trade payable 131.02 - - 131.02 Currency sensitivity AED AED

Security deposits and retentions 37.22 3.19 - 40.41 Currency increase by 1% 0.06 -

Other financial liabilities 63.75 - - 63.75 Currency decrease by 1% (0.06) -

Total 231.99 3.19 - 235.18


(ii) Price risk
The Company’s exposure to price risk arises from investments held and classified as FVTPL. To manage the price
(C) Market risk
risk arising from investments in mutual funds, the Company diversifies its portfolio of assets.
(i) Foreign exchange risk
The Company has international transactions and is exposed to foreign exchange risk arising from foreign currency Sensitivity analysis
transactions (imports and exports). Foreign exchange risk arises from future commercial transactions and recognised Profit or loss and equity is sensitive to higher/lower prices of instruments on
assets and liabilities denominated in a currency that is not the company’s functional currency. The Company does not the Company’s profit for the periods -
hedge its foreign exchange receivables/payables.

31st March 31st March


Particulars
Foreign currency risk exposure: 2020 2019

31st March 2020 31st March 2019 Price sensitivity


Particulars Price increase by (3 %)- FVTPL 6.08 8.53
USD EURO GBP USD EURO GBP
Trade receivables 1.31 8.49 - 0.96 0.38 1.63 Price decrease by (3 %)- FVTPL (6.08) (8.53)

Note – 34
Sensitivity Capital Management
The sensitivity of profit and loss to changes in the exchange rates arises mainly from foreign currency
denominated financial instruments. The Company's objectives when managing capital are:
st st • To ensure Company's ability to continue as a going concern, and
Particulars 31 March 2020 31 March 2019
• To provide adequate return to shareholders
Currency sensitivity USD EURO GBP USD EURO GBP
Currency increase by 1% 0.01 0.08 - 0.01 - 0.02 The Company manages its capital structure and makes adjustments to it in the light of changes in economic conditions
and the risk characteristics of the underlying assets. In order to maintain or adjust the capital structure, the Company
Currency decrease by 1% (0.01) (0.08) - (0.01) - (0.02)
may adjust the amount of dividends paid to shareholders, return capital to shareholders or issue new shares.
The amounts managed as capital by the Company are summarised as follows

31st March 2020 31st March 2019 31st March 2020 31st March 2019
Particulars
AED AED Equity share capital 900.00 900.00
Trade Payables 6.23 - Other equity 6960.46 6773.93

Net debt to equity ratio

The Company has no outstanding debt as at the end of the respective years. Accordingly, the Company has nil
capital gearing ratio as at 31st March 2020 and 31 March 2019.

80 81
CERTIFICATION ENGINEERS INTERNATIONAL LIMITED 25th Annual Report 2019-20

Note – 35 (b) Related Party Transactions


Related Party
(a) The names of related parties as identified in accordance with provisions of the Indian Accounting Standard – 24 During the year ended 31st March 2020, the Company had following transactions and outstanding balances with
“Related Party Disclosure”: - related parties:

