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Indraprastha Gas Ltd.

BSE: 532514 Sector: Others
NSE: IGL ISIN Code: INE203G01027
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OPEN 324.00
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VOLUME 63430
52-Week high 336.85
52-Week low 170.00
P/E 36.74
Mkt Cap.(Rs cr) 22,376
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Sell Price 0.00
Sell Qty 0.00
OPEN 324.00
CLOSE 319.40
VOLUME 63430
52-Week high 336.85
52-Week low 170.00
P/E 36.74
Mkt Cap.(Rs cr) 22,376
Buy Price 0.00
Buy Qty 0.00
Sell Price 0.00
Sell Qty 0.00

Indraprastha Gas Ltd. (IGL) - Director Report

Company director report

TO

THE MEMBERS

Your Directors have pleasure in presenting the Seventeenth Annual Report and theCompany's audited financial statements for the financial year ended March 31 2016.

PHYSICAL PERFORMANCE

During the year the Company recorded sales as under:

Figures in Million Standard Cubic Meters (mmscm)

Product

For the Year

% Growth

2015-16 2014-15 (YoY)
Compressed Natural Gas (CNG) 1123.00 1073.11 4.6
Piped Natural Gas (PNG) 342.05 330.46 3.5
Total 1465.05 1403.57 4.4
Average Sales Per day (mmscmd) 4.00 3.84

FINANCIAL RESULTS

The Company's financial performance for the year ended March 31 2016 is summarisedbelow:

ITEMS

For the Year

2015-16 2014-15
Net Sales & Other Income 3715.68 3715.53
Profit before Depreciation & Tax 792.55 797.76
Depreciation 157.66 148.72
Profit before tax 634.89 649.04
Provision for tax 218.69 211.31
Profit after tax 416.20 437.73
Profit brought forward from previous year 1696.25 1403.39
Profit available for appropriations 2112.45 1841.12
Appropriations:
Proposed dividend 84.00 84.00
Corporate dividend tax 17.10 17.10
Transferred to general reserve 41.62 43.77
Profit carried forward 1969.73 1696.25
2112.45 1841.12

FINANCIAL REVIEW

During the year the gross turnover of the Company increased marginally from Rs.4048.58 crores in 2014-15 to Rs. 4052.14 crores in 2015-16. The increase of 0.1% in grossturnover despite an increase of 4.4% in sales volume is mainly on account of reductionin the selling price of Compressed Natural Gas (CNG) and Piped Natural Gas (PNG)-domesticdue to the allocation of additional domestic gas to the City Gas Distribution (CGD)sector resulting in a lower input cost of gas which was passed on to the customers byreducing the selling price of CNG and PNG-domestic during the year. Further with thereduction in the price of crude the alternate fuel prices decreased considerably duringthe year and to compete with the falling price of alternate fuel the selling price of gasto industrial and commercial customers was reduced by providing discount.

The Profit after tax (PAT) decreased by 4.9% from Rs. 437.73 crores in 2014-15 to Rs.416.20 crores in 2015-16. The PAT is lower during the current year mainly due to lowerrealizations salary revision of employees and the one time settlement of take or payliability in respect of long term gas tied up with GAIL for the calendar year 2014.

The Company has prepared the Consolidated Financial Statements also which includes theCompany's share of profit in its Associates combined on a equity method in accordance withAccounting Standard-23. The Consolidated PAT during FY 2015-16 is Rs. 464.13 croresagainst Rs. 448.13 crores in the previous year.

DIVIDEND

Your Directors are pleased to recommend a dividend of 60% (Rs. 6.00 per share) as paidin the last year. The proposed dividend including corporate dividend tax would absorbRs. 101.10 crores.

PERFORMANCE HIGHLIGHTS

COMPRESSED NATURAL GAS BUSINESS

During the year your Company has played a very active role in working out alternativesto curb the pollution levels in Delhi and the NCR. By March 2016 your Company has added16 CNG stations by enhancing the installed compression capacity from 68.50 Lakhs Kg/day inMarch 2015 to 68.83 Lakhs Kg/day in March 2016 which included 294 CNG stations in Delhiand 46 stations in the National Capital Region (NCR).

