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IL&FS Transportation Networks Ltd.

BSE: 533177 Sector: Engineering
NSE: IL&FSTRANS ISIN Code: INE975G01012
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VOLUME 22084
52-Week high 124.80
52-Week low 70.00
P/E 10.40
Mkt Cap.(Rs cr) 2,563
Buy Price 77.65
Buy Qty 210.00
Sell Price 77.90
Sell Qty 10.00
OPEN 78.00
CLOSE 76.85
VOLUME 22084
52-Week high 124.80
52-Week low 70.00
P/E 10.40
Mkt Cap.(Rs cr) 2,563
Buy Price 77.65
Buy Qty 210.00
Sell Price 77.90
Sell Qty 10.00

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

Company director report

The Members

IL&FS Transportation Networks Limited

Your Directors have pleasure in presenting the Seventeenth Annual Report alongwith theAudited Financial Statements for the year ended March 31 2017

Financial Results

The Financial performance highlights of the Company are as under:

Particulars

For the year ended 31.03.2017

For the year ended 31.03.2016

For the year ended 31.03.2017

For the year ended 31.03.2016

(Rs in Crore)

(Rs in Crore)

(Rs in Crore)

(Rs in Crore)

Standalone

Standalone

Consolidated

Consolidated
Total Income 4400.51 5051.73 8401.62 8356.37
Earnings before Interest Tax 1587.51 1098.57 3576.94 2842.67
Depreciation and Amortisation
(EBITDA)
Profit / (Loss) Before Tax 195.71 (122.92) 124.89 72.31
Profit / (Loss) After Tax (Attributable to owners of the Company) 236.39 (97.42) 149.31 121.96
Balance Brought Forward 141.14 75.21 94.21 (54.35)
Profit available for appropriation 93.34 (24.12) 243.52 67.61
Appropriation:
Dividend Proposed/Paid – (65.79) (98.69) (65.79) (98.69)
Equity Shares
Tax on Dividend – Equity Shares (9.24) (20.09) (9.24) (20.09)
Debenture Redemption Reserve 63.50 (0.15) 80.37 (39.23)
Other comprehensive income arising from re-measurement of defined benefit - - (0.38) (1.80)
Consolidation Adjustments - - 20.02 186.42
Balance carried forward 83.72 141.14 268.50 94.21

Pursuant to the notification dated February 16 2015 issued by the Ministry ofCorporate Affairs the Company has adopted Indian Accounting Standards (Ind AS) notifiedunder the Companies (Indian Accounting Standards) Rules 2015 with effect from April 12016. The Financial Statement for the year ended and as at March 31 2016 have beenrestated accordingly. As part of transition to Ind AS certain exemptions as permitted bythe transitional provisions under Ind AS availed by the Company have been explained inthe Notes to Accounts. Further as mandated by the Ind AS disclosure requirements impactof Ind AS on each of the components of the Balance Sheet and the Statement of Profit &Loss has also been elaborated in Notes to Accounts (Refer Note 38 & 45 of theStandalone & Consolidated Financial Statements respectively)

Dividend

Considering the business exigencies and requirement of funds for investments in ongoingproject companies your Directors have not recommended any dividend on Equity Shares forthe year under review (Previous Year: Rs 2/- per share)

Your Directors had declared an interim dividend on Preference Share of Rs 94.91 Croreincluding tax on dividend of Rs 16.05 Crore (Previous Year: Rs 94.91 Crore includingdividend tax of Rs 16.05 Crore)

Share Capital

During the year there was no change in the Company's issued subscribed and paid– up equity share capital. On March 31 2017 it stood at Rs 3289600270 dividedinto 328960027 equity shares of Rs 10 each

General Reserve

The Company has not transferred any amount to the General Reserve for the FinancialYear ended March 31 2017

Issue Of Debentures

During the year under review the Company raised Rs 1500 Crore by issue ofNon-Convertible Debentures (NCDs) with a tenor exceeding 5 years. This has enabled theCompany to reduce its short term borrowing to 26% of the total borrowings as of March 312017. The Company proposes to continue its efforts to refinance its short term borrowingsthrough issue of long term NCDs. Your Directors are therefore proposing to seek freshapproval of the Members for issue of NCDs on a Private placement basis to the extent of Rs3500 Crore to be issued in FY 2017-18. A proposal to this effect is included in theNotice of the Annual General Meeting for seeking approval of the Members

Divestment

During the year the Company divested its entire equity stake in Andhra PradeshExpressway Limited to Cube Highways & Infrastructure Pte. Ltd. Singapore at anaggregate value of Rs 140.37 Crore

Further as part of internal restructuring exercise the Company transferred its entireequity stake representing 77.39% held in Elsamex S.A a wholly owned subsidiary in Spainvalued at USD 59.66 Mn to ITNL International Pte. Ltd (IIPL) Singapore a wholly ownedsubsidiary against issuance of 60233856 new ordinary shares of IIPL at an issue priceof USD 1.029 per share

Infrastructure Investment Trust

During the year IL&FS Transportation Investment Trust (the "Trust'')was granted registration certificate on December 7 2016 by the Securities and ExchangeBoard of India (SEBI) as Infrastructure Investment Trust under the SEBI (InfrastructureInvestment Trusts) Regulations 2014 (the "InvIT Regulations"). Theequity investment proposed to be transferred to the Trust by the Company shall comprise of4 road project asset companies viz. North Karnataka Expressway Limited Hazaribagh RanchiExpressway Limited Sikar Bikaner Highways Limited & Jharkhand Road ProjectsImplementation Company Limited. The Company shall act as the Sponsor of the Trust and hasappointed Vistra ITCL (India) Limited as the Trustee and IIML Asset Advisors Limited asthe Investment Manager of the Trust