S.No. Name of the Related Party Nature of Relationship


Particulars Relationship Year Amount (Payable)/Receivable
1. Engineers India Limited ('EIL') Holding company
Professional and technical Holding 31st March 2020 188.26 (45.50)
Directors/Key Management Personnel
services and facilities Company st
31 March 2019 280.45 (34.93)
(31st March 2020)
Chairman and Managing Director in Execution of contract for Holding 31st March 2020 1,419.28 631.13*
Shri J.C.Nakra Chairman
Engineers India Limited Services Company st
31 March 2019 1901.81 391.49*
Shri Om Prakash Non-official
- Dividend (interim Holding 31st March 2020 647.00 -
Mishra Independent Director
and final) Company st
31 March 2019 650.00 -
Non-official Independent
Ms. Anita Gurjar
Director (From 31.10.2019) -
*includes security deposit of 31.85 Lakhs and 26.68 Lakhs as 31.03.2020 and 31.03.2019 respectively.
Director
Shri S.K.Handa Director (Projects) in Engineers India Limited
2. (Upto 17.05.2019)
(c) Director's remuneration:
Director
Shri Sunil Bhatia Director (Finance) in Engineers India Limited Sitting fees paid to part time Directors for 31 March 2020 is 2.25 Lakhs (Previous year 31 March 2019: 3.15 Lakhs)
(w.e.f. 17.05.2019)
Shri R.Mahajan Director Executive Director in Engineers India Limited
(d) Chief Executive Officer of the Company is on deputation from EIL and the salary for which is paid by Engineers
Shri Amitabh
Director Executive Director in Engineers India Limited India Limited. EIL raises monthly bills on the basis of man-hour cost as per agreement with the Company which are
Budhiraja
accounted for as professional charges, under the head “Manpower Services”.
Shri G Suresh Chief Executive Officer Chief General Manager in Engineers India Limited
Chief Financial Officer (e) Transactions and balances pertaining to KMP's
Shri G.D.Goswami -
(w.e.f. 12.04.2019)
Ms. Jaya Totlani Company Secretary -
Directors/Key Management Personnel Particulars 31st March 2020 31st March 2019
(31st March 2019)
Transaction during the year
Chairman and Managing Director in
Shri J.C. Nakra Chairman Engineers India Limited
Remuneration 48.24 8.89
Shri Om Prakash Non-official Independent
- Rent Paid for residential accommodation 2.55 NIL
Mishra Director (From 24.07.2018)
Dr. (Prof.) Mukesh Director Non-official Independent Director in Balance as at year end
Khare (Upto 19.11.2018) Engineers India Limited
Shri Umesh Director Non-official Independent Director in Outstanding loans, interest and other receivables NIL NIL
Chandra Pandey (Upto 19.11.2018) Engineers India Limited
Defined Benefit obligation for Key Management Personnel:-
Director (Projects) in Engineers India Limited
3. Shri S K Handa Director
w.e.f. 11.03.2019.
Director Director (Technical) in Engineers India Limited Particulars Gratuity (Funded) Leave encashment Long service
Shri L K Vijh
(Upto 03.06.2018) w.e.f. 02.05.2018. (Unfunded) awards (Unfunded)
Mr. R Mahajan Director Executive Director in Engineers India Limited
Mr. Amitabh Director 31st March 31st March 31st March 31st March 31st March 31st March
Executive Director in Engineers India Limited
Budhiraja (From 04.06.2018) 2020 2019 2020 2019 2020 2019
Chief Executive Officer Total Defined Benefit Obligation 19.84 0.39 13.33 0.67 0.19 0.09
Mr. S D Kherdekar Executive Director in Engineers India Limited
(Upto 31.01.2019)
Chief Executive Officer
Mr. G Suresh Senior GM in Engineers India Limited
(From 01.02.2019)
Company Secretary
Ms. Jaya Totlani -
(From 23.5.2018)

82 83
CERTIFICATION ENGINEERS INTERNATIONAL LIMITED 25th Annual Report 2019-20

Note – 36
Particulars 31st March 2020 31st March 2019
Contingent Liabilities and Commitments
Contributory Provident Fund and Employees' Pension Scheme, 1995 118.51 119.04
i) Contingent Liabilities: Contributory National Pension System (NPS) 67.74 306.94