Your Company has worked aggressively on further expanding its CNG infrastructure andhas commissioned new CNG facilities at 78 retail outlets of Oil Marketing Companies (OMCs)during the quarter April to June 2016.

Your Company in close co-ordination with the Government of NCT of Delhi workedtowards the exemption of CNG Private cars from the Odd/Even Scheme thereby increasing thetrust of customers in CNG as a "cleaner fuel".

Your Company has also taken an initiative to promote the use of CNG and attractcustomers during non-peak hours by providing special incentive like discount on theselling price during non-peak hours in the night time. The estimated number of vehiclesrunning on CNG in Delhi and the NCR as on March 31 2016 was over 850000 including540000 private vehicles.

PIPED NATURAL GAS BUSINESS PNG - Domestic Connections

Your Company has increased its steel pipeline network from 680 kms in FY 2014-15 to 707kms in FY 2015-16 and its MDPE network from 8967 kms in FY 2014-15 to 9443 kms in FY2015-16.

During the year your Company provided 46229 PNG connections in Delhi and 29337 PNGconnections in the NCR and the total number of connections went up from 560752 in March2015 to 636318 in March 2016. It is noteworthy that your Company provided 75566domestic PNG connections in Financial Year 2015-16. The increase in customer base fromnetworked areas / colonies was achieved with the help of aggressive multi-media marketingand publicity drive. The use of innovative street level marketing combined with print andpopular FM channels enabled your Company to tap additional customers from areas whichwere considered saturated.

An increased customer base demands an infusion of information technology for moreefficient operations. The conventional methods of data storage and retrieval have beendiscarded and replaced with modern IT tools. Your Company undertook a major transformationof its business processes by implementing state-of-the-art SAP modules for its domesticPNG business like ECC 6.0 EHP7 SAP-CRM SAP - MCFU SAP - BCM SAP -ECM SAP - DP etc.These modules have helped to infuse information technology in all its customer operationsto bring better efficiency by sharing real time information within IGL and with ourcustomers. The customer app on the mobile phone has also been taken up for upgradation.Our PNG customers will experience better interface of services pertaining to their PNGconnection through this upgraded mobile app. Your Company is the first CGD in the countryto implement these IT modules.

PNG - Commercial & Industrial

Your Company has maintained its focus on the Industrial & Commercial segment as oneof the potential growth areas in the forthcoming years. In spite of stiff competition fromalternate fuels prices like Furnace oil (FO)/Diesel which have come down drastically dueto lower crude prices there was some marginal growth in sales in Commercial &Industrial segment in financial year 2015-16. However with concentrated efforts thetotal number of commercial customers increased from 1566 in March 2015 to 1811 in March2016 and the industrial customers from 726 in March 2015 to 821 in March 2016.

Your Company has already expanded its pipeline network to most of the major industrialareas of Delhi and the NCR i.e. Gautam Budh Nagar (Noida Greater Noida) and Ghaziabad.Pipeline laying activities are underway in the remaining industrial areas in the NCR.

ASSOCIATE COMPANIES CENTRAL U.P. GAS LIMITED (CUGL)

CUGL is engaged in City Gas Distribution in the cities of Kanpur Bareilly Jhansi andUnnao in Uttar Pradesh. Your Company holds 50% of the paid-up equity share capital ofCUGL.

CUGL has achieved a gross turnover of Rs. 221.29 crores and profit after tax of Rs.32.62 crores for the financial year ending March 31 2016.

MAHARASHTRA NATURAL GAS LIMITED (MNGL)

MNGL is in City Gas Distribution business in Pune Pimpri Chinchwad Chakan Talegaonand Hinjewadi in the State of Maharashtra. Your Company holds 50% of paid-up equity sharecapital of MNGL.

