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IL&FS Transportation Networks Ltd.

BSE: 533177 Sector: Engineering
NSE: IL&FSTRANS ISIN Code: INE975G01012
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VOLUME 52721
52-Week high 124.80
52-Week low 73.15
P/E 10.15
Mkt Cap.(Rs cr) 2,470
Buy Price 0.00
Buy Qty 0.00
Sell Price 75.10
Sell Qty 1180.00
OPEN 76.40
CLOSE 77.60
VOLUME 52721
52-Week high 124.80
52-Week low 73.15
P/E 10.15
Mkt Cap.(Rs cr) 2,470
Buy Price 0.00
Buy Qty 0.00
Sell Price 75.10
Sell Qty 1180.00

IL&FS Transportation Networks Ltd. (IL&FSTRANS) - Director Report

Company director report

The Shareholders

IL&FS Transportation Networks Limited

Your Directors have pleasure in presenting the Sixteenth Annual Report alongwith theAudited Financial Statements for the year ended March 31 2016

Financial Results

The financial highlights of the Company are as under:

Particulars For the year ended 31.03.2016 ('in Crore) For the year ended 31.03.2015 ('in Crore) For the year ended 31.03.2016 ('in Crore) For the year ended 31.03.2015 ('in Crore)
Standalone Standalone Consolidated Consolidated
Total Income 5262.24 3881.83 8732.03 6828.22
Earnings before Interest Tax Depreciation and Amortisation (EBITDA) 1367.43 1132.12 3235.39 2465.78
Profit Before Tax 250.55 384.13 429.14 480.54
Profit After Tax 173.49 318.66 311.54 443.60
Balance Brought Forward 735.98 762.46 1683.88 1561.68
Profit available for appropriation 909.47 1081.12 1995.42 2005.28
Appropriation:
Dividend Proposed/Paid - Equity Shares (65.79) (98.69) (65.79) (99.77)
Tax on Dividend - Equity Shares (13.39) (20.09) (19.30) (26.26)
Dividend Proposed - Preference Shares (78.86) (78.86) (78.86) (78.86)
Tax on Dividend - Preference Shares (16.05) (16.05) (16.05) (16.05)
General Reserve - (31.87) - (31.87)
Debenture Redemption Reserve (0.15) (98.95) (19.03) (119.69)
Consolidation Adjustments - - (9.14) 51.10
Adjustment relating to fixed assets - (0.63) - -
Balance carried forward 735.23 735.98 1787.25 1683.88

Dividend

Your Directors have recommended dividend on Equity Shares at the rate of Rs. 2/- pershare (Previous Year: Rs. 4/- per share) for the year under review. The proposed dividendif approved at the Annual General Meeting will absorb a sum of Rs. 79.18 Crore includingtax on dividend of Rs. 13.39 Crore (Previous Year: Rs. 118.78 Crore including dividend taxof Rs. 20.09 Crore)

Your Directors had declared an interim dividend on Preference

Shares of Rs. 94.91 Crore including tax on dividend of Rs. 16.05 Crore (Previous Year:Rs. 94.91 Crore including dividend tax of Rs. 16.05 Crore)

Issue of Equity Shares on rights basis

During the year under review the Company had offered 82240007 equity shares of theface value of Rs. 10 each to the Members of the Company on a rights basis in the ratio of1:3 at a price of Rs. 90 per share (including premium of Rs. 80 per share) aggregating toapproximately Rs. 740.16 Crore. Your Directors are pleased to inform that the issue wasfully subscribed

Issue of Debentures

During the year under review the Company issued five series of Unsecured RedeemableNonConvertible Debentures ("NCD's") for refinancing the short term loans availedby the Company the details of which are given below:

Sr. No. No. of Debentures Face Value (In Rs.) Date of Allotment
1 2250 1000000 27 - April - 2015
2 1250 1000000 08 - May - 2015
3 1000 1000000 10 - July - 2015
4 7800 500000 23 - March- 2016
5 4250 1000000 30 - March- 2016

Operational Performance Review

The year 2015-16 started with a muted growth on the Public Private Partnership (PPP)front taking off from the previous year with very few BOT projects being tendered tillthe third quarter. Out of around 8000 km of road projects awarded last year less than1000 km were awarded on PPP basis some of which were in the form of rebidding due tonon-receipt of bids through earlier bidding process or termination. Considering thecurrent market scenario only the bidders with sound financial position and sufficientstrength for undertaking the PPP projects submitted realistic bids. The Company wassuccessful in securing award for two projects of National Highway Authority of India(NHAI) on BOT Toll basis in the State of Maharashtra

The last quarter witnessed beginning of a new era in the development of roadinfrastructure in the country. NHAI successfully completed the bidding process for fewprojects on Hybrid Annuity Model (HAM) a new and much talked about format of concessionwhich did not receive any response initially. After many deliberations amongst the privatesector players and the authorities HAM received a limited response as few constructioncompanies submitted their bid for projects.

NHAI had tendered about 20 more projects on HAM basis in March 2016 however most ofthem were postponed to April / May 2016.

