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Asian Hotels (North) Ltd.

BSE: 500023 Sector: Services
NSE: ASIANHOTNR ISIN Code: INE363A01022
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VOLUME 3760
52-Week high 152.90
52-Week low 97.05
P/E
Mkt Cap.(Rs cr) 254
Buy Price 130.35
Buy Qty 22.00
Sell Price 131.50
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OPEN 131.00
CLOSE 130.95
VOLUME 3760
52-Week high 152.90
52-Week low 97.05
P/E
Mkt Cap.(Rs cr) 254
Buy Price 130.35
Buy Qty 22.00
Sell Price 131.50
Sell Qty 18.00

Asian Hotels (North) Ltd. (ASIANHOTNR) - Director Report

Company director report

To the Members

Your Directors are pleased to submit their 36th Report together with theAudited Financial Statements for the year ended 31st March

2017.

FINANCIAL RESULTS & THE STATE OF COMPANY'S AFFAIRS

(on stand-alone basis) (Rupees in Crore)

Particulars FY 2016-17 FY 2015-16*
Revenue from Operations (Net) 251.19 241.12
Other Income 9.76 13.75
Total Income 260.95 254.87
Profit/(Loss) before exceptional items and tax (27.40) (54.79)
exceptional Items 0 32.17
Profit/(Loss) before Tax (27.40) (22.63)
Provision for Tax (Net) 11.79 25.81
Net Profit/(Loss) (15.61) 3.18
Surplus Brought Forward 112.73 109.55
Profit Available for Appropriation 97.12 112.73
Transfer to General Reserve 0 0
Proposed Dividend – equity 0 0
Surplus Carried Forward 97.12 112.73
Earning per share - Basic & Diluted (Rs.) (8.03) 1.64

* Re-grouped/re-classified as per financial statements prepared under Ind AS

Total revenue from operations for the financial year 2016-17 was Rs. 251.19 crore asagainst Rs. 241.12 crore in the prior year an increase of 4.18% over the prior year.

Combined revenue from Food & Beverage including Wines & Liquor has registeredan increase of 3.44% during the year under review as compared to the prior year.

Your Company has been successful in making significant savings in energy costs byinitiating several technological up-gradation measures and strategically using greenenergy. By taking such measures we are pleased to inform that your Company has reducedthe carbon foot- print by about 35%. Further your Company has applied for Leeds'Certification for OC for the hotel building and expects that Hotel Hyatt

Regency Delhi may be awarded the Platinum category rating for sustainability of oldconstruction.

The relatively new banquet facility namely ‘The Mansion' operational sinceAugust 2014 is a much sought-after event venue in the National Capital Region and hasbrought a positive impact on the overall revenue. In March 2017 the Company also launched‘House A' an elite social destination offering membership by invitation only andhas received very good response.

Transfer to Reserves/Dividend

In view of the loss suffered by the Company your Directors are constrained not torecommend any dividend for the year under review.

During the year under review amount lying to the credit of Tourism DevelopmentUtilized Reserve was merged with the General Reserve.

Besides the above no amount was transferred to the General Reserve.

Material changes and commitments affecting the financial position of the Company

Your Directors would like to inform that no material changes and commitments haveoccurred between the end of the financial year under review and the date of this reportthat may adversely affect the financial position of the Company.

Significant and Material Orders passed by the Regulators or Courts or Tribunals

During the year under review or between the end of that financial year and the date ofthis report no significant or material orders were passed by the Regulators or Courts orTribunals which may impact the going concern status and future operations of the Company.

Consolidated Financial Statements

In accordance with the provisions of Section 129 of the Companies Act 2013 (the Act)your directors have presented the stand-alone financial statements of the Company andconsolidated financial statements comprising financials of the Company and itssubsidiaries as part of this Annual Report.

In accordance with the provisions of Section 136 of the Act individual balance sheetstatement of profit & loss report of Board of Directors and report of Auditors ofeach of the subsidiaries are open for inspection by the shareholders at the registeredoffice of the Company copies of which may be furnished if desired by any shareholder.