a) Income Tax assessments have been completed up to the assessment year 2017-2018. Tax liability, if any, in
respect of pending assessment for subsequent assessment years up to assessment year 2019-20 cannot be Defined Benefit Plan
ascertained. Due taxes on self-assessment basis have been paid. Company is having the following Defined Benefit Plans:
• Gratuity (funded)
b) The Company has opted for Vivad se Viswas Scheme for the assessment year 2011-12 and online application • Leave encashment (unfunded)
forms were duly filed with designated authority on 23.03.2020. Vide a joint declaration signed with PCIT, Delhi on
• Long service awards (unfunded)
05.03.2020, Refund of 42.08 Lakhs has been acknowledged , out of that part refund of 19.97 Lakhs has been
received on 27.05.2020.
In this regard, actuarial valuation as on 31 March, 2020 was carried out by actuary in respect of all three plans, and the
c) The Company has filed an application for rectification (u/s 154) of short credit given for Tax Deducted at Source details are as under:
(TDS) amounting to 3.05 Lakhs (Previous Year 3.05.Lakhs) for the assessment year 2012-13.
Risks associated with plan provisions
d) The Company has filed an application for rectification (u/s 154) of short credit given for Tax Deducted at Source
The plan is of a final salary defined benefit in nature which is sponsored by the Company and
(TDS) and other processing mistakes amounting to 48.60 Lakhs (Previous Year 48.60 Lakhs) in intimation u/s
143(1) for the assessment year 2014-15. hence it underwrites all the risks pertaining to the plan. In particular, there is a risk for the
Inherent risk Company that any adverse salary growth or demographic experience or inadequate returns on
e) The Company has filed an application for rectification (u/s 154) of processing mistakes amounting to 63.24 underlying plan assets can result in an increase in cost of providing these benefits to employees
Lakhs (inclusive of interest) (Previous Year 63.24 Lakhs (inclusive of interest)) in intimation u/s 143(1) for the in future. Since the benefits are lump sum in nature the plan is not subject to any longevity risks
assessment year 2016-17.
Disclosures related to funded obligations
f) The Company has filed an application for rectification (u/s 154) of short credit given for Tax Deducted at Source
(TDS) and other processing mistakes amounting to 7.85 Lakhs (inclusive of interest) (Previous Year Nil) in
a) The amounts recognized in the balance sheet
intimation u/s 143(1) for the assessment year 2018-19.
Leave encashment Long service
Gratuity (Funded)
g) The Company has filed an appeal against a demand of service tax of 1053.62 Lakhs (inclusive of interest and (Unfunded) awards (Unfunded)
penalty) ( Previous Year 1015.12 Lakhs (inclusive of interest and penalty) by Commissioner of Service Tax issued on 31st March 31st March 31st March 31st March 31st March 31st March
20 January 2016 covering the period from April 2004 to March 2013 before Customs, Excise and Service Tax 2020 2019 2020 2019 2020 2019
Appellate Tribunal (CESTAT), Mumbai. Present value of obligations
421.68 331.02 582.19 493.62 22.79 18.90
as at the end of year
ii) Commitments:
Fair value of plan assets as
377.34 353.61 -- -- -- --
at the end of the year
Estimated amount of contracts remaining to be executed on capital account (net of advances) and not provided in
accounts 1.20 Lakhs (Previous Year - Nil Inclusive of applicable Taxes). Amount Not Recognised
-- 1.08 -- -- -- --
due to asset limit

Funded status 44.34 21.51 (582.19) (493.62) (22.79) (18.90)


Note – 37
Employee Benefits Net (asset)/liability
recognized in 44.34 (21.51) 582.19 493.62 22.79 18.90
The disclosures required under Indian Accounting Standard (Ind AS 19) 'Employee Benefits' are given below: balance sheet

Defined Contribution Plan


The amount recognized as an expense in defined contribution plan is as under:

84 85
CERTIFICATION ENGINEERS INTERNATIONAL LIMITED 25th Annual Report 2019-20

b) Expenses recognized in statement of profit and loss Past service cost -- -- -- -- -- --

Leave encashment Long service Actuarial (gain)/loss on


Gratuity (Funded) 55.82 0.22 44.91 141.02 1.28 0.52
(Unfunded) awards (Unfunded) obligations
31st March 31st March 31st March 31st March 31st March 31st March Benefit paid (2.60) (3.48) (109.30) (144.46) (1.03) (4.10)
2020 2019 2020 2019 2020 2019
Present value of obligations
Current service cost 11.79 15.05 115.94 76.96 2.19 3.23 421.68 331.02 582.19 493.62 22.79 18.90
as at end of year

Past service cost -- -- -- -- -- --


e) Reconciliation of opening and closing balances of fair value of plan assets
Interest on net benefit
(1.68) 8.47 37.02 29.27 1.45 1.28
asset/liability Leave encashment Long service
Gratuity (Funded)
(Unfunded) awards (Unfunded)
Re-measurements gains/losses -- -- 44.92 141.02 1.28 0.52
31st March 31st March 31st March 31st March 31st March 31st March
Expenses recognized in 2020 2019 2020 2019 2020 2019
10.11 23.52 197.88 247.25 4.92 5.03
statement of profit and loss
Fair value of plan assets as
353.61 182.81 -- -- -- --
on beginning of year
c) Expenses recognized in Other comprehensive income
Interest on plan assets 27.40 14.41 -- -- -- --
Leave encashment Long service
Gratuity (Funded) Re-measurements due to
(Unfunded) awards (Unfunded)
actual return on plan assets (1.07) 10.57 -- -- -- --
31st March 31st March 31st March 31st March 31st March 31st March less interest on plan assets
2020 2019 2020 2019 2020 2019
Contributions -- 149.29 -- -- -- --
Actuarial (gains)/loss – -- -- -- -- --
Benefits paid (2.60) (3.48) -- -- -- --
Change in financial
53.34 -- -- -- -- --
assumption Fair value of plan assets at
377.34 353.61 -- -- -- --
the end of year
Change in demographic
(0.22) (1.08) -- -- -- --
assumption