It was observed that the projects tendered were in the form of packages with TPCranging from Rs. 500 Crore to Rs. 800 Crore. The Company had undertaken analysis for thesetenders on selective basis by assessing the hurdles in implementation of the projects andlikely competition

The Company had evaluated 52 bids tendered by the NHAI and other State Authorities onBuild Operate Transfer (BOT) (Toll/Annuity/Hybrid Annuity)/ Output Performance basedRoad Contract (OPRC)/ Engineering Procurement and Construction (EPC) basis. Out of the 52projects 7 failed to attract even a single bidder and some were offered for rebid. Aftercareful evaluation of all the bids based on the viability and strong strategic contentthe Company submitted 20 bids. In June 2015 the Company secured 2 Four Laning roadprojects namely (i) Amravati-Chikli (Package - I) section of NH-6 from km. 166.000 to km.360.000 and (ii) Fagne - Guj/Maharashtra Border (Package-III) section of NH-6 from Km.510.000 to Km. 650.794 both in the State of Maharashtra to be executed as BOT (Toll)basis on DBFOT pattern under NHDP Phase -IV

The Company's portfolio increased to 37 projects as compared to 33 projects in lastFiscal year which includes 31 Road projects and 6 Non Road projects. Presently 22 Roadprojects and 4 Non Road projects are Operational 5 Road projects and 1 Non Road projectare under Implementation and 4 Road projects and 1 Non Road project are under development.The total portfolio in terms of length stands at 14680 lane-km of which 11549 lane-kmare Toll based and 3131 lane-km is Annuity based out of the aforesaid total length (i)10176 lane-km projects are operational (ii) 2232 lane-km are under implementation and(iii) 2262 lane-km are under development

During the year under review the Company commissioned three road projects viz. (i)Sikar Bikaner Road Project in Rajasthan (ii) Baleshwar Kharagpur Road Project in Odisha& West Bengal and (iii) Jorabat Shillong Road Project in Assam & Meghalaya

The Company also commissioned eight Border Check Posts in Madhya Pradesh during thefinancial year taking the total tally of operational check posts to 19

On the International front

ITNL Infrastructure Developer LLC received a Letter of Award from Dubai CourtsAuthority for development of office space for Dubai Supreme Courts and automated car parkson DBFOT basis. The Company in joint venture with ELSAMEX SA was awarded works of US$ 220Million on Output based Performance Road Contract basis in Ethiopia. Other existinginternational operations under Elsamex SA and YuHe Expressway continued to contributepositively to the Company's financials

Environmental Health & Safety

The Company's business processes are certified as compliant with ISO 9001:2008 ISO14001:2007 & OHSAS 18001:2008 standards.

In its endeavor to bring about continual improvement in its business processes theCompany plans to upgrade its Quality and Environment Health & Safety (EHS) Managementsystems to the newly released standards namely ISO 9001:2015 and ISO 14001:2015 andamalgamate them into an Integrated Management System. These systems will be furthercomplimented by the Environmental and Social Policy Framework (ESPF) adopted by theCompany which helps to identify and mitigate Environmental and Social concerns relating toa project at bidding stage itself. The implementation of this system is also audited andcertified by Ernst & Young LLP

EHS audits are conducted on a regular basis at the project sites to ensureimplementation and adherence to the Management System and Safety standards.

The EHS Committee of the Board reviews the findings of the audit and advise onimproving safety aspects and mitigation measures on a quarterly basis to help achieve theCompany's EHS objectives. The Company had engaged experts to undertake studies toascertain the cause of accidents on the project roads based on Behavioural characteristicsof road users and to suggest remedial measures. The interventions suggested by them wereimplemented on select road stretches which have helped in reducing the number offatalities

Subsidiaries Joint Ventures & Associate Companies

In terms of Section 129(3) of the Companies Act 2013 and Regulation 34 (2) (b) of SEBI(LODR) Regulations 2015 the Consolidated Financial Statements of the Company forms partof this Report. The copies of Audited Financial Statements of the Subsidiaries JointVentures and Associates are available on the website of the Company: www. itnlindia.comand a copy of the same will be provided upon written request to the Company Secretary

During the year under review the Company acquired entire equity stake in GRICL RailBridge Development Co. Ltd and Rajasthan Land Holdings Limited

The Performance and financial position of the Subsidiaries Joint Venture and Associatecompanies is provided in Annexure I of this Report

Statutory Auditors

Deloitte Haskins & Sells LLP Statutory Auditors were appointed as the Auditors ofthe Company to hold office from the conclusion of the Annual General Meeting (AGM) held onAugust 21 2014 till the conclusion of the 17th AGM of the Company to be held in 2017 fora period of three years subject to ratification of their appointment by the Members atevery AGM. A certificate confirming their eligibility under Section 141 of the CompaniesAct 2013 and Rules framed thereunder to continue as Auditors for FY 2016-17 has beenreceived from the Auditors. The Members are requested to ratify the appointment ofDeloitte Haskins & Sells LLP as Statutory Auditors of the Company till the conclusionof the next AGM and to authorize the Board to determine their remuneration

Cost Auditor And Cost Audit Report

Pursuant to Section 148 of the Companies Act 2013 and the Companies (Cost Records andAudit) Rules 2014 framed thereunder the Board of Directors at their Meeting held on May15 2015 had appointed Mr. Dattatray D Chivilkar Cost Accountant as the Cost Auditor ofthe Company for FY 2015-16.