Foreign Exchange Receipts

The Company's earnings in foreign exchange for the year under review amounted to Rs.147.89 crore as compared to Rs. 127.06 crore during the prior year.

There is no change in the Company's capital structure since the last report.

During the year under review the Company has neither issued equity shares withdifferential rights as to dividend voting or otherwise nor has it issued shares to itsemployees under any scheme (including sweat equity shares).

Un-claimed Shares

In terms of Para F of Schedule V to the SeBI (Listing Obligations and DisclosureRequirements) Regulations 2015 (the Listing Regulations) the details of Un-claimedShares are as under:

Particulars No. of holders whose shares are marked as un-claimed No. of shares marked as un-claimed
A. Status of un-claimed shares at the beginning of the year i.e. 1st April 2016 834 67825
B. No. of claims received by the Company during the year under review for release of shares 15 4322
C. No. of claims settled and shares released to the rightful claimants during the year under review 11 2430
Balance un-claimed shares as at the end of the year i.e. 31st March 2017 (A-C) 823 65395

Note: The status of claims received which are pending for want of properdocuments/supports from the investors:

Status of Pending Claims No. of claims No. of shares relating to such claims
Claims received up to 31st March 2015 but pending as on 31st March 2017 15 1095
Claims received between 1st April 2015 and 31st March 2016 but pending as on 31st March 2017 0 0
Claims received between 1st April 2016 and 31st March 2017 but pending as on 31st March 2017 9 3382
Total pending claims as on 31st March 2017 24 4477
Add: Claims received between 1st April 2017 to date 2 125
Less: Claims settled between 1st April 2017 to date 6* 457
Claims pending as of date 20 4145

* Includes 4 Claims received during financial year 2016-17 which were settled duringthis period

The aforesaid un-claimed shares are held in a separate demat account entitled"Asian Hotels (North) Limited – Un-claimed Suspense Account" maintainedwith Karvy Stock Broking Limited. The voting rights on these shares shall remain frozentill the shares are claimed by and released to the rightful owners.

Promoters

The Company is controlled by the Jatia Group comprising inter-alia Mr. Shiv KumarJatia Mr. Amritesh Jatia and in turn the companies controlled by them namely FinelineHoldings Ltd. Mauritius Yans enterprises (H.K.) Ltd. Mauritius and Asian Holdings Pvt.Ltd. Such persons directly or indirectly own and control various operating companies ofthe Jatia Group viz. Asian Hotels (North) Limited and Leading Hotels Limited. All the saidconstituents singularly and collectively including the operating companies comprise theJatia Group. Some of the said constituents exercise control over the Company as directorsand/or shareholders.

SUBSIDIARIES

Your Company holds 100% equity as well as preference capital in Fineline Hospitalityand Consultancy Pte. Ltd. Mauritius (FHCPL). FHCPL holds 80% equity stake in Lexon HotelVentures Ltd. Mauritius (Lexon) and Lexon in turn holds 99.76% equity stake in LeadingHotels Limited (Leading) an Indian subsidiary.

Thus FHCPL has 79.81% economic iInterest n Leading.

Leading is developing an all villa hotel complex including residential villas and an18 hole 72 par championship golf course in Goa for which it has acquired substantialparcels of land. The said project will be under the management of Four Seasons a worldfamed hotel chain and Hospitality Management Company.

Leading has already obtained all permissions/approvals from various governmentauthorities and the work has started at the site in respect of experience Centre.

Petition filed against the grant of Coastal Regulation Zone clearance to the aforesaidproject at Goa with the National Green Tribunal is being contested by Leading.

A Public Interest Litigation Writ Petition filed in the High Court of Mumbaicertificates Goa challenging inter-alia the tenancy free issued for the landacquired by Leading was disposed off directing the Dy. Collector to hold an inquiry intothe claims and issue fresh tenancy free certificates and in the interim kept in abeyancethe Town & Country Planning and Sanad approvals.

Your Directors are confident of Leading being able to successfully contest theaforesaid and retain the said clearances.