MNGL has achieved a gross turnover of Rs. 502.46 crores and profit after tax of Rs.74.68 crores for the financial year ending March 31 2016.

The statement containing the salient features of the financial statement of Company'sAssociates pursuant to the first proviso to sub-section (3) of Section 129 is appended asAnnexure 1 to this Report.

FUTURE OUTLOOK

Your Company has drawn out plans to further consolidate its presence in Delhi and theNCR by investing Rs. 300 Crores during the financial year 2016-17.

As an initiative to address the rising air pollution caused by the 2-wheeler segmentyour Company has entered into collaboration with a renowned market player in Iran tointroduce retrofittment of CNG kit in the 2-wheelers segment. The Company has launched thepilot project of installation of CNG kit in 2-wheelers recently.

With the kind of CNG infrastructure expansion done by your Company during FY 2015-16by adding 16 additional CNG facilities and 78 new CNG facilities during the quarter Aprilto June 2016 at retail outlets of Oil Marketing Companies in Delhi and the NCR towns ofGhaziabad and Gautam Budh Nagar it is expected that more numbers of CNG private carswould be added due to the comfortable refueling experience and would boost our CNGvolumes. Also CNG as a fuel has gained more popularity and has been positioned well as acleaner fuel during the Odd/ Even Schemes and so would attract more customers preferringCNG over Diesel for their new purchases also.

It is also expected that in order to further strengthen the Public Transport system inDelhi the Government of NCT of Delhi has an aggressive plan to introduce additional 1000cluster busses. Your Company is also planning to setup additional CNG facilities at fivenew Cluster Bus Depots.

It is also expected that with an increase in allocation of domestic gas to City GasDistribution (CGD) entities the price differential of CNG versus alternate liquid fuelwill continue to drive the conversion of petrol driven private vehicles to CNG mode. Theintroduction of more CNG variant models by car manufacturers would further add to CNGvolumes.

Your Company has innovative plans to expand its PNG customer base as a part of missionof expanding PNG launched by the Ministry of Petroleum & Natural Gas Government ofIndia. Expanding PNG connectivity into newly constructed housing units in Gautam BudhNagar by builders

/ government will be given priority to register ambitious growth. The sustainedmarketing campaign by the Company in Gautam Budh Nagar and Ghaziabad has encouragedbuilders and developers to integrate PNG at the drawing board stage itself. Though therehas been a slack in demand for new residential units which is a cause for concern in theshort term it is expected that FY 2016 -17 will witness some surge in demand fromprospective buyers of properties. This demand recovery will enable your Company to pushfor aggressive targets for PNG connections in new residential projects. New high volumeindustrial & commercial customers will continue to be the target for achieving highergrowth by your Company.

The Company is looking forward to expand its footprints in new cities throughparticipation in the bidding process of PNGRB and by way of strategic investment in otherCGD Companies. IGL participated in the 6th round of PNGRB bidding and hasreceived letter of intent from PNGRB for grant of authorization for development of CGDnetwork in the Geographical Area of Rewari District of Haryana.

INFORMATION TECHNOLOGY

Your Company is committed to provide all its customers and stakeholders with the latestIT related services to enhance their user experience. Your Company has enriched thecustomer engagement through successfully implementing a new look and user friendlymultichannel platform enabling them to avail of customer services over the web portal aswell as mobile devices. An advanced mobile app shall soon be released to the customersproviding them with new features and facilities. To enable better control of the businessprocess through automation and digitization your Company has implemented the BusinessCommunication Management (BCM) application to facilitate customers with optimized andimproved call center operations over IVR. This enables the business users to trackconsolidate and respond in timely manner to customer complaints received through multiplechannels.

Your Company has envisioned the importance of integrating the field equipment data withthe SAP system to enable better control and reporting by implementing the ManufacturingIntegration and Intelligence (MII) module. This module's functionality has been leveragedto offer a discount to CNG customers by implementing differential pricing on the basis ofdispenser sales data.