Mr. Chivilkar has also confirmed his eligibility for appointment for the FY 2016-17 andthat he is free from any disqualifications for being appointed as Cost Auditor under theprovisions of the Companies Act 2013. The Board of Directors has recommended to theMembers that the remuneration payable to Mr. Chivilkar Cost Auditor for FY 2016-17 beapproved at the ensuing Annual General Meeting

Secretarial Audit & Secretarial Audit Report

M/s. Jayshree Dagli & Associates Company Secretaries in whole-time practice wasappointed to carry out the Secretarial Audit of the Company pursuant to the provisions ofSection 204 of the Companies Act 2013 for the Financial Year 2015-16. The report of theSecretarial Auditor is set out herewith as Annexure II to this report. The reportdoes not contain any qualification

Extract of Annual Return

The details forming part of the extract of the Annual Return as on March 31 2016 inForm MGT - 9 in accordance with Section 92(3) of the Companies Act 2013 read withCompanies (Management and Administration) Rules 2014 are set out herewith as AnnexureIII to this report

Policy on Director's Appointment And Remuneration

The Board has on the recommendation of the Nomination & Remuneration Committeeframed a policy in accordance with Section 178 of the Companies Act 2013 and Regulation19 of the Listing Regulations (including any statutory modification(s) or re-enactment(s)for the time being in force) for selection and appointment of Directors Senior Managementand their remuneration. The remuneration paid to the Directors and the Senior Managementis as per the Managerial Remuneration Policy of the Company. Brief details of theManagerial Remuneration Policy are provided in the Corporate Governance Report

Performance Evaluation of the Board

Upon recommendation by the Nomination & Remuneration Committee the Board ofDirectors at its meeting held on November 11 2014 had laid down criteria for performanceevaluation of Independent Non-Independent & Executive Directors

The process and the manner of evaluation of Directors and the Board level Committeesare given in detail in the report of Corporate Governance which forms part of the AnnualReport

The performance evaluation of all the Directors Committees and the Board was carriedout by the Nomination & Remuneration Committee Independent Directors and Board attheir respective meetings

Corporate Governance

The Company believes in adhering to good governance practices and has fully compliedwith the requirements/ disclosures that have to be made in this regard. A Report onCorporate Governance is enclosed and forms part of this Annual Report. A certificate fromthe Statutory Auditor on compliance with the provisions of Corporate Governance is alsoannexed to this Report

Directors

Mr. Hari Sankaran (DIN: 00002386) and Mr. Arun K Saha (DIN: 00002377) Directors areliable to retire by rotation at the forthcoming Annual General Meeting of the Company andbeing eligible offer themselves for re-appointment.

Your Directors recommend their reappointment

Key Managerial Persons

During the year under review the Board of Directors at its Meeting held on August 102015 had appointed Mr. Dilip Bhatia as Chief Financial Officer of the Company effectiveJanuary 1 2016 in place of Mr. George Cherian who had expressed his intention to stepdown from his position effective from December 31 2015

Pursuant to Section 203 of the Companies Act 2013 the Board at its Meeting held onAugust 10 2015 also designated him as Key Managerial Personnel

Related Party Transactions

All related party transactions during the year have been entered into in the ordinarycourse of business and on an arm's length basis and are in compliance with the applicableprovisions of the Companies Act 2013 and SEBI (LODR) Regulations 2015. There are nomaterially significant Related Party Transactions entered into by the Company withPromoters Directors Key Managerial Personnel which

may have a potential conflict with the interest of the Company at large

Accordingly there are no contracts or arrangements with related parties to bedisclosed in Form AOC-2 pursuant to Clause (h) of Sub section

(3) of Section 134 of the Companies Act 2013 and Rule 8(2) of the Companies (Accounts)Rules 2014

The Company has developed a Related Party Transactions Policy & Framework for thepurpose of identification and approval of such transactions. All related partytransactions entered into by the Company in terms of the Policy are placed before theAudit Committee every quarter for their approval.

The Related Party Transactions Policy as approved by the Board has been uploaded on theCompany's website and is available on the web link: http://www.itnlindia.com/invrelation.aspx?page_ID=25&Sec_ ID=5

Policy for Prevention of Sexual Harassment at Workplace

The Company has provided a safe and dignified work environment for its employees whichis free of discrimination intimidation and abuse. The Company has adopted a Policy forPrevention of Sexual Harassment of Women at Workplace under the provisions of The SexualHarassment of Women at Workplace (Prevention Prohibition and Redressal) Act 2013("Act").

The objective of this policy is to provide protection against sexual harassment ofwomen at workplace and for redressal of complaints of any such harassment. The InternalComplaints Committee to redress the complaints received under the Act is in place

During the year under review there were no cases filed pursuant to the SexualHarassment of Women at Workplace (Prevention Prohibition and Redressal) Act 2013

Whistle Blower Policy

In accordance with the provisions of Section 177 (10) of the Companies Act 2013 andRegulation 22 of the Listing Regulations the Company has established a vigil mechanism byadopting a Whistle Blower Policy to report concerns or grievances.