During the year under review no company became a subsidiary or joint venture orassociate of the Company. Similarly no company ceased to be a subsidiary or joint ventureor associate during the year under review.

Performance and financial position of the subsidiaries

For performance and financial position of individual subsidiaries the members mayrefer to the Statement containing salient features of the financial statements ofCompany's subsidiaries in Form AOC-1 pursuant to Section 129(3) of the Act read with Rule5 of the Companies (Accounts) Rules 2015 annexed to the financial statements.

STATUTORY AUDITORS & THEIR REPORT

M/s. Dhirubhai Shah & Doshi Chartered Accountants Ahmedabad (Firm RegistrationNo.- 102511W) were appointed as the statutory auditors of the Company in the 34thAnnual General Meeting to hold office from the conclusion of that meeting till theconclusion of the 39th Annual General Meeting of the Company. Being eligiblethey have offered themselves for ratification of their appointment and accordingly anappropriate resolution is proposed at Item No. 3 of the Notice convening the ensuingannual general meeting for ratification of their appointment to hold office from theconclusion of the ensuing annual general meeting to the conclusion of the 39thAnnual General Meeting.

No frauds have been reported under Section 143(12) of the Act by the Auditors of theCompany.

Internal Financial Controls over Financial Reporting

The Company has in all material respects an adequate internal financial controlssystem over financial reporting and such internal financial controls over financialreporting were operating effectively as at 31st March 2017 based on the internal controlover financial reporting criteria established by the Company considering the essentialcomponents of internal control stated in the Guidance Note on Audit of Internal FinancialControls over Financial Reporting issued by the Institute of Chartered Accountants ofIndia.

In the opinion of the Statutory Auditors of the Company as expressed by them in theirreport dated 27th May 2017 the Company has adequate internal control systemsover financial reporting as at 31st March 2017.

INTERNAL AUDITORS

During the year under review M/s. S. S. Kothari Mehta & Co. CharteredAccountants New Delhi the internal auditors of the Company conducted periodic audits ofthe Company. The Audit Committee reviews the detailed Internal Audit reports submitted bythe Internal Auditors and takes stock of the actions taken on the observations of andrecommendations made by them.

Your Directors are confident that there are adequate internal control systems andprocedures which are being followed and complied with.

SECRETARIAL AUDITORS & THEIR REPORT

M/s. Chandrasekaran Associates Company Secretaries the Secretarial Auditors of theCompany in their report for the financial year ended 31st March 2017 havemade the observation that there was a delay in repayment of certain installments of loansincluding interest amounts thereon to three banks namely DBS Bank Ltd. IDBI Bank Ltd.and Kotak Mahindra Bank Limited.

The Secretarial Auditors Report is annexed as Annexure ‘A' and forms partof this Report.

In compliance with Section 204 of the Act the Company has re-appointed M/s.Chandrasekaran Associates Company Secretaries as Secretarial Auditors for the financialyear 2017-18.

DIRECTORS AND KEY MANAGERIAL PERSONNEL

Ms. Anita Thapar retires by rotation at the ensuing annual general meeting and beingeligible offers herself for re-appointment. Further Ms. Thapar who was appointed as awhole-time director of the Company for a period of three years effective 28thMay 2015 in the 34th Annual General Meeting of the Company held on 21stSeptember 2015 and is entrusted with the responsibility of administration &corporate co-ordination and accordingly designated as Executive Director - Administration& Corporate Co-ordination completes her term on 27th May 2018. In view ofthe above and considering the recommendations of the Nomination and RemunerationCommittee the Board in its meeting held on 27th May 2017 re-appointed hersubject however to the approval of the shareholders at the ensuing annual general meetingfor a further term from 28th May 2018 to 31st March 2021.Accordingly appropriate resolutions are proposed at Item Nos. 2 & 6 respectively ofthe Notice convening the ensuing annual general meeting.