Material changes &

Commitments Affecting the Financial Position between the end of Financial Year and dateof report after the Balance Sheet Date

There were no material changes and commitments affecting the financial position of theCompany between the end of financial year and the date of this report

Operational Performance

The year 2016-17 started with ambitious targets set by the Ministry of Road Transportand Highways (MORTH) and National Highways Authority of India (NHAI). On the PPP frontthe NHAI persisted with the Hybrid Annuity Model (HAM) model with about 47 projectstargeted for tendering on this mode. Out of around 3000 km of road projects awarded lastyear less than 500 km were awarded on PPP basis most of which were in the form ofre-bidding due to non-receipt of bids under the previous bidding process or termination ofcertain concessions granted. The number of participants for such projects witnessed adrastic reduction with only the bidders with sound financial position and sufficientstrength for undertaking the PPP projects participating in these bids

The Company had evaluated 52 bids tendered by the NHAI and other State Authorities onBuild Operate Transfer (BOT) (Toll/Annuity/Hybrid Annuity)/ Output Performance based RoadContract (OPRC)/ Engineering Procurement and Construction (EPC) basis. Of the 52 projects7 failed to attract even a single bidder and some were offered for rebid. After carefulevaluation of all the bids based on the viability and strong strategic content theCompany had submitted 20 bids. The Company opened up its EPC portfolio by securing 3 roadprojects in Madhya Pradesh awarded by Madhya Pradesh Road Development Corporation Limited(MPRDC) and one package of the Chennai Metro Rail project in Tamil Nadu involving designvalidation and construction of underground metro stations

The Company's portfolio consists of 35 projects which includes 30 Road projects and 5Non-Road projects. Presently 23 Road projects and 4 Non Road projects are Operational 7Road projects are under Implementation and 1 Non-Road project is under development. Thetotal portfolio in terms of length stands at 14016 lane-km of which 11549 lane-km areToll basis and 2467 lane-km on Annuity. Out of the total portfolio (i) 10849 lane-kmprojects are operational (ii) 2951 lane-km are under implementation and (iii) 216lane-km are under development

The year under review was of immense for all of us as we executed and deliveredlandmark projects in the read as well as non-road sector. The nine kilometre longesttunnel in the Southeast Asian region developed by the Company is a landmark project forthe state of Jammu & Kashmir that was inaugrated and dedicated to the nation by theHonourable Prime Minister of India. Apart this Khed Sinnar Road Project in Maharashtraand additional lengths in 3 earlier commissined projects were also commissioned during theyear

During the year under review the Company also commissioned the Rapid Metro SouthProject a 7 km long extension to the already operational Rapid Metro in the city ofGurgaon

On the International front ITNL

Infrastructure Developer LLC a subsidiary has signed Concession for "Dubai CourtComplex and Robotic Car Park Project on PPP basis". This is the first PPP concessionawarded for Fully Automated Car Parking Project in UAE region

Elsamex Vietnam JSC a subsidiary has reached the halfway mark in completing itsproject from CIENCO4 (Vietnam State Owned Enterprise) for 200000 square meter ofMicro-Surfacing application in Vietnam

IIPL USA LLC wholly owned subsidiary was also awarded maintenance contracts worth US$11.3 million. Other existing international operations under Elsamex SA and YuHe Expresswaycontinued to contribute positively to the Company's financials

Environmental Health & Safety

As committed in the last year's report the Company has successfully upgraded itsQuality and Environment Health & Safety (EHS) Management systems to the newlyreleased standards viz. ISO 9001:2015 and ISO 14001:2015 for which certification audit wasconducted by TUV Nord. We further plan to amalgamate them into an Integrated ManagementSystem. These systems is further complimented by the Environmental and Social PolicyFramework (ESPF) adopted by the Company which helps to identify and mitigate Environmentaland Social concerns relating to a project at bidding stage itself. The implementation ofthis system is also audited and certified 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 EHSCommittee of the Board reviews the findings of the audit and advise on improving safetyaspects and mitigation measures on a quarterly basis to help achieve the Company's EHSobjectives. The Company continued to engage with the experts to study the Behavioralcharacteristics of road users on other road projects of the Company and suggest remedialmeasures to avoid accidents. The implementation of interventions suggested by them in theprevious year on certain select road stretches 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(Listing Obligations And Disclosure Requirements) Regulations 2015 (hereinafter referredto as SEBI (LODR) Regulations 2015) the Consolidated Financial Statements of the Companyforms part of this Report. The copies of Audited Financial Statements of the SubsidiariesJoint Ventures and Associates are available on the website of the Company:www.itnlindia.com and a copy of the same will be provided upon written request to theCompany Secretary

The performance and financial position of the Subsidiaries Joint Venture and Associatecompanies is provided in Annexure I of this Report. A Statement containing salientfeatures of the financial statements of the Company's subsidiaries is given in Form AOC-1forming part of the consolidated financial statements

Statutory Auditors

Deloitte Haskins & Sells LLP (DHS) were appointed as the Statutory Auditors of theCompany for a period of three years to hold office from the conclusion of the AnnualGeneral Meeting (AGM) held on August 21 2014 till the conclusion of the 17th AGM of theCompany. The term of DHS as Statutory Auditors will end at the conclusion of theforthcoming AGM