The administration of the vigil mechanism is ensured through the Audit Committee

The Whistle Blower Policy adopted by the Company is posted on the website of theCompany at www. itnlindia.com

Risk Management

Your Company recognizes that risk is an integral part of business and is committed tomanaging the risks in a proactive and efficient manner. There are no risks which in theopinion of the Board affect the Company operations on going concern basis

The Board periodically reviews the risks and measures are taken for mitigation

Particulars of Loans Guarantees or Investments Under Section 186

During the year under review the Company has not made any investments nor given anyloans / guarantees /provided security in connection with a loan granted to any person orbody corporate in terms of Section 186 of the Companies Act 2013

Deposits

Your Company has not accepted any Fixed Deposits during the year under review

Energy Conservation

Technology Absorption And Foreign Exchange Earnings and Outgo

Since the Company does not own any manufacturing facility the Energy Conservation andTechnology Absorption particulars in the Companies (Accounts) Rules 2014 are notapplicable

During the year under review your Company's foreign exchange income and expenditurewas Rs. 0.12 Crore and Rs. 25.81 Crore respectively

Particulars of Employees

In terms of the provisions of Section 197(12) of the Act read with Rules 5(2) and 5(3)of the Companies (Appointment and Remuneration of Managerial Personnel) Rules 2014 astatement showing the names and other particulars of the employees drawing remuneration inexcess of the limits set out in the said rules forms part of this Annual Report and isprovided as Annexure IV in this report.

Disclosures pertaining to remuneration and other details as required under Section197(12) of the Act read with Rule 5(1) of the Companies (Appointment and Remuneration ofManagerial Personnel) Rules 2014 are provided as Annexure V to this Report

Corporate Social Responsibility

In an effort to proactively add value reduce risk and enhance sustainability in itsprojects the Board of Directors of Infrastructure

Leasing & Financial Services Limited ("IL&FS") the parent companyhad approved an Environmental and Social Report ("ESR") as early as 1995. Theobjectives of the ESR were (a) to mainstream Environmental and Social("E&S") considerations in the overall project cycle (b) to set examples ofenvironmentally sound and socially acceptable practices and (c) to inspire and encourageall stakeholders including partners and co-investors

Subsequent thereto in 2008 the Environmental and Social Policy Framework("ESPF") was formulated to establish an outcome-oriented framework that guidesintegration of E&S considerations within all businesses of IL&FS which guidelineswere then formulated and adopted by the Company

The endeavor is to extend E&S efforts to the community in general and incorporateCorporate Social Responsibility ("CSR") as a part of the DNA of theorganization. In order to empower the community along its road projects the Companylaunched its CSR initiative in the year 2010 by the name of "Parivartan". Forthe Company CSR expands beyond responsibility within business operations to include allvoluntary actions undertaken to benefit the community and the environment around theproject areas. The Company strongly believes that the surface transportationinfrastructure it is building and financing today will shape the communities of tomorrow

CSR is therefore the organization's commitment to operate in an economicallysocially and environmentally sustainable manner while recognizing the interest of itsstakeholders

The CSR Policy and Framework has been adopted by the Company and is available on thewebsite of the Company. The same can be viewed through the link: http://www. itnlindia.com

The Annual Report on CSR Activities is annexed herewith marked as Annexure VI

Directors' Responsibility Statement

In terms of provisions of Section 134(5) of the Companies Act 2013 your Directorsconfirm that:

(a) in the preparation of the annual accounts the applicable accounting standards hadbeen followed along with proper explanation relating to material departures;

(b) they have selected such accounting policies and applied them consistently and madejudgments and estimates that are reasonable and prudent so as to give a true and fair viewof the state of affairs of the Company at the end of the financial year and of the profitof the Company for that period;

(c) they have taken proper and sufficient care for the maintenance of adequateaccounting records in accordance with the provisions of this Act for safeguarding theassets of the company and for preventing and detecting fraud and other irregularities;

(d) they have prepared the annual accounts on a going concern basis;

(e) they have laid down internal financial control to be followed by the Company andthat such internal financial controls are adequate and were operating effectively; and

(f) they have devised proper systems to ensure compliance with the provisions of allapplicable laws and that such systems were adequate and operating effectively

Acknowledgments

The Directors place on record their appreciation for the continued support andco-operation received from the various Government Authorities including National HighwaysAuthority of India and other Regulatory Authorities Banks Financial Institutions andMembers of the Company

The Directors would also like to place on record their appreciation for thecontribution and dedication of the employees of the Company at all levels.

By the Order of the Board

Deepak Dasgupta

Chairman

Mumbai May 13 2016

Annexure I to Directors' Report

Performance and Financial position of the Subsidiaries Joint Venture and AssociateCompanies

Subsidiaries

(1) Barwa Adda Expressway Limited has undertaken the development of Six-Laningof Barwa-Adda- Panagarh Section of NH-2 including Panagarh Bypass in Jharkhand and WestBengal. The physical and financial progress achieved for FY 2015-16 was Rs. 77.39 Crore& Rs. 1147.8 Crore respectively. The gross revenue and profit after tax for FY 201516was ' 570.99 Crore and Rs. 49.5 Crore respectively.