During the year under review the Board considering the recommendations of theNomination and Remuneration Committee appointed Mr. Pinaki Misra as an AdditionalDirector in the capacity of an independent non-executive director in pursuance of Section161(1) read with Section 149(6) of the Act effective 27th May 2016.Subsequently his appointment as an independent non-executive director for a period offive consecutive years ending 26th May 2021 was approved by the shareholdersin the 35th Annual General Meeting.

Mr. Amritesh Jatia who vacated the office of Director of the Company on 2ndNovember 2016 in terms of Section 167(1)(b) of the Act was subsequently upon therecommendations of the Nomination and Remuneration Committee appointed by the Board inits meeting held on 5th December 2016 as an Additional Director under Section161(1) of the Act and holds office up to the date of the ensuing annual general meetingof the Company. The Company has received a notice under Section 160 of the Act along withrequisite deposit proposing the candidature of Mr. Amritesh Jatia as a director liableto retire by rotation in pursuance of Section 152 of the Act. Accordingly an appropriateresolution is proposed at Item No. 4 of the Notice convening the ensuing annual generalmeeting.

Mr. Priya Shankar Dasgupta an independent non-executive director resigned effective 2ndFebruary 2017.

Based on the recommendations of the Nomination and Remuneration Committee the Board inits meeting held on 5th February 2017 appointed Mr. Ranjan KishoreBhattacharya as an Additional Director in the capacity of an independent non-executivedirector in pursuance of Section 161(1) read with Section 149(6) of the Act. Furthersubject to the approval of the shareholders in the ensuing annual general meeting theBoard also appointed Mr. Ranjan Kishore Bhattacharya as an Independent Director for a termof five consecutive years from

5th February 2017 to 4th February 2022 in pursuance ofprovisions of Sections 149 152 and other applicable provisions if any of the Act andrules made there-under read with Schedule IV to the Act as amended or re-stated fromtime to time. The Company has also received a notice under Section 160 of the Act from amember proposing his candidature for the office of director. Accordingly an appropriateresolution is proposed at Item No. 5 of the Notice convening the ensuing annual generalmeeting.

Mr. Gautam Ramanlal Divan an independent non-executive director resigned effective 13thFebruary 2017.

All the above proposals have been duly approved and consented to by the Nomination andRemuneration Committee and the Board of Directors of the Company.

Neither the Managing Director nor the whole-time director of the Company receives anyremuneration or commission from any of the Company's subsidiaries.

DIRECTORS' RESPONSIBILITY STATEMENT UNDER SECTION 134(5) OF THE COMPANIES ACT 2013

Pursuant to Section 134(5) of the Act your Directors confirm as under:

- that in the preparation of the annual accounts for the year ended 31stMarch 2017 the applicable Accounting Standards have been followed along with properexplanation relating to material departures if any;

- that the Directors have selected such accounting policies and applied themconsistently and made judgments and estimates that are reasonable and prudent so as togive a true and fair view of the state of affairs of the Company at the end of thefinancial year under review and of the loss of the Company for that year;

- that the Directors have taken proper and sufficient care for the maintenance ofadequate accounting records in accordance with the provisions of the Act for safeguardingthe assets of the Company and for preventing and detecting fraud and other irregularities;

- that the Directors have prepared the annual accounts on a going concern basis;

- that the Directors have laid down internal financial controls that are being followedby the Company and that such internal financial controls are adequate and are operatingeffectively; and

- that the Directors have devised proper systems to ensure compliance with theprovisions of all applicable laws and that such systems are adequate and are operatingeffectively.

Significant accounting policies followed by the Company and the required disclosuresare detailed in the Notes to the Financial Statements.

Further applicable Ind AS and related presentation and disclosure norms have beencomplied with.

INFORMATION REGARDING CONSERVATION OF ENERGY TECHNOLOGY ABSORPTION AND FOREIGNEXCHANGE EARNINGS & OUTGO

The information required in terms of Section 134 of the Act read with Rule 8(3) of theCompanies (Accounts) Rules 2014 pertaining to the conservation of energy technologyabsorption and foreign exchange earnings and outgo to the extent possible in the opinionof your Directors and forming part of this Report is given in Annexure ‘B'.