In order to ensure smooth transition of the auditing process and seamless integrationof the new Auditor with the system & process of the Company the Board had recommendedappointment of SRBC & Co. LLP Chartered Accountants (Firm Registration No.324982E/E300003) as the Joint Statutory Auditors of the Company alongwith Deloitte Haskins& Sells LLP upto the conclusion of the ensuing Annual General Meeting. The Membershad pursuant thereto approved the appointment of SRBC & Co. LLP as Joint StatutoryAuditors effective February 10 2017

Your Directors have proposed the appointment of SRBC & Co. LLP CharteredAccountants as the Statutory Auditors of the Company for a term of five years i.e. fromthe date of the forthcoming AGM till the conclusion of the AGM to be held in FY 2022subject to ratification at AGM each year. SRBC & Co. LLP have conveyed their consentfor appointment as Statutory Auditors of the Company and confirmed that their appointmentif made will be in accordance with the provisions of Section 141 (1) of the CompaniesAct 2013

The Board recommends the appointment of SRBC & Co. LLP as Statutory Auditors of theCompany

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 had appointed M/s. ChivilkarSolanki & Associates Cost Accountants as Cost Auditors for FY 2016-17

The Board has proposed the reappointment of M/s. Chivilkar Solanki & AssociatesCost Accountants as Cost Auditors for FY 2017-18. M/s. Chivilkar Solanki & Associateshave given consent and confirmed their eligibility for appointment as Cost Auditors. TheBoard has recommended approval of the remuneration payable to the Cost Auditors for FY2017-18

Secretarial Audit & Secretarial Audit Report

M/s. Jayshree Dagli & Associates Practicing Company Secretaries were appointed bythe Board to carry out the Secretarial Audit of the Company pursuant to the provisions ofSection 204 of the Companies Act 2013 for FY 2016-17. The report of the SecretarialAuditor is set out herewith as Annexure II to this report. The report does notcontain any qualification reservation or adverse remarks

Extract of Annual Return

The details forming part of the extract of the Annual Return as on March 31 2017 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

Significant and Material Orders

There are no significant and material orders passed by the Regulators or courts ortribunals impacting the going concern status and Company's operations in future

Policy on Director's

Appointment and Remuneration

The Board has adopted a Policy on appointment and remuneration of Directors whichincludes the criteria for determining qualifications positive attributes independence ofa director and other matters as required under Sub-section (3) of Section 178 of theCompanies Act 2013 and Regulation 19 of the SEBI (LODR) Regulations 2015. The Policy isavailable on the website of the Company. There has been no change carried out in thePolicy adopted by the Board. The remuneration paid to the Directors and the SeniorManagement is as per the Managerial Remuneration Policy of the Company. Brief details ofthe Managerial Remuneration Policy are provided in the Corporate Governance Report

Policy on Dividend Distribution

In accordance with Regulation 43A of the SEBI (Listing Obligations and DisclosuresRequirements) Regulations 2015 the Company has formulated a Dividend Distribution Policysetting out the parameters and circumstances for consideration of the Board in determiningthe distribution of dividend to the Shareholders. The Policy is available on the websiteof the Company. The same can be viewed through the link: www.itnlindia.com

Declaration by Independent Directors

The Company has received declarations from all Independent Directors of the Companyconfirming that they continue to meet the criteria of independence as prescribed underSection 149 of the Companies Act 2013 and Regulation 25 of the SEBI (Listing Obligationsand Disclosure Requirements) Regulations 2015. The Independent Directors have alsoconfirmed that they have complied with the Company's Code of Conduct

Performance Evaluation of the Board Committees and Directors

In accordance with the provisions of the Companies Act 2013 and Regulation 4(2)(f) ofthe SEBI (LODR) Regulations 2015 the Board of Directors had laid down the criteria forperformance evaluation of Independent Non-Independent & Executive Directors. Theprocess and manner of evaluation of Directors and the Board level Committees are given indetail in the Corporate Governance Report which forms part of this Report

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 in accordance with the criteria laid down by the Nomination& Remuneration Committee based on the evaluation sheets circulated to the Directors

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 Report. A certificate from theStatutory Auditor on compliance with the provisions of Corporate Governance is alsoannexed to this Report

The details of the meetings of the Board and its Committees including its composition& terms of reference are provided in the Report on Corporate Governance which formspart of this Report

Directors

Mr. Ravi Parthasarathy (DIN: 00002392) Director is liable to retire by rotation at theforthcoming Annual General Meeting and being eligible offers himself for re-appointment.Your Directors recommend his re-appointment

Key Managerial Personnel

Pursuant to Section 203 of the Companies Act 2013 the Board of Directors haveappointed Mr. K. Ramchand Managing Director Mr. Dilip Bhatia Chief Financial Officerand Mr. Krishna Ghag Vice President & Company Secretary as the Key ManagerialPersonnel of the Company

Related Party Transactions

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 asapproved by the Board has been uploaded on the Company's website and is available on thelink: http://www.itnlindia.com/invrelation. aspx?page_ID=25&Sec_ID=5

All related party transactions entered during the year were in the ordinary course andon an arms' length basis. During the year the Company had entered into few transactionswhich were material in accordance with the Companies Act 2013 and the SEBI LODRRegulations 2015. Accordingly Form AOC-2 prepared 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 is annexed as Annexure IV