(2) Baleshwar Kharagpur Expressway Limited has developed the existing four laneroad on the Baleshwar-Kharagpur section in Orissa and West Bengal. The toll collection forFY 2015-16 was Rs. 16.16 Crore. The gross revenue and loss for FY 2015-16 was Rs. 117.4Crore and Rs. 9.9 Crore respectively

(3) Chenani Nashri Tunnelway Limited has undertaken the development of tunnelbetween Chenani and Nashri in Jammu & Kashmir. The physical and financial progressachieved for FY 2015-16 was Rs. 2498 Crore & Rs. 2997.50 Crore respectively. Thegross revenue and profit after tax for the FY 2015-16 was Rs. 972.6 Crore and Rs. 30.2Crore respectively

(4) ITNL Road Infrastructure Development Co. Limited has commissioned the twolanning of Beawer - Gomti road stretch in Rajasthan and has now undertaken the developmentof four laning stretch under implementation. The toll collection on two lane stretch forFY 2015-16 was Rs. 27.2 Crore. The physical and financial progress achieved for FY 2015-16was Rs. 271.2 Crore and Rs. 432.2 Crore respectively. The gross revenue and the loss forFY 2015-16 was Rs. 43.4 Crore and Rs. 40.7 Crore respectively

(5) Kiratpur Ner-Chowk Expressway Limited has undertaken the development of thefour laning of Kiratpur-Ner Chowk section in Himachal Pradesh. The physical and financialprogress achieved for FY 2015-16 was ' 1003.3 Crore & Rs. 1248.6 Crorerespectively. The gross revenue and profit after tax for FY 201516 was Rs. 455 Crore andRs. 41 Crore respectively

(6) Khed Sinnar Expressway Limited has undertaken the development of four Laningof Khed-Sinnar Section in Maharashtra. The physical and financial progress achieved for FY2015-16 was Rs. 1169.1 Crore and Rs. 1404.6 Crore respectively. The gross revenue andprofit after tax for FY 201516 was ' 657.2 Crore and Rs. 58.08 Crore respectively

(7) Karyavattom Sports Facility Limited has undertaken the development ofmultipurpose Greenfield International Stadium at Karyavattom in Kerala. The gross revenueand loss for FY 2015-16 was Rs. 100.50 Crore and Rs. 10.79 Crore respectively

(8) Moradabad Bareilly Expressway Limited had developed the four laning ofMoradabad - Bareilly Road Section in Uttar Pradesh and is currently operating andmaintaining the same. The physical and financial progress achieved by the Project duringthe FY 2015-16 was ' 2001.7 Crore & Rs. 2266.2 Crore respectively. The tollcollection for FY 2015-16 was Rs. 79.28 Crore. The gross revenue and loss for FY 2015-16was ' 254.2 Crore and Rs. 35.9 Crore respectively

(9) Pune Sholapur Road Development Co. Limited had developed the four laning ofPune-Solapur Section in Maharashtra and is currently operating and maintaining the same.The toll collection for FY 2015-16 was Rs. 83.6 Crore. The gross revenue and loss for FY2015-16 was Rs. 377.6 Crore and Rs. 49.8 Crore respectively

(10) Sikar Bikaner Highway Limited has undertaken the development of Sikar -Bikaner section in Rajasthan. The physical and financial progress achieved for FY 2015-16was ' 701.3 Crore & Rs. 845.5 Crore respectively. The toll collection for FY2015-16 was Rs. 15.8 Crore. The gross revenue and profit after tax for FY 2015-16 was Rs.250.71 Crore and Rs. 22.4 Crore respectively

(11) Andhra Pradesh Expressway Limited had developed Kottakata - Kurnool stretchin Andhra Pradesh and has currently undertaken the Operation & Maintenance ofthe same.The annuity received for FY 2015-16 was Rs. 113.04 Crore. The gross revenue and profitafter tax for FY 2015-16 was Rs. 114.1 Crore and Rs. 12.6 Crore respectively

(12) East Hyderabad Expressway Limited had developed Eight Lane accesscontrolled expressway from Pedda Amberpet to Bongulur in Telangana and has currentlyundertaken the Operation & Maintenance of the same. The annuity received for FY 201516was Rs. 66.6 Crore. The gross revenue and profit after tax for FY 2015-16 was Rs. 32.2Crore and Rs. 23.8 Crore respectively

(13) Hazaribagh Ranchi Expressway Limited has developed Hazaribagh - RanchiSection in Jharkhand and has currently undertaken the Operation & Maintenance of thesame. The annuity received for FY 201516 was Rs. 128.2 Crore. The gross revenue and lossfor FY 2015-16 was Rs. 73 Crore and Rs. 56.3 Crore respectively

(14) Jharkhand Road Project Implementation Company Limited has undertaken thedevelopment of two four and six laning of 5 road stretches across Jharkhand. The physicaland financial progress achieved for FY 2015-16 was Rs. 311.1 Crore & Rs. 388.4 Crorerespectively. The annuity received for FY 2015-16 was Rs. 349.04 Crore. The gross revenueand loss for FY 2015-16 was Rs. 212 Crore and Rs. 31.2 Crore respectively

(15) North Karnataka Expressway Limited had developed Belgaum - MaharashtraBorder Road project in Karnataka and has currently undertaken the Operation &Maintenance of the same. The annuity received for FY 2015- 16 was Rs. 101 Crore. The grossrevenue and profit after tax for FY 2015-16 was Rs. 43.3 Crore and Rs. 9.7 Crorerespectively

(16) West Gujarat Expressway Limited had developed four Laning of Jetpur -Gondal section & Rajkot bypass and improvement of Gondal Rajkot section in Gujarat andhas currently undertaken the Operation & Maintenance of the same. The toll collectionfor FY 2015-16 was Rs. 53.8 Crore. The gross revenue and loss for FY 2015-16 was Rs. 53.8Crore and Rs. 27.2 Crore respectively