PARTICULARS OF EMPLOYEES & DISCLOSURES UNDER SECTION 197(12) OF THE ACT READ WITHRULE 5 OF THE COMPANIES (APPOINTMENT & REMUNERATION OF MANAGERIAL PERSONNEL) RULES2014

The information pursuant to Section 197(12) of the Act read with Rules 5(1) 5(2) and5(3) of the Companies (Appointment and Remuneration of Managerial Personnel) Rules 2014in respect of directors key managerial personnel and employees of the Company is given inAnnexure ‘C' and Annexure ‘D' respectively and forms part of thisreport.

CORPORATE GOVERNANCE

Pursuant to the provisions of the Listing Regulations the Corporate Governance Reporttogether with the Auditors' Certificate thereon is annexed hereto as Annexure ‘E'and Annexure ‘F' respectively.

Details of various components of remuneration and other disclosures pursuant to ClauseIV of Para (B) of Section II of Part II of Schedule V to the Act are given on page no. 27of the Corporate Governance Report appended hereto as Annexure ‘E'.

CORPORATE SOCIAL RESPONSIBILITY

Pursuant to Section 135 of the Act read with the Companies (Corporate SocialResponsibility Policy) Rules 2014 the Company has constituted the Corporate SocialResponsibility (CSR) Committee of the Board of Directors which presently comprises offour members viz. Mr. Shiv Kumar Jatia Managing Director who chairs the Committeemeetings and Dr. Lalit Bhasin Mr. Dinesh Chandra Kothari and Mr. Pinaki MisraIndependent Non-executive Directors. The CSR policy as recommended by the CSR Committeeand approved by the Board of Directors in pursuance of Section 134(3)(o) of the Act isenclosed as Annexure ‘G' and forms part of this Report. Further the AnnualReport on CSR activities in pursuance of Rule 8 of the Companies (Corporate SocialResponsibility Policy) Rules 2014 describing inter-alia the initiatives taken by theCompany in implementation of its CSR Policy is enclosed as Annexure ‘H' andforms part of this Report.

RISK MANAGEMENT

The Company's Board is conscious of the need to periodically undertake the riskassessment and minimization procedures there-for. During the year under review the Boardin its meeting held on 13th May 2016 had approved and adopted a ‘RiskAnalysis Report as of 31st March 2016' delineating the mitigating factors inrespect of various risk factors identified therein. Further in its meeting held on 27thMay 2016 the Board noted that the Company has adequate ‘Risk Assessment andMinimization Procedures' in place and that these are working effectively.

Subsequent to the year under review the Board in its meeting held on 27thMay 2017 had also approved and adopted a ‘Risk Analysis Report as of 31stMarch 2017' delineating the mitigating factors in respect of various risk factorsidentified therein and further noted that the Company has adequate ‘Risk Assessmentand Minimization Procedures' in place and that these are working effectively.

MEETINGS OF THE BOARD OF DIRECTORS

During the year under review six Board meetings were held details of which are givenin the Corporate Governance Report annexed to this Report as Annexure ‘E'.

VIGIL MECHANISM/WHISTLE BLOWER POLICY

The Company has in place a ‘Whistle Blower Policy' wherein all employees anddirectors of the Company are eligible to make protected disclosures to the competentauthority i.e. the Chairman of the Audit Committee with respect to any improper activityconcerning the Company. The policy provides for direct access to the Chairman AuditCommittee. During the year under review neither any case was reported under the WhistleBlower Policy nor was anyone denied access to the said competent authority or the AuditCommittee.

EXTRACT OF ANNUAL RETURN extract of Annual Return of the Company in the prescribedForm MGT-9 is annexed to this Report as Annexure ‘I'.

BOARD EVALUATION

The Board of Directors of the Company has in place an evaluation criteria forassessment of its own performance that of the committees of the Board and the individualdirectors. The Board in its meeting held on 27th May 2017 has discussed itsoverall performance on the parameters as laid down in the Nomination Remuneration andevaluation Policy and SeBI's Guidance Note on Board evaluation and concluded that theBoard and its Committees have been performing efficiently. The details of the evaluationcriteria are enumerated in the Nomination Remuneration and evaluation Policy which isannexed as Annexure ‘J' and forms part of this Report.