Policy for Prevention of Sexual Harassment at Workplace

The Company has provided a safe and dignified work environment for its employees whichare free of discrimination intimidation and abuse. The Company has adopted a Policy forPrevention of Sexual Harassment of Women and constituted Internal Complaints Committee asper the requirement of The Sexual Harassment of Women at Workplace (PreventionProhibition and Redressal) Act 2013. The objective of this policy is to provideprotection against sexual harassment of women at workplace and for redressal of complaintsof any such harassment. No complaints with allegations of any sexual harassment werereported during the year under review

Whistle Blower Policy

In accordance with the provisions of Section 177 (10) of the Companies Act 2013 andRegulation 22 of the SEBI (LODR) Regulations 2015 the Company has established a vigilmechanism by adopting a Whistle Blower Policy to report concerns or grievances. Theadministration of the vigil mechanism is ensured through the Audit Committee

The Whistle Blower Policy adopted by the Company is available on the website of theCompany. The same can be viewed through the link: http://www.itnlindia.com/application/web_directory/Company%20Policies/ Whistle%20Blower%20Policy.pdf

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. The Board periodically reviews theRisk Mitigation Framework laying the perceived risks and the mitigation measures to ensurethat Management controls risk through means of a properly defined framework

Particulars of Loans Guarantees or Investments

Particulars of investments loans and guarantees form part of note no. 4 5 and 33respectively to the financial statments provided in the Annual Report

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 there is nothing to reportunder the Energy Conservation and Technology Absorption particulars in the Companies(Accounts) Rules 2014

During the year under review your Company's foreign exchange expenditure was Rs 25.81Crore

Particulars of Employees

In terms of the provisions of Section 197(12) of the Companies Act 2013 ("theAct") read with Rules 5(2) and 5(3) of the Companies (Appointment and Remuneration ofManagerial Personnel) Rules 2014 particulars of the employees drawing remuneration inexcess of the limits specified therein forms part of this Report as

Annexure V

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 forms part of this Report as Annexure VI

Corporate Social Responsibility

In an effort to enhance social inclusiveness the Company has integrated CorporateSocial Responsibility ("CSR") as a part of the project life cycle and beyond theresponsibility of business operations

The Company strongly believes that the surface transportation infrastructure buildingshould not only benefit traffic movement but should also bring glory to the villages alongthese highways through economic and social empowerment of the community. In order toachieve these objectives the Company launched various CSR initiatives which has so fartouched the lives of 100000 rural population across 260 villages along its 13 roadprojects

The Company has committed to bring prosperity to the lives of the people through CSRprograms primarily through improved livelihood incomes by harnessing natural resourcesavailable in the region; better health and hygiene; improved education environment andcreating safe villages in an economically socially and environmentally sustainablemanner while recognizing the interest of all its stakeholders including partners andco-investors

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 Company was required to spend 2% of the average net profits of the last threefinancial years which worked out to Rs 5.89 Crore. The Company has spent Rs 5.47 Croretowards various CSR activities as mentioned in the CSR Report during FY 2016-17. Due todelay in execution of certain projects an amount of Rs 0.42 Crore remained unutilisedwhich will be spent in FY 2017-18. The Report on CSR activities is annexed to this Reportas

Annexure VII

Directors' Responsibility Statement

In terms of Section 134(5) of the Companies Act 2013 ("the Act") yourDirectors confirm that:

(a) in the preparation of the annual accounts for the financial year ended March 312017 the applicable accounting standards have been followed along with proper explanationrelating to material departures ;

(b) the y 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 as at March 31 2017 and of the Profit of theCompany for that period;

(c) the y 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) the y have prepared the annual accounts on a going concern basis;

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

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

Acknowledgments

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

The Board of Directors expresses their sincere appreciation for the contribution andcommitment of the employees

By the Order of the Board

Deepak Dasgupta

Chairman

Mumbai May 29 2017

ANNEXURE I TO DIRECTORS' REPORT

Performance and Financial position of the Subsidiaries Joint Venture and AssociateCompanies

Subsidiaries

(1) Andhra Pradesh Expressway Limited had developed Kottakata - Kurnool stretchin Andhra Pradesh and has currently undertaken the Operation & Maintenance of thesame. The annuity received for FY 2016-17 was Rs 56.52 Crore. The Company has ceased to bea subsidiary effective March 10 2017

(2) Amravati Chikhli Expressway Limited has undertaken the development of thefour laning of Amravati Chikhli section in Maharashtra. The financial progress achievedfor FY 2016-17 was Rs 18.13 Crore. The gross revenue and loss for FY 2016-17 was Rs 7.73Crore and Rs (0.14) Crore respectively

(3) 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 2016-17 was Rs 597.9 Crore andRs 644.9 Crore respectively. The toll collection for FY 2016-17 was Rs 67.31 Crore. Thegross revenue and profit after tax for FY 2016-17 was Rs 986.76 Crore and Rs 120.17 Crorerespectively

(4) Baleshwar Kharagpur Expressway Limited has developed the existing four laneroad on the Baleshwar-Kharagpur section in Orissa and West Bengal. The toll collection forFY 2016-17 was Rs 62.60 Crore. The gross revenue and loss for FY 2016-17 was Rs 84.30Crore and Rs (78.12) Crore respectively

(5) Chenani Nashri Tunnelway Limited has developed the tunnel between Chenaniand Nashri in Jammu & Kashmir. The physical and financial progress achieved for FY2016-17 was Rs 625.8 Crore and Rs 709.1 Crore respectively. The gross revenue and lossfor FY 2016-17 was Rs 1060.99 Crore and Rs (137.16) Crore respectively