(17) Charminar Robo Park Limited was incorporated to undertake the developmentof Integrated Multi Level Automatic Car Parking at Khilwat Hyderabad on Build Operate andTransfer & Fare Basis which has not yet commenced. The gross revenue and the loss forFY 2015-16 was NIL and Rs. 0.004 Crore respectively

(18) Futureage Infrastructure India Limited was incorporated to undertake thedevelopment of Car Parking Project. The Loss for FY 2015-16 was Rs. 0.1 Crore

(19) MP Border Check-post Development Co. Limited has undertaken the developmentand maintenance of 24 Border Check-posts and 2 Central Control Facilities (CCF) in MadhyaPradesh. The fee collection for FY 2015-16 was ' 66.25 Crore. The gross revenue andloss for FY 2015-16 was Rs. 155.9 Crore and Rs. 158.4 Crore respectively

(20) Rapid MetroRail Gurgaon Limited had developed the metro link for providinglast mile connectivity from Delhi Metro Sikanderpur Station on MG Road to NH 8 in Gurgaon.The fee collection for FY 2015-16 was Rs. 18.64 Crore. The gross revenue for the FY2015-16 was Rs. 44.91 Crore and loss for FY 2015-16 was Rs. 13.20 Crore

(21) Rapid MetroRail Gurgaon South Limited has undertaken the development of 6.5km rail Metro Link Extention from Sikanderpur Station to Sector 56 Gurgaon. The physicaland financial progress achieved for FY 201516 was Rs. 1133 Crore & Rs. 1570.1 Crorerespectively. The gross revenue and profit after Tax for FY 2015-16 was Rs. 725.70 Croreand Rs. 72.82 Crore respectively

(22) Vansh Nimay Infraprojects Limited is engaged in the operations of NagpurCity Bus Services. The fare collection for FY 2015-16 was Rs. 59.1 Crore. The grossrevenue and loss for FY 2015-16 was Rs. 59.2 Crore and Rs. 24.4 Crore respectively

(23) ITNL International Pte Ltd. is an Investment Holding Company. The grossrevenue and the loss for FY 2015-16 was Rs. 124.75 Crore and Rs. 5.21 Crore respectively

(24) ITNL Offshore Pte Ltd. Singapore had issued 630 Mn RMB denominated bondsequivalent to USD 100 Mn which were redeemed during the year under review. The grossrevenue and loss for FY 2015-16 was Rs. 49.8 Crore and Rs. 3.54 Crore respectively

(25) ITNL Offshore Two Pte. Ltd. Singapore raised funds in RMB markets torefinance the existing bonds issued by IOPL. The gross revenue and the loss for FY 201516was Rs. 45.00 Crore and Rs. 5.74 Crore respectively

(26) ITNL Offshore Three Pte. Ltd. Singapore has raised RMB 690 Million forfunding overseas company. The gross revenue and the loss for FY 2015-16 was Rs. 7.97 Croreand Rs. 0.20 Crore respectively

(27) ITNL Africa Projects Ltd. Nigeria had been incorporated to sourceinfrastructure business in the African countries. The loss after tax for the FY2015-16 wasRs. 0.6 Crore

(28) ITNL International DMCC Dubai has been incorporated to sourceinfrastructure business in UAE and the Middle-east regime.

The gross revenue and loss for FY2015-16 was Rs. 0.18 Crore and Rs. 24.23 Crorerespectively

(29) Sharjah General Services Company LLC has been incorporated to sourceinfrastructure business in Sharjah. The loss for FY2015-16 was Rs. 2.08 Crore

(30) IIPL USA LLC. had been incorporated for undertaking road maintenanceprojects in the United States. The Loss for FY2015-16 was at Rs. 12.43 Crore

(31) ITNL Infrastructure Developer LLC has been incorporated to sourceinfrastructure business in UAE. The loss for FY2015-16 was Rs. 1.56 Crore

(32) Elsamex S.A. Spain is in the business of maintenance of roads buildingsand petrol stations. The gross revenue and profit after tax for the year ended December31 2015 was ' 545.77 Crore and Rs. 35.43 Crore

(33) Elsamex India Private Limited is in the business of operation andmaintenance of roads. The gross revenue and losses for the year ended December 31 2015was Rs. 3.71 Crore and Rs. 0.35 Crore respectively

(34) Elsamex Maintenance Services Limited is in the business of operation andmaintenance of roads. The gross revenue and profit after tax of the Company for the year2016 was Rs. 317.82 Crore and Rs. 20.49 Crore respectively

(35) Grusamar India Limited is in the business of providing services regardingconducting feasibility studies detailed engineering pre bid engineering constructionsupervision quality control and technical audits in the field of roads railway bridgeswater supply sewerage tunnel airport hydro power vehicle parking etc. The grossrevenue and the profit for the year ended March 31 2016 was ' 0.72 Crore and Rs. 0.08Crore respectively

(36) Yala Construction Company Private Ltd The gross revenue and losses for theyear ended December 31 2015 was ' 3.78 Crore and Rs. 0.63 Crore respectively

(37) Alcantarilla Fotovoltaica S. L. Spain is in the business of maintenanceand operation of systems of power production of photovoltaic technology. The gross revenueand loss for the year ended December 31 2015 was Rs. 3.38 Crore Rs. 0.59 Crorerespectively