DECLARATION BY INDEPENDENT DIRECTORS

The independent non-executive directors of the Company namely Dr. Lalit Bhasin Mr.Dinesh Chandra Kothari Mr. Pinaki Misra and Mr. Ranjan Kishore Bhattacharya havegiven declaration describing that they continue to conform to the criteria set out for anindependent director under Section 149(6) of the Act read with the relevant regulations ofthe Listing Regulations and such declarations were taken on record by the Board on 27thMay2017 being its first meeting during the financial year 2017-18.

PARTICULARS OF CONTRACTS OR ARRANGEMENTS WITH RELATED PARTIES

All contracts arrangements or transactions entered in to by the Company during thefinancial year 2016-17 were in the ordinary course of business and were at an arm'slength basis. During the year under review the Company had not entered into any contractarrangement or transaction with related parties which could be considered material inaccordance with the Company's policy on materiality of related party transactions readwith the provisions of the Listing Regulations. Accordingly there are no transactionswhich are required to be reported in Form AOC - 2.

PARTICULARS OF LOANS GUARANTEES OR INVESTMENTS

Details of Loans Guarantees and Investments covered under the provisions of Section186 of the Act as applicable are provided in the Notes to the financial statements.

NOMINATION REMUNERATION AND EVALUATION POLICY

The Nomination Remuneration and evaluation Policy as approved and adopted by theNomination and Remuneration Committee and the Board of Directors of the Companyenumerating the criteria laid down for nomination/selection appointment evaluation andremuneration of the directors and key managerial personnel; and determiningqualifications positive attributes and independence of directors and/or key managerialpersonnel is annexed as Annexure ‘J' and forms part of this Report.

AUDIT COMMITTEE

At the Commencement of the year under review the Committee comprised of four membersnamely Dr. Lalit Bhasin Mr. Dinesh Chandra Kothari and Mr. Gautam Ramanlal DivanIndependent Non-executive Directors and Mr. Shiv Kumar Jatia Managing Director. Howeversubsequent to the resignation of Mr. Gautam Ramanlal Divan effective 13thFebruary 2017 the Audit Committee was reconstituted and Mr. Ranjan KishoreBhattacharya an Independent Non-executive Director was co-opted as its member effective10th March 2017. The terms of reference of the Audit Committee and informationon the Committee meetings held during the year under review are detailed in the CorporateGovernance Report annexed as Annexure ‘E' and forms part of this Report.

Further your Directors would like to inform that all the recommendations made by theAudit Committee during the year under review were duly accepted by the Board.

CHANGE IN THE NATURE OF BUSINESS

During the year under review there has been no change in the nature of business of theCompany.

DEPOSITS

During the year under review the Company has not accepted deposits covered underChapter V of the Act.

LISTING ON STOCK EXCHANGES

The equity shares of the Company are listed on The National Stock exchange of IndiaLimited and BSe Limited. Further your Directors would like to inform that the Company haspaid up to date Annual Listing Fees to the respective Stock exchanges.

MANAGEMENT DISCUSSION AND ANALYSIS

Pursuant to Para B of Schedule V to the Listing Regulations the Management Discussionand Analysis Report is given below:

Industry Structure & Developments and Opportunities & Outlook

The Indian economy is expected to grow at 7.2% in the financial year 2017-18 and mayfurther accelerate to 7.5% in the financial year 2018-19 according to a report by theWorld Bank. The growth in India had slowed down to 6.8% in the financial year 2016-17 dueto a combination of factors namely weak investments and the impact of demonetization.However the economy is expected to recover and the growth is expected to accelerategradually to 7.7% by the financial year 2019-20. Timely and smooth implementation of thegoods and services tax (GST) regime could prove to be a significant challenge to theeconomy during the financial year 2017-18.