(6) East Hyderabad Expressway Limited has developed the Eight Lane accesscontrolled expressway from Pedda Amberpet to Bongulur in Telangana and is currentlyoperating and maintaining the same. The annuity received for FY 2016-17 was Rs 66.6 Crore.The gross revenue and loss for FY 2016-17 was Rs 21.44 Crore and Rs (14.73) Crorerespectively

(7) Fagne -Songadh Expressway Limited has undertaken the development of the fourlaning of Fagne -Songadh section in Gujarat/Maharashtra. The financial progress achievedfor FY 2016-17 was Rs 191.6 Crore & Rs 327.9 Crore respectively. The gross revenueand profit after tax for FY 2016-17 was Rs 234.31 Crore and Rs 29.56 Crore respectively

(8) GRICL Rail Bridge Development Company Limited has undertaken the developmentof 8 Railway Over Bridges in Gujarat. The financial progress achieved for FY 2016-17 wasRs 5.55 Crore. The gross revenue and loss for FY 2016-17 was Rs 0.66 Crore and Rs (0.10)Crore respectively

(9) Hazaribagh Ranchi Expressway Limited has developed Hazaribagh - Ranchi RoadSection in Jharkhand and is currently operating and maintaining the same. The annuityreceived for FY 2016-17 was Rs 128.2 Crore. The gross revenue and loss for FY 2016-17 wasRs 91.76 Crore and Rs (40.31) Crore respectively

(10) ITNL Road Infrastructure Development Company Limited has commissioned thetwo lanning of Beawer – Gomti road stretch in Rajasthan and the development of fourlaning stretch is under implementation. The toll collection on two lane stretch for FY2016-17 was Rs 28.32 Crore. The physical and financial progress achieved for FY 2016-17was Rs 1.16 Crore and Rs 1.2 Crore respectively. The gross revenue and the loss for FY2016-17 was Rs 28.84 Crore and Rs (65.78) Crore respectively

(11) ITNL International Pte. Ltd. is a wholly owned subsidiary incorporated inSingapore which holds investments in all the overseas subsidiaries of the Company. Thegross revenue and the profit for FY 2016-17 was Rs 1.86 Crore and Rs 21.17 Crorerespectively

(12) ITNL Offshore Pte. Ltd. is a wholly owned subsidiary incorporated inSingapore had issued 630 Mn RMB denominated bonds equivalent to USD 100 Mn which wereredeemed during last financial year. The gross revenue and the profit after tax for FY2016-17 was Rs 47.65 Crore and Rs 0.55 Crore respectively

(13) ITNL Offshore Two Pte. Ltd. is a wholly owned subsidiary incorporated inSingapore had issued RMB 690 million Senior Unsecured Notes which are due in 2018. Thegross revenue and the profit after tax for FY 2016-17 was Rs 47.13 Crore and Rs (0.74)Crore respectively

(14) ITNL Offshore Three Pte. Ltd. is a wholly owned subsidiary incorporated inSingapore had raised Euro denominated term loan facility a sum aggregating€37000000 from banks for funding overseas company. The gross revenue and the lossfor FY 2016-17 was Rs 11.96 Crore and Rs (0.08) Crore respectively

(15) ITNL Africa Projects Ltd. is a wholly owned subsidiary in Nigeriaincorporated to source infrastructure business in the African countries. The loss for FY2016-17 was Rs (0.94) Crore

(16) Jharkhand Road Project Implementation Company Limited has undertaken thedevelopment of 5 road stretches across Jharkhand. The physical and financial progressachieved for FY 2016-17 was Rs 2.9 Crore and Rs 105.74 Crore respectively. The annuityreceived for FY 2016-17 was Rs 349.04 Crore. The gross revenue and loss for FY 2016-17 wasRs 241.01 Crore and Rs (80.73) Crore respectively

(17) Jharkhand Infrastructure Implementation Company Limited has undertaken thedevelopment of the six laning of Ranchi Ring Road section in Jharkhand. The physical andfinancial progress achieved for FY 2016-17 was Rs 111.89 Crore and Rs 170.86 Crorerespectively. The gross revenue and profit after tax for FY 2016-17 was Rs 163.41 Croreand Rs 18.54 Crore respectively

(18) 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 2016-17 was Rs 452.81 Crore & Rs 493.61 Crore respectively.The gross revenue and profit after tax for FY 2016-17 was Rs 719.39 Crore and Rs 58.01Crore respectively

(19) Khed Sinnar Expressway Limited has developed the four Laning of Khed-SinnarSection in Maharashtra and is currently in operation. The physical and financial progressachieved for FY 2016-17 was Rs 534.39 Crore and Rs 600.17 Crore respectively. The tollcollection for the period February 14 2017 to March 31 2017 was Rs 6.81 Crore. The grossrevenue and profit after tax for FY 2016-17 was Rs 777.44 Crore and Rs 44.51 Crorerespectively

(20) Karyavattom Sports Facility Limited has developed the multipurposeGreenfield International Stadium at Karyavattom in Kerala. The gross revenue and loss forFY 2016-17 was Rs 33 Crore and Rs (12.84) Crore respectively

(21) Moradabad Bareilly Expressway Limited has developed the four laning ofMoradabad - Bareilly Road Section in Uttar Pradesh and is currently operating andmaintaining the same. The toll collection for FY 2016-17 was Rs 168.81 Crore. The grossrevenue and profit after tax for FY 2016-17 was Rs 304.31 Crore and Rs 14.96 Crorerespectively