(38) Area De Servicio Coiros S. L. U. Spain is in the business of operating gasservice stations sale of fuel lubricants radiator coolants and compressed air fortyres sale of car accessories vehicle washing services etc. The gross revenue andprofit after tax for the year ended December 31 2015 was Rs. 3.73 Crore and Rs. 0.17Crore respectively

(39) Area De Servicio Punta Umbria S. L. U. Spain is in the business ofoperating service stations sale of fuel lubricants radiator coolants and compressed airfor tyres sale of car accessories vehicle washing services etc. The gross revenue andprofit after tax for the year ended December 31 2015 was ' 2.53 Crore and Rs. 0.51 Crorerespectively

(40) Beosolarta S. L. Spain is in the business of management and operation ofalternative / renewable energies rendering administrative management maintenance andsurveillance services. The gross revenue and losses for the year ended December 31 2015was Rs. 2.54 Crore and Rs. 0.18 Crore respectively

(41) CIESM INTEVIA S.A. Spain is in the business of analysis testing andtechnical control of projects materials works and facilities as well as constructionquality control drafting of studies reports and other technical works concerningcartography geotechnology ecology hydrology and environment. The gross revenue andlosses for the year ended December 31 2015 was ' 16.56 Crore at Rs. 0.40 Crore

(42) Control 7 S. A. Spain is in the business of management and operation ofresearch development and consulting works in the areas of engineering constructionenvironment food quality of life industry in general and related products. The grossrevenue and losses for the year ended December 31 2015 was ' 14.67 Crore and Rs.0.65 Crore respectively

(43) Elsamex International S. L. Spain is in the business of quality controland technical management of all types of public or private works including industrialagricultural civil engineering railway and roads projects. The gross revenue and lossesfor the year ended December 31 2015 was Rs. 18.49 Crore and ' 19.77 Crore respectively

(44) Elsamex Portugal Engheneria e Sistemas is in the business of ConsultingServices in Civil Engineering. The gross revenue and profit after tax for the year endedDecember 31 2015 was Rs. 15.06 Crore and Rs. 0.56 Crore respectively

(45) ESM Mantenimiento Integral de SA de CV Mexico is in the business ofpurchase sale import export manufacture maintenance etc. The gross revenue and profitafter tax for the year ended December 31 2015 was Rs. 4.40 Crore and Rs. 0.43 Crorerespectively

(46) Grusamar Ingenieria Y Consulting SL Sociedad Unipersonal Spain is in thebusiness of preparation and follow-up of studies and projects quality control andtechnical management of all types of public or private works including industrialagricultural civil engineering hydraulic railway airports road and environmentalprojects. The gross revenue and profit after tax for the year ended December 31 2015 forRs. 58.71 Crore and Rs. 0.03 Crore respectively

(47) Intevial Gestao Integral Rodoviaria S.A Portugal is in the business ofmaintenance of roads. The gross revenue and profit after tax for at the year endedDecember 31 2015 was Rs. 151.54 Crore Rs. 7.43 Crore respectively

(48) Mantenimiento y Conservacion de Vialidades S.A. de C.V. Mexico undertakesroutine maintenance reconstruction rehabilitation of bridges road services qualitycontrol and management of the work on road. The gross revenue and losses for the yearended December 31 2015 was Rs. 21.14 Crore and Rs. 0.54 Crore respectively

(49) Senalizacion Viales e Imagen S.U. Spain undertakes manufacturing studyinstallation conservation and repair works. The gross revenue and losses for the yearended December 31 2015 was Rs. 19.21 Crore and Rs. 0.17 Crore respectively

(50) Atenea Seguridad y Medio ambiente S.A. provides all kind of servicesrelated to systems audit for labour risk prevention. The gross revenue and profit aftertax for the year ended December 31 2015 was Rs. 17.64 Crore and Rs. 2.99 Crorerespectively

(51) GRICL Rail Bridge Development Company Limited has been awarded the projectfor development Operation & Maintenance of Rail Over Bridges in the State of Gujratwhich is yet to commence activities.

(52) Grusamar India Limited is in the business of providing services regardingconducting feasibility studies detailed engineering pre bid engineering constructionsupervision quality control and technical audits in the field of roads railway bridgeswater supply sewerage tunnel airport hydro power vehicle parking etc. The grossrevenue and profit for FY 2015-16 was Rs. 0.72 Crore and Rs. 0.08 Crore respectively.

(53) Rajasthan Land Holdings Limited is engaged in real estate activities. Thegross revenue and the loss after tax for FY 2015-16 was Rs. 4.15 Crore and Rs. 1.26 Crorerespectively

(54) Chirayu Kath Real Estate Private Limited is engaged in real estateactivities. The gross revenue and the loss after tax for FY 2015-16 was Nil and ' 0.01Crore respectively

(55) Devika Buildestate Private Limited is engaged in real estate activities.The gross revenue and the loss after tax for FY 2015-16 was Nil and ' 0.03 Crorerespectively

(56) Flamingo Landbase Private Limited is engaged in real estate activities. Thegross revenue and the loss after tax for FY 2015-16 was Nil and ' 0.01 Crore respectively