Experience adjustments -- -- -- -- f) Actuarial Assumptions


2.70 1.30
Leave encashment Long service
Actual return on plan assets 1.07 (10.57) -- -- -- -- Gratuity (Funded)
(Unfunded) awards (Unfunded)
Adjustments to recognise 31st March 31st March 31st March 31st March 31st March 31st March
(1.16) 1.08 -- -- -- --
the effect of asset ceiling 2020 2019 2020 2019 2020 2019
Expenses recognized in other (9.27) Discount rate 6.80% 7.80% 6.80% 7.80% 6.80% 7.80%
55.73 -- -- -- --
comprehensive income
Expected rate of future 9.00% 9.00% 9.00% 9.00% 9.00% 9.00%
d) Reconciliation of opening and closing balances of defined benefit obligation salary increase
Retirement age 60 years 60 years 60 years 60 years 60 years 60 years
Leave encashment Long service
Gratuity (Funded)
(Unfunded) awards (Unfunded)
31st March 31st March 31st March 31st March 31st March 31st March
4) Mortality rates inclusive of provision for disability -100% of IALM (2012 –14)
2020 2019 2020 2019 2020 2019
Present value of obligations 5) Rates of leaving service at specimen ages are as shown below-:
331.02 296.35 493.62 390.83 18.90 17.97
as at beginning of year

Interest cost 25.65 22.88 37.02 29.27 1.45 1.28

Current service cost 11.79 15.05 115.94 76.96 2.19 3.23

86 87
CERTIFICATION ENGINEERS INTERNATIONAL LIMITED 25th Annual Report 2019-20

Age (Years) Rates (p.a.) I) Sensitivity Analysis Gratuity (Funded)

21 – 30 0% Particulars Discount rate Salary escalation rate

31 – 40 0.82%
31st March 2020 31st March 2019 31st March 2020 31st March 2019
41 – 50 1.25%
Impact of increase in 50 bps
-6.60% -6.78% 1.14% 1.74%
51 – 59 0% on defined benefit obligation
Impact of decrease in 50 bps
7.21% 7.42% -1.38% -2.20%
6) Leaving service due to disability is included in the provision made for all causes of leaving service on defined benefit obligation
(paragraph 5 above).
Leave Encashment (Earned Leave) (Unfunded)
g) Maturity profile of defined benefit obligation

Leave Encashment Leave Encashment Long Service Particulars Discount rate Salary escalation rate
Gratuity (Funded) (Earned Leave) (Half Pay Leave) Awards
(Unfunded) (Unfunded) 31st March 2020 31st March 2019 31st March 2020 31st March 2019
(Unfunded)
31st March 31st March 31st March 31st March 31st March 31st March 31st March 31st March Impact of increase in 50 bps
-6.02% -4.59% 6.38% 4.87%
2020 2019 2020 2019 2020 2019 2020 2019 on defined benefit obligation
Weighted average of the 13.79 14.17 12.55 9.53 7.70 7.61 4.95 5.89 Impact of decrease in 50 bps
6.55% 4.95% -5.92% -4.57%
defined benefit obligation Years Years Years Years Years Years Years Years on defined benefit obligation
Duration of defined
benefit obligation Leave Encashment (Half Pay Leave) (Unfunded)
Duration (years) Particulars Discount rate Salary escalation rate

1 25.07 4.48 25.21 26.14 13.60 11.98 3.25 0.73


31st March 2020 31st March 2019 31st March 2020 31st March 2019
2 5.68 24.34 14.78 38.02 13.04 12.25 0.92 2.82
Impact of increase in 50 bps
-3.74% -3.69% 3.87% 3.86%
3 5.65 5.10 15.26 26.12 13.33 11.73 5.47 0.84 on defined benefit obligation

4 5.94 5.08 16.04 26.47 13.64 12.00 2.72 5.03 Impact of decrease in 50 bps
3.97% 3.93% -3.68% -3.67%
on defined benefit obligation
5 6.62 5.35 17.06 26.96 13.97 12.27 0.66 2.42

6 7.01 5.98 17.97 27.68 14.30 12.57 2.42 0.61 Long Service Awards (Unfunded)

7 7.73 6.33 19.07 28.31 14.64 12.86 0.78 2.16 Particulars Discount rate Salary escalation rate

8 27.05 7.00 21.54 29.05 14.99 13.16 4.50 0.72 31st March 2020 31st March 2019 31st March 2020 31st March 2019