(22) MP Border Checkpost Development Company Limited has undertaken thedevelopment and maintenance of 24 Border Check-posts and 2 Central Control Facilities(CCF) in Madhya Pradesh. Out of the 24 checkposts 19 have been developed as of date. Thefee collection for FY 2016-17 was Rs 73.04 Crore. The gross revenue and profit for FY2016-17 was Rs 552.64 Crore and Rs 256.87 Crore respectively

(23) North Karnataka Expressway Limited had developed Belgaum - MaharashtraBorder Road Section in Karnataka and is currently operating and maintaining the same. Theannuity received for FY 2016-17 was Rs 101 Crore. The gross revenue and profit after taxfor FY 2016-17 was Rs 37.13 Crore and Rs 12.02 Crore respectively

(24) Pune Sholapur Road Development Company Limited has developed the fourlaning of Pune-Solapur Road Section in Maharashtra and is currently operating andmaintaining the same. The toll collection for FY 2016-17 was Rs 106.96 Crore. The grossrevenue and profit after tax for FY 2016-17 was Rs 119.79 Crore and Rs 45.07 Crorerespectively

(25) Sikar Bikaner Highway Limited has developed the two laning of Sikar –Bikaner Section in Rajasthan and is currently operating and maintaining the same. The tollcollection for FY 2016-17 was Rs 22.59 Crore. The gross revenue and loss for FY 2016-17was Rs 52.38 Crore and Rs (22.18) Crore respectively

(26) Rapid Metro Rail Gurgaon Limited has developed the metro link for providinglast mile connectivity from Delhi Metro Sikanderpur Station on MG Road to NH 8 in Gurgaon.The fare revenue for FY 2016-17 was Rs 19.81 Crore and Non fare revenue for the sameperiod was Rs 26.60 Crore. The total revenue and loss for the FY 2016-17 was Rs 46.41Crore and Rs (111.15) Crore respectively

(27) Rapid Metro Rail Gurgaon South Limited has developed 6.5 km rail Metro LinkExtention from Sikanderpur Station to Sector 56 Gurgaon. The project commenced commercialoperations with effect from March 31 2017. The total revenue and loss for the FY 2016-17was Rs 806.69 Crore and Rs (34.16) Crore respectively

(28) West Gujarat Expressway Limited has developed four Laning of Jetpur -Gondal Road Section including Rajkot bypass and improvement of Gondal Rajkot section inGujarat and is currently operating and maintaining the same. The toll collection for FY2016-17 was Rs 55.18 Crore. The gross revenue and loss for FY 2016-17 was Rs 55.18 Croreand Rs (19.80) Crore respectively

(29) IL&FS Rail Limited in consortium with the Company has developed metroConnectivity in Gurgaon and has the following two projects at present: (I) The Metro Linkfrom Delhi Metro Sikanderpur Station on MG Road to NH-8 covering

Cyber city area of Gurgaon in the state of Haryana. (II) The Metro Link from DelhiMetro Sikanderpur Station on MG Road to Sector 55-56 in area of Gurgaon in the state ofHaryana. The Company has a total revenue and profit for the FY 2016-17 was Rs 3329.3Crore and Rs 24.53 Crore respectively

(30) Vansh Nimay Infraprojects Limited is engaged in the operations of NagpurCity Bus Services. The fare collection for FY 2016-17 was Rs 54.78 Crore. The grossrevenue and profit for FY 2016-17 was Rs 118.34 Crore and Rs 52.53 Crore respectively

(31) Scheme of ITNL Road Investment Trust is a sole beneficiary Trust of theCompany. The gross revenue and profit after tax for the year ended March 31 2017 was Rs52.50 Crore and Rs 52.47 Crore respectively

(32) ITNL International DMCC is a wholly owned subsidiary incorporated in Dubaito source infrastructure business in UAE and the Middle-east region. The gross revenue andloss for FY 2016-17 was Rs 18.15 Crore and Rs (16.06) Crore respectively

(33) Sharjah General Services Company LLC (UAE) has been incorporated to sourceinfrastructure business in Sharjah. The loss for FY 2016-17 was Rs (1.37) Crore

(34) IIPL USA LLC. has been incorporated to source infrastructure business inthe United States. The gross revenue and the loss for FY 2016-17 was Rs 10.47 Crore and Rs(15.08) Crore respectively

(35) ITNL Infrastructure Developer LLC (UAE) has been awarded the concession fordeveloping Dubai Court & Car Parking Project. The gross revenue and loss for FY2016-17 was Rs 2.97 Crore and Rs (5.46) Crore respectively

(36) PARK LINE LLC (UAE) has been incorporated to undertake the development ofDubai Court and Car Parking Project in Dubai. The gross revenue and loss for FY 2016-17was Rs 40.37 Crore and Rs (0.16) Crore respectively

(37) Elsamex S.A. a wholly owned subsidiary incorporated in Spain is engaged inthe business of maintenance of roads buildings and petrol/gas stations. The gross revenueand profit after tax for the year ended December 31 2016 was Rs 717.98 Crore and Rs 42.79Crore respectively

(38) Elsamex India Private Limited is in the business of operation andmaintenance of roads. The gross revenue and loss for FY 2016-17 was Rs 0.66 Crore and Rs(0.36) Crore respectively