Joint Ventures

(1) Noida Toll Bridge Company Limited had developed the Delhi Noida BridgeProject and carrying out the Operation and Maintenance of the same. The toll collectionfor FY 2015-16 was Rs. 111.6 Crore. The gross revenue and profit after tax for FY 201516was Rs. 133.37 Crore and Rs. 82.44 Crore respectively

(2) Jorabat-Shillong Expressway Limited has undertaken the development of fourlaning of the Jorabat to Shillong stretch in Meghalaya. The physical and financialprogress achieved for FY 2015-16 was Rs. 853.3 Crore and Rs. 980.4 Crore respectively.The gross revenue and profit after Tax for FY 2015-16 was Rs. 114.7 Crore and Rs. 65.9Crore respectively

(3) NAM Expressway Limited has undertaken the Operation & Maintenance ofNarketpally- Addanki-Medarametla Road in Andhra Pradesh. The gross revenue and loss for FY201516 was Rs. 422.9 Crore and Rs. 10.3 Crore respectively

(4) Chongqing Yuhe Expressway Co. Ltd has undertaken the operation management andmaintenance of the YuHe Expressway in China. The gross revenue of the Company and theProfit for the year was Rs. 512.4 Crore & Rs. 169.8 Crore respectively

(5) ITNL Elsamex JVCA Botswana undertakes maintenance & rehabilitation of roads.The gross revenue of the Company and loss for the year ended December 31 2015 was Rs.70.73 Crore and Rs. 9 Crore respectively

(6) Consorcio de Obras Civiles Conciviles S.R.L. is in the business of engineeringand construction of civil works full maintenance quality control and technicaldirection. The company had no revenue in 2015 and losses for year ended December 31 2015was Rs. 0.46 Crore

(7) Vias y Contrucciones Viacon S.R.L is in the business of engineering andconstruction of civil works full maintenance and drafting quality control and technicaldirection. The losses for year ended December 31 2015 was Rs. 0.16 Crore

(8) Geotecnia y Control de Qualitat S.A. is in the business of technical and geologicalservices. The gross revenue and the loss for the year ended December 31 2015 was Rs. 1.78Crore and Rs. 0.004 Crore respectively

Associates

(1) Warora Chandrapur Ballarpur Toll Road Limited has undertaken the Operation &Maintenance of Warora-Chandrapur-Ballarpur- Bamni Road in Maharashtra. The gross revenueand loss for FY 2015-16 was Rs. 27.6 Crore and ' 9.6 Crore

(2) Gujarat Road and Infrastructure Company Limited has developed two projects namelyVadodara Halol Road Project ("VHRP") and Ahmedabad Mehsana Road Project("AMRP") having total project length of 185.6 Lane km and 332.6 Lane kmrespectively in Gujarat. The toll collection for VHRP for FY 2015-16 was Rs. 43.2 Crore& for AMRP for FY 201516 was Rs. 85.8 Crore. The gross revenue and profit after tax ofthe Company for FY 2015-16 was Rs. 134.90 Crore and Rs. 0.2 Crore

(3) Thiruvananthapuram Road Development Company Limited has undertaken the improvementwork of Thiruvananthapuram City Roads. A part of Phase III of the project is currentlyunder construction. The physical and financial progress achieved for FY 2015-16 was Rs. 86Crore & ' 1124.9 Crore respectively. The annuity received for Phase III and III for FY 2015-16 was Rs. 30.3 Crore. The gross revenue and loss for FY 2015-16was Rs. 40.3 Crore and Rs. 19.8 Crore respectively

(4) Srinagar Sonamarg Tunnelway Ltd has undertaken the development of a tunnel SrinagarSonamarg Gumri Road in Jammu & Kashmir. The physical progress achieved for FY 2015-16was ' 0.12 Crore. The gross revenue and loss for FY 2015-16 was Rs. 61.8Crore and Rs. 0.1 Crore respectively

(5) ITNL Toll Management Service Ltd continues to handle Operations and Maintenance ofthe Delhi Noida Direct Flyway on a fixed monthly fee basis. The Fees for FY 2015-16 wasRs. 10.49 Crore. The gross revenue and profit of the Company for FY 2015-16 was Rs. 12.06Crore and Rs. 0.06 Crore respectively

(6) CGI8S.A. is in the business of analysis of samples. The gross revenue and loss forthe year ended December 31 2015 was Rs. 0.83 Crore and Rs. 0.08 Crore respectively

(7) Sociedad concesionaria Autovia A-4 Madrid S.A. is Maintaining and operating A-4highway. The gross revenue and the profit after tax for the year ended December 31 2015was Rs. 106.95 Crore and Rs. 7.97 Crore

(8) Ramky Elsamex Hyderabad Ring Road Limited undertakes maintenance and operations ofHyderabad outer ring road in Andhra Pradesh. The gross revenue of the Company and profitafter tax for FY 2015-16 was Rs. 63.12 Crore and Rs. 4.27 Crore respectively

The following subsidiaries / associates are presently not carrying on any activities:(i) Conservacion De Infraestructuras De Mexico S.A. De C.V.(ii) Elsamex Road TechnologyCompany Ltd (iii) Elsamex SA LLC USA (iv) Grusamar Engenharia & Consultoria BrasilLTDA

(v) Grusamar Albania SHPK (vi) GIFT Parking Facilities Ltd (vii) Badarpur TollwayOperations Management Ltd and (viii) Elsamex Construgao E Manutengao LTDA