India's rising middle class and increasing disposable incomes has continued to supportthe growth of domestic and outbound tourism. As per the Ministry of Tourism foreigntourists' arrival (FTAs) on e-tourist visa increased 56.6% year-on-year in December 2016.In the year 2016 foreign tourist arrivals on e-visas more than doubled to 10.8 lacs from4.45 lacs in the year 2015 partly because the e-visa facility was extended to 161countries as against 113 countries previously.

India is expected to be ranked amongst the top five business travel markets globally bythe year 2030.

International hotel chains will likely increase their expansion and investment plans inIndia and are expected to account for 50% share in the Indian hospitality industry by theyear 2022 from 44% presently.

The Indian tourism and hospitality industry has emerged as one of the key drivers ofgrowth among the services sector in India. Tourism in India has significant potentialconsidering the rich cultural and historical heritage variety in ecology terrains andplaces of natural beauty spread across the country. Tourism is also a potentially largeemployment generator besides being a significant source of foreign exchange for thecountry.

The deepening penetration of internet usage and smart phones in India has led toincreased booking of hotels through online portals and applications in recent times. Thisis also expected to significantly enlarge the size of the Indian online hotel industry inthe coming years.

Threats Risks and Concerns

The expected threats to the economic growth include stress in the financial sectoruncertainty in global environment and fallout of demonetisation on small and informaleconomy.

With the increase of supply of rooms at the city of Delhi and influx of good four starhotels the pressure on both transient as well as group rates are visible in the market.

With the new GST proposed taxes at 28% may still not shift tourist preference fromneighbouring destinations like Singapore who enjoy much lower tax slabs in the hospitalitysector.

Review of Operational and Financial performance

The Company achieved aggregate revenue of Rs. 251.19 crore from operations for the yearended 31st March 2017. The said revenue in the prior year was Rs. 241.12crore. Detailed discussions are given under ‘Financial Results & the State ofCompany's Affairs' herein- above.

Segment wise performance

During the year under review your Company operated an integrated hotel business atonly one location i.e. New Delhi. Power generation the other business segment beingpursued by the Company is governed by a different set of risks and returns. Your Companyhas two Wind

Turbine Generators (WTGs) operating in Maharashtra but the quantum of assets as wellas revenue generated was not significant enough for reporting in terms of the applicableAccounting Standard.

Internal Control Systems including Financial Controls and their adequacy

The Company has standard operating procedures for each operational area. It has inplace adequate reporting systems in respect of efficiencies financial performanceoperational and reporting with respect to compliance of various statutory and regulatorymatters. As detailed above the Internal Auditors have regularly conducted exhaustiveinternal audits pertaining to different operational areas and their reports detailingtheir findings and observations were periodically placed before the Audit Committee. TheAudit Committee also takes stock of the actions taken on the observations of andrecommendations made by the Internal Auditors.

The Company has in place adequate internal controls and systems including internalfinancial control over financial reporting.

Human Resources and Industrial Relations

An organization's success depends largely on its human resources its management andgood industrial relations. Your Company has always viewed human resource development as acritical activity for achieving its business goals.

The Company has in place a Policy against Sexual Harassment and has also formed anInternal Complaints Committee as per the provisions of the Sexual Harassment of Women atWorkplace (Prevention Prohibition and Redressal) Act 2013.

During the year under review there was no case filed pursuant to the Sexual Harassmentof Women at Workplace (Prevention Prohibition and Redressal) Act 2013.

The Company enjoys harmonious relationship with its employees. The Company had 697employees on its rolls as on 31st March 2017.

ACKNOWLEDGEMENT

Your Directors place on record their sincere appreciation and gratitude to theCompany's valued customers the Government of India State Government of Delhi and theFinancial Institutions and Banks for their continued support and confidence in theCompany.

Your Directors also place on record their sincere gratitude to Hyatt International fortheir co-operation and guidance.

Your Directors also commend the sincere efforts put in by the employees at all levelsfor the growth of the Company.

For and on behalf of the Board
Place: New Delhi Shiv Kumar Jatia
Date: 27th May 2017 Chairman & Managing Director
DIN: 00006187