(39) Elsamex Maintenance Services Limited is engaged in the business ofconstruction operation and maintenance of roads including toll collection services. Italso undertakes the activities of micro surfacing and cold in place recycling. The grossrevenue and profit after tax of the Company for the year ended March 31 2017 was Rs235.75 Crore and Rs 2.89 Crore respectively

(40) Grusamar India Limited is engaged in conducting feasibility studiesdetailed engineering pre-bid engineering construction supervision quality control andtechnical audits for infrastructure projects. The gross revenue and loss for the yearended March 31 2017 was Rs 0.04 Crore and Rs (0.006) Crore respectively

(41) Yala Construction Co. Private Limited is in the business of microsurfacingand cold in place recycling. The gross revenue and profit after tax for the year endedMarch 31 2017 was Rs 1.55 Crore and Rs 0.565 Crore respectively

(42) 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 2016 was Rs 3.44 Crore and Rs (0.09) Crorerespectively

(43) Area De Servicio Coiros S. L. U. Spain is in the business of operating gasservice stations and supply of ancillary services. The gross revenue and profit after taxfor the year ended December 31 2016 was Rs 3.85 Crore and Rs 0.20 Crore respectively

(44) Area De Servicio Punta Umbria S. L. U. Spain is in the business ofoperating service stations and supply of ancillary services. The gross revenue and profitafter tax for the year ended December 31 2016 was Rs 2.53 Crore and Rs 0.50 Crorerespectively

(45) Beasolarta S. L. Spain is in the business of management and operation ofalternative / renewable energies rendering administrative management maintenance andsurveillance services. The gross revenue and loss for the year ended December 31 2016 wasRs 1.61 Crore and Rs (3.04) Crore respectively

(46) 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 andprofit after tax for the year ended December 31 2016 was Rs 16.59 Crore and Rs 0.64Crore respectively

(47) Control 7 S. A. Spain is in the business of management and operation ofresearch development and consulting works in the areas of engineering constructionenvironment industry in general and related products. The gross revenue and loss for theyear ended December 31 2016 was Rs 14.80 Crore and Rs (3.19) Crore respectively

(48) 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 road projects. The gross revenue and loss forthe year ended December 31 2016 was Rs 19.72 Crore and Rs (12.98) Crore respectively

(49) Elsamex Portugal Engheneria e Sistemas is in the business of providingconsultancy services in Civil Engineering. The gross revenue and profit after tax for theyear ended December 31 2016 was Rs 12.52 Crore and Rs 0.80 Crore respectively

(50) 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 2016 was Rs 8.54 Crore and Rs 0.02 Crorerespectively

(51) 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 2016 wasRs 65.75 Crore and Rs 0.64 Crore respectively

(52) Intevial Gestao Integral Rodoviaria S.A Portugal is in the business ofmaintenance of roads. The gross revenue and profit after tax for the year ended December31 2016 was Rs 148.99 Crore and Rs 6.52 Crore respectively

(53) Mantenimiento y Conservacion de Vialidades S.A. de C.V. Mexico undertakesroutine maintenance reconstruction rehabilitation of bridges and roads quality controland management of the work on road construction /development. The gross revenue and lossfor the year ended December 31 2016 was Rs 18.35 Crore and Rs (0.64) Crore respectively

(54) Senalizacion Viales e Imagen S.U. Spain undertakes manufacturing studyinstallation conservation and repair works. The gross revenue and loss for the year endedDecember 31 2016 was Rs 19.91 Crore and Rs (1.33) Crore respectively

(55) 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 2016 was Rs 16.61 Crore and Rs (1.13) Crorerespectively

(56) Rajasthan Land Holdings Limited currently holds land parcels in Rajasthanand will engage in land development and real estate activities. The Company is yet tocommence its activities

(57) Chirayu Kath Real Estate Private Limited currently holds land parcels inRajasthan and will engage in land development and real estate activities. The Company isyet to commence its activities

(58) Devika Buildestate Private Limited currently holds land parcels inRajasthan and will engage in land development and real estate activities. The Company isyet to commence its activities

(59) Flamingo Landbase Private Limited currently holds land parcels in Rajasthanand will engage in land development and real estate activities. The Company is yet tocommence its activities

(60) Elsamex vietnam Joint Stock Company is in the business of repairmaintenance and upgradation of roads. The gross revenue and profit after tax for the yearended March 31 2017 was Rs 2.45 Crore and Rs (4.50) Crore respectively

(61) Srinagar Sonamarg Tunnelway Limited has undertaken the development ofSrinagar Sonmarg Gumri Tunnel in Jammu & Kashmir. The physical and financial progressachieved for FY 2016-17 was Rs 40.28 Crore and Rs 487.2 Crore respectively. The grossrevenue and profit for FY 2016-17 was Rs 89.39 Crore and Rs 16.00 Crore respectively

Joint Ventures

(1) Jorabat Shillong Expressway Limited has developed four laning of the Jorabatto Shillong Road stretch in Meghalaya. The physical and financial progress achieved for FY2016-17 was Rs 25.43 Crore and Rs 45.38 Crore respectively. The annuity received for FY2016-17 was Rs 145.02 Crore. The gross revenue and loss for FY 2016-17 was` 98.89 Croreand Rs (19.60) Crore respectively

(2) N. A. M. Expressway Limited has developed theNarketpally-Addanki-Medarametla Road in Andhra Pradesh and is currently operating andmaintaining the same. The toll collection for FY 2016-17 was Rs 142.64 Crore. The grossrevenue and loss for FY 2016-17 was Rs 331.59 Crore and Rs (12.65) Crore respectively