9 41.34 26.21 50.39 30.48 14.63 13.47 2.28 4.14 Impact of increase in 50 bps
-2.40% -2.65% -2.59% -2.51%
on defined benefit obligation
Above 10 1090.96 1101.22 987.18 669.20 139.16 138.27 10.65 11.64
Impact of decrease in 50 bps
2.51% 2.78% 2.26% 2.60%
on defined benefit obligation
h) Major Categories of Plan Assets (as percentage of total plan assets)
Leave encashment Long service
Gratuity (Funded)
(Unfunded) awards (Unfunded)
31st March 31st March 31st March 31st March 31st March 31st March
2020 2019 2020 2019 2020 2019

Fund managed by insurer 100% 100% -- -- -- --

88 89
CERTIFICATION ENGINEERS INTERNATIONAL LIMITED 25th Annual Report 2019-20

Note – 38 Note – 44
Proposed Dividend
The dues to Micro and Small Enterprises as required under the Micro, Small and Medium Enterprises Development Act
st st
Proposed dividend on equity shares 31 March 2020 31 March 2019 2006 to the extent information available with the Group is given below:
st
Proposed Final dividend for 31 March 2020 ( 50.00 per share)
450 350
(previous year 31st March 2019: 38.89 .per share ) S.No. Particulars 31st March 2020 31st March 2019

Dividend distribution tax on Proposed dividend 71.94 i Amount due and payable at the year end

Total 450.00 421.94 - Principal 83.63 20.21

Proposed dividend on equity shares are subject to approval at the annual general - Interest on above Principal - -
meeting and are not recognised as liability (including dividend distribution tax)
The amount of interest paid along with the amounts of
ii - -
the payment after the due date-
Note – 39
The amount of interest due and payable for principals
iii - -
st already paid
CSR activity reserve amounting to 48.62 Lakhs for 31 March 2020 (Previous year 31 March 2019: 64.22. Lakhs Lakhs)
represents unspent amount out of amounts set aside for meeting social obligations as per Department of Public The amount of interest accrued and remaining unpaid
iv - -
at the year end
Enterprise guidelines and the Companies Act 2013 for Corporate Social Responsibility
The amount of interest which is due and payable which
v - -
Note – 40 is carried forward from last year

There is no impairment of cash generating assets during the year in terms of Ind AS 36 “Impairment of Assets”. Note – 45

Note – 41 The Company operates in the nature of service towards Certification and Third Party Inspection jobs, which comes
under single segment. Hence segment reporting requirements under Ind AS-108 “Operating Segments” is not
Liability in respect of 'Performance Related Pay', amounting to 48.46 Lakhs (previous year 31st March 2019: 30.06 applicable.
Lakhs) for the employees for the year ended on 31st March 2020 has been estimated and provided based on scheme
formulated in accordance with DPE guidelines, based upon certain ranking parameters. Note – 46
The details of revenue are as below:
Note – 42

Guarantees issued by banks and outstanding as on 31st March 2020 668.06 Lakhs , inclusive of Expired BG of 14.04
Lakhs, (previous years 31st March 2019 455.28 Lakhs, inclusive of Expired BG of 23.43 Lakhs ). Particulars 31st March 2020 31st March 2019

Revenue from Operations 4921.12 5291.40

Note – 43 Other Income 445.42 409.92

Total Revenue 5366.54 5701.32


The Company has a Memorandum of Understanding with Engineers India Limited (The Holding Company) for utilizing
their facilities like providing manpower, office space and other facilities etc. The MOU provides level based fixed man
Note – 47
hour/ man-day rates for EIL employees on cost plus overhead basis and fixed annual cost towards space, infrastructure
and facilities etc.
Trade receivables and Contract Balances

The Company also has entered into Memorandum of Understandings with Engineers India Limited for providing
The following table provides information about Trade receivable, Contract assets and Contract Liabilities from Contract
Technical services to EIL at actual cost plus margin.
with Customers:

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CERTIFICATION ENGINEERS INTERNATIONAL LIMITED 25th Annual Report 2019-20