Your Company has automated the process of embedding the image of gas meter counter onthe customer's invoices through a specially designed meter reading app to ensuretransparency and accuracy of the billing process.

Your Company has further strengthened the reporting capabilities of the system byimplementing the Business Intelligence application facilitating the management to takequick decisions based on the analysis of the user friendly reports conveniently generatedfrom the system as and when needed.

Your Company has also realized the need to recover valuable and criticalinformation/data from any natural or human induced disaster. The replication of data to aDisaster Recovery site in Pune has been established and successfully tested for the ERPapplication. A similar set up for the new modules and applications developed recentlyshall soon be established.

HUMAN RESOURCES

We believe that human resource is the most important resource which drives theorganization towards growth and achievements. So the Company is taking care of itsemployees through different interventions viz. revision in compensation through industrybenchmarking through better deployment of manpower at work places etc.

The continual imparting of training both technical and also nontechnical is necessaryfor the growth of employees personally as well professionally. During the year ouremployees were provided with the best of trainings viz. SAP functional/technical etc.

During the year your Company also organized various events viz. sports activitiespreventive health checkups marathon participation etc. to take care of the employees'health and fitness'.

Also your Company inducted various talented young professionals to infuse knowledge andtalent. Your Company maintained harmonious and healthy relations among its employees.

Your Company recognizes the contribution of its employees in its growth.

HEALTH SAFETY AND ENVIRONMENT (HSE)

Your Company has always accorded the top most priority to Fire and Safety relatedissues and has focused its continual efforts to maintain a good safety culture and toimprove Fire and Safety standards.

It is a matter of pride that your Company has crossed 87 Million Man Hours accidentfree till 31st March 2016. This is a milestone achievement which has resultedfrom the continuous efforts of all the individuals working directly and indirectly foryour Company. During FY 2015-16 your Company has been conferred with various prestigioussafety awards/ appreciation certificates viz. Green Tech Safety Award (Gold category)Safety Innovation Award by Institute of Engineers and Certificate of Appreciation fromNational Safety Council to recognize the excellence in the field of Fire & Safetymanagement.

Training is regularly imparted to the employees contract staff at CNG stations DTCdrivers and consumers of CNG and PNG. To create safety awareness and to impart training toall categories of consumers a dedicated group of trainers with a fully equipped trainingvan is deployed which conducts safety clinics along with practical demonstration.

The safety inspections of CNG vehicles are also done periodically on a random basis tocheck compliances of safety standards and to prevent unsafe conditions arising out of gasleakage from the CNG kits. For the safety of CNG vehicles free safety clinics areperiodically organized where the inspection of CNG kits and fittings is undertaken.

In line with your Company's HSE policy Safety Audits and other statutory compliancesare done to ensure safety in all facets of IGL's operations.

The Emergency Control Centres (ECC) established at strategic locations across Delhi andthe NCR are manned round the clock to respond fast to any gas leak or emergencysituation. Three Emergency Response Vehicles (ERVs) have been added during the FY 2015-16to respond to emergencies.

IMPLEMENTATION OF INTEGRATED MANAGEMENT SYSTEM

Your Company has successfully implemented and been certified for Energy Conservation(ISO 50001:2011) in 2015-16.

CORPORATE SOCIAL RESPONSIBILITY

Keeping in view the requirements under the Companies Act 2013 the Board approved CSRPolicy is being followed while undertaking all cSr programmes. In addition to carryingforward various CSR projects started in the earlier year many new ones have also beeninitiated in FY 2015-16 as well as per the CSR Policy.

Your Company has been supporting meritorious students from under-privileged strata ofsociety for specialized coaching for engineering entrance examination through a schemerun by an NGO for the last six years. It is again a matter of satisfaction that in FY2015-16 all the fifteen students sponsored by your Company have qualified for admissionin top engineering colleges.

Your Company realizes that good health is paramount to ensure safety on the roads.Therefore your Company is carrying forward 'IGL Swasth Saarthi' - a comprehensive healthmanagement programme for auto and taxi drivers in Delhi and the NCR wherein a series ofcomprehensive Health checkup camps and Non Communicable Diseases (NCD) camps are beingorganized at various CNG stations through a leading hospital.

In addition to carrying forward the funding of the training programme for taxi driverson Gender Sensitization and Skill Management being organized by Transport Department theGovernment of NCT of Delhi for the taxi drivers your Company has extended the scope ofits funding to include the training of auto drivers of Delhi and Noida. A group accidentinsurance cover is provided to 3.25 lakh drivers of CNG run public transport in the regionunder 'IGL Suraksha Yojna'.

Shri V. Nagarajan Director (Commercial) Indraprastha Gas Limited and Chief EngineerEast Delhi Municipal Corporation (EDMC) exchange documents in the presence of ShriMohanjeet Singh IAS Commissioner EDMC and Shri E.S. Ranganathan Managing Director IGLafter signing an MOU for Construction of Toilet Complexes in EDMC Area as a part of SwachhBharat Abhiyan under the CSR programme of IGL.

Considering the ever growing demand for skilled manpower across sectors as a result ofthe 'Make in India' programme your Company is contributing towards Skill Developmentprogrammes for unemployed youth in the fields of gas plumbing and welding by providingtechnical oriented quality training. Your Company is also contributing towards the settingup of workshops on gas plumbing to students from government run ITIs for providing skillson gas plumbing.

As a part of Swachh Bharat programme your Company has been working with the localauthorities towards development of new public toilet complexes and up gradation of toiletfacilities in government run schools. While the provision of public toilets has beencompleted with one civic agency a MOU has been signed with another civic body for thesame.

Shri V. Nagarajan Director (Commercial) Indraprastha Gas Limited exchanges documentswith Shri Manoj Kumar IAS Director Directorate of Training and Technical EducationGovt. of NCT of Delhi after signing an MOU for setting up workshop on Gas in a governmentrun ITI for providing skill training under the CSR programme of IGL

The Annual Report on CSR activities in accordance with the Companies (Corporate SocialResponsibility Policy) Rules 2014 is appended as Annexure 2 to this report.

DIRECTORS RESPONSIBILITY STATEMENT

Pursuant to the provisions of Section 134 (5) of the Companies Act 2013 yourDirectors hereby confirm that:

i) in the preparation of Annual Accounts for the financial year ended March 312016the applicable accounting standards have been followed;

ii) they have selected such accounting policies and applied them consistently exceptwhere otherwise stated in the Notes to Accounts and made judgments and estimates that arereasonable and prudent so as to give a true and fair view of the state of affairs of theCompany at the end of the financial year and of the profit of the Company for that period;

iii) they have taken proper and sufficient care for the maintenance of adequateaccounting records in accordance with the provisions of the Companies Act 2013 forsafeguarding the assets of the Company and for preventing and detecting fraud and otherirregularities;

iv) they have prepared the Annual Accounts for the Financial Year ended March 31 2016on a going concern basis;

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

vi) the directors had devised proper systems to ensure compliance with the provisionsof all applicable laws and that such systems were adequate and operating effectively.

DIRECTORS

Shri E.S. Ranganathan nominee of Gail (India) Limited (GAIL) was appointed as theManaging Director of the Company in place of Shri Narendra Kumar w.e.f. June 1 2016.

The shareholders of the Company at 16th Annual General Meeting had appointed Dr. SudhaSharma and Shri. Raghu Nayyar as Independent Directors of the Company w.e.f. March 202015 to March 19 2018.

The Board takes this opportunity to place on record its appreciation for valuablecontribution made by Shri Narendra Kumar during his tenure as the Managing Director of theCompany.

In terms of Section 152 of the Companies Act 2013 Shri M. Ravindran the Chairman ofthe Company is liable to retire by rotation at the ensuing Annual General Meeting andbeing eligible has offered himself for re-appointment.

Smt. Gitanjali Gupta Kundra a Director of the Company has not attended all themeetings of the Board of Directors of the Company held during the period of previoustwelve months. Accordingly in view of the provisions of Section 167 of the Companies Act2013 her office of Director in the Company has become vacant w.e.f. August 5 2016.

The Company has received declarations from all the Independent Directors of the Companyconfirming that they meet the criteria of independence as provided under section 149(6) ofthe Companies Act 2013 and SEBI (Listing Obligations and Disclosure Requirements)Regulations 2015 (hereinafter referred to as the "Listing Regulations").

The details of programmes for familiarization of Independent Directors with the Companyare put up on the website of the Company (http://www.iglonline.net/Documents/

Familiarization-Programmes-for-Independent-Directors.pdf).

The Nomination & Remuneration committee considers various criteria such as agequalification expertise diversity in composition of Board and likely contribution to theCompany while recommending the name of the Independent Director.

During the financial year 2015-16 the Nomination & Remuneration Committeerecommended to the Board the revised compensation package and other related benefits/policies for the employees of the Company based on a study carried out by a reputed HRconsultant.

The Nomination & Remuneration Committee has laid down the criteria such asattendance and participation in the meetings adherence to ethical standards integritycode of conduct interpersonal relations with the other Directors safeguarding ofconfidential information of the Company observing corporate governance standards etc.to carry out evaluation of every Director's performance.

The Board of Directors carried out the evaluation of every Director committees ofBoard and the Board as a whole based on the laid down criteria of performance evaluation.

CORPORATE GOVERNANCE

As per the requirements of the Listing Regulations a detailed Report on CorporateGovernance and a certificate regarding compliance of conditions of Corporate Governanceare annexed as part of the Annual Report.

DEPOSITS

During the financial year 2015-16 your Company has not accepted any deposit within themeaning of Sections 73 and 74 of the Companies Act 2013 read together with the Companies(Acceptance of Deposits) Rules 2014.

PARTICULARS OF LOANS GUARANTEES OR INVESTMENTS

During the year 2015-16 IGL has made investment of Rs. 9.50 crores in M/s MaharashtraNatural Gas Ltd. on July 10 2015.

AMOUNT WHICH THE COMPANY PROPOSES TO CARRY TO ANY RESERVES IF ANY

For the year 2015-16 your Company has proposed to transfer Rs. 41.62 crores to thegeneral reserve of the Company.

NUMBER OF MEETINGS OF THE BOARD AND AUDIT COMMITTEE

The details of the number of meetings of the Board and Audit Committee held during thefinancial year ended March 31 2016 and composition of Audit Committee are given inCorporate Governance Report.

RELATED PARTY TRANSACTIONS

Policy on materiality of Related Party Transactions and on dealing with Related PartyTransactions has been disclosed on the website of the Company at weblinkhttp://iglonline.net/ Related-Party-Policy.pdf.

During the financial year 2015-16 your Company has not entered into transactions withrelated parties as defined under Section 2(76) of the Companies Act 2013 read withCompanies (Specification of Definitions Details) Rules 2014.

However your Company has entered into transaction with parties which falls in thedefinition of "Related Parties" defined under Listing Regulations. Details oftransactions with related parties are being disclosed separately in the Annual Report andsince transactions in two contracts with GAIL qualify as material transactions the sameare being placed for shareholders' approval in the ensuing Annual General Meeting (AGM).

PREVENTION OF SEXUAL HARASSMENT AT WORKPLACE

As per the requirement of The Sexual Harassment of Women at Workplace (PreventionProhibition & Redressal) Act 2013 and Rules made thereunder your Company hasconstituted Internal Complaints Committee (ICC). During the financial year 201516 onecase of Sexual Harassment of woman at workplace has been reported. Inquiry was conductedby ICC and report was submitted to disciplinary authority. Subsequently order has beenpassed by disciplinary authority.

RISK MANAGEMENT AND INTERNAL FINANCIAL CONTROLADEQUACY

Your Company has Risk Management System in place including The Risk Policy &identification of the