(3) Chongqing Yuhe Expressway Co. Ltd has developed the YuHe Expressway in Chinaand is currently operating and maintaining the same. The gross revenue and Profit aftertax for the FY 2016-17 was Rs 48.58 Crore and Rs 17.59 Crore respectively

(4) ITNL Elsamex JVCA Botswana has undertaken the work of maintenance &rehabilitation of roads in Botswana. The gross revenue for the year ended December 312016 was Rs 0.37 Crore

(5) *Road Infrastructure Development Company of Rajasthan Limited (RIDCOR) is a50:50 Joint Venture between Government of Rajasthan and Infrastructure Leasing &Financial Services Limited. It had developed ~ 1267 km of roads in Rajasthan and is atpresent carrying out the operation and maintenance of the same. The toll collection for FY2016-17 was Rs 357.88 Crore. The gross revenue and profit after tax for FY 2016-17 was Rs387.12 Crore and Rs 52.36 Crore respectively

(6) *RIDCOR Infra Projects Limited is a wholly owned subsidiary of RIDCOR. Ithas undertaken the development of 180 km of roads in Rajasthan and is carrying out theoperation and maintenance of the same. The toll collection for FY 2016-17 was Rs 23.11Crore. The gross revenue and loss after tax for FY 2016-17 was Rs 109.92 Crore and Rs(0.60) Crore respectively

(7) Thiruvananthapuram Road Development Company Limited have developed the158.50 lane km of roads in Thiruvananthapuram City and is currently maintaining andoperating the same. The annuity received for FY 2016-17 was Rs 28.31 Crore. The grossrevenue and loss for FY 2016-17 was Rs 26.21 Crore and Rs (27.08) Crore respectively

(8) *Jharkhand Accelerated Road Development Company Limited is a joint ventureCompany of Infrastructure Leasing & Financial Services Limited and Govt. of Jharkhand(GoJ) with shareholding in the ratio of 74:26 respectively which acts as a nodel agencybetween the GoJ and the Concessionaire. The total revenue and the net profit for FY2016-17 respectively was Rs 0.87 Crore and Rs 0.39 Crore

Associates

(1) Geotecnia y Control de Qualitat S.A. is in the business of providingtechnical and geological services. The gross revenue and the loss for the year endedDecember 31 2016 was Rs 3.54 Crore and Rs (0.15) Crore respectively

(2) Noida Toll Bridge Company Limited has developed the Delhi Noida BridgeProject and carrying out the Operation and Maintenance of the same. The toll collectionfor FY 2016-17 was Rs 65.33 Crore. The gross revenue and profit after tax for FY 2016-17was Rs 87.05 Crore and Rs 2.28 Crore respectively. Pursuant to the Judgment of theHon'ble High Court of Allahabad and the interim order of the Hon'ble Supreme Court thecollection of user fee from the users of the DND Flyway has been suspended effectiveOctober 26 2016

(3) Warora Chandrapur Ballarpur Toll Road Limited has developed theWarora-Chandrapur-Ballarpur-Bamni Road in Maharashtra and is currently operating andmaintaining the same. The gross revenue and loss for FY 2016-17 was Rs 40.83 Crore and Rs(14.05) Crore respectively

(4) Gujarat Road and Infrastructure Company Limited has developed two projectsnamely Vadodara 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 project for FY 2016-17 was Rs 51.93Crore and for AMRP Project for FY 2016-17 was Rs 93.97 Crore. The gross revenue and profitafter tax of the Company for FY 2016-17 was Rs 145.90 Crore and Rs 28.51 Crorerespectively

(5) ITNL Toll Management Service Limited continues to handle Operations andMaintenance of the Delhi Noida Direct Flyway on a fixed monthly fee basis. The Fees for FY2016-17 was Rs 8.52 Crore. The gross revenue and profit of the Company for FY 2016-17 wasRs 13.50 Crore and Rs 0.65 Crore respectively

(6) CGI8 S.A. is in the business of analysis of samples. The gross revenue andprofit after tax for the year ended December 31 2016 was Rs 1.36 Crore and Rs 0.24 Crorerespectively

(7) Sociedad concesionaria Autova A-4 Madrid S.A. is maintaining and operatingA-4 highway. The gross revenue and the profit after tax for the year ended December 312016 was Rs 118.37 Crore and Rs 16.28 Crore respectively

(8) Ramky Elsamex Hyderabad Ring Road Limited undertakes maintenance andoperations of Hyderabad outer ring road in Andhra Pradesh. The gross revenue of thecompany and loss after the tax for FY 2016-17 was Rs 34.79 Crore and Rs (4.08) Crorerespectively

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 Limited (iii) Grusamar Engenharia & Consultoria Brasil LTDA (v) GrusamarAlbania SHPK (vi) Badarpur Tollway Operations Management Limited (viii) ElsamexConstruao E Manutenao LTDA (ix) Consorcio de Obras Civiles Conciviles S.R.L (x)Vias y Contruciones Viacon S.R.L (xi) Futureage Infrastructure India Limited and (xii)Charminar RoboPark Limited (xiii) Elsamex Colombia SAS (xiv) Grusamar IngenieriaConsulting Colombia SAS (xv) Elsamex Infrastructure Company WLL (xvi) *ChhattisgarhHighway Development Company Limited

 

* Entities as per Ind AS