Particulars 31st March 2020 31st March 2019 Note – 48

Trade Receivables (Note No. 13) – Net of Allowance for


1934.56 1469.86 The lockdown was announced by the Government of India in the last week of the financial year and therefore it does not
expected credit losses
have significant impact on turnover and operations during 2019-20. Presently, the company does not foresee any
Contract Assets ( Unbilled Revenue) (Note No. 7 B) 419.52 446.63 significant impact on its fulfilment of obligations to the customers under various contracts/arrangements. The
Contract Liabilities ( Income Received in Advance) (Note No. 19 B) 112.51 202.54 management has made assessment of its liquidity position and recoverability/carrying amount of trade receivables,
unbilled revenue, investments and other advances at balance sheet date.. The future impact of COVID-19 on the
Company's financial statements is not ascertainable in view of highly uncertain economic environment.
The company classifies the right to consideration in exchange for deliverables as either a receivable or as unbilled
revenue.
Note – 49

A receivable is a right to consideration that is unconditional upon passage of time. Trade receivable and unbilled
Previous year's figures have been regrouped /reclassified to make them comparable to the figures of the current year.
revenue are presented net of impairment in the Balance Sheet.

Revenues in excess of Invoicing is recorded as unbilled revenue (contract assets) and is classified as a financial asset. For V.K.VERMA & CO. For and on behalf of Certification Engineers International Limited
Revenue recognition for Lump sum contracts is based on percentage of completion method based on cost progress. Chartered Accountants
Invoicing to the clients is based on milestones as defined in the contract. Revenue from Cost plus and rate plus jobs are Firm Regn. No. 000386N
recognized when the related services are performed and revenue from the end of the last invoicing to the reporting date
Vivek Kumar ( J. TOTLANI) (G D GOSWAMI) (G.SURESH) (J.C. NAKRA)
is recognized as unbilled revenue.
Partner Company Secretary Chief Financial Officer Chief Executive Officer Chairman
Membership No. 503826 PAN : BGIPK9258H PAN : ACHPG1489J PAN : AGLPS8759H DIN : 07676468
Invoicing in excess of earnings are classified as Income received in advance (contract liabilities) and is classified as other
current liabilities.

Date: 19.06.2020
During the year ended March 31st, 2020, 446.63 Lakhs of unbilled revenue as of April 1, 2019 (Previous year 392.93
Place: New Delhi
Lakhs) has been reclassified to Trade receivables upon billing to customers.

During the year ended March 31st, 2020, the company recognized revenue of 202.54 Lakhs arising from opening
unearned revenue as of April 1, 2019 ((Previous year 16.52 Lakhs)

During the year ended March 31st, 2020, the company recognised revenue of 1.46 Lakhs ((Previous year 4.30 Lakhs)
from obligations satisfied in previous periods.

Remaining performance obligations

The remaining performance obligation disclosure provides the aggregate amount of the transaction price yet to be
recognized at the end of the reporting period and an explanation as to when the Company expects to recognize these
amounts in revenue. Performance obligation estimates are subject to change and are affected by several factors,
including termination, changes in the scope of work, adjustment for revenue that has not materialized, and adjustments
for currency.

The aggregate value of performance obligations that are completely or partially unsatisfied as of 31st March 2020 is
4305.91. Lakhs ( Previous year 3124.56 Lakhs). Out of this, the Company expects to recognize revenue of around 35%
within the next one year and the remaining thereafter.

92 93
CERTIFICATION ENGINEERS INTERNATIONAL LIMITED

COMMENTS OF THE COMPTROLLER AND AUDITOR GENERAL OF INDIA UNDER SECTION 143(6) (b) OF THE
COMPANIES ACT, 2013 ON THE FINANCIAL STATEMENTS OF CERTIFICATION ENGINEERS INTERNATIONAL
LIMITED FOR THE YEAR ENDED 31st MARCH 2020.

The preparation of financial statements of Certification Engineers International Limited for the year ended
31st March 2020 in accordance with the financial reporting framework prescribed under the companies Act,
2013 (Act) is the responsibility of the management of the company. The statutory auditor appointed by the
Comptroller and Auditor General of India under section 139(5) of the Act is responsible for expressing
opinion on the financial statements under section 143 of the Act based on independent audit in accordance
with the standards on auditing prescribed under section 143(10) of the Act. This is stated to have been done
by them vide their Audit Report dated 19 June 2020.

I, on behalf of the Comptroller and Auditor General of India, have decided not to conduct the supplementary audit
of the financial statements of Certification Engineers International Limited for the year ended 31st March 2020
under section 143(6)(a) of the Act.

For and on behalf of the


Comptroller and Auditor General of India

(D.K. Sekar)
Director General of Audit ( Energy),
Delhi
Date: 20.07.2020
Place: New Delhi

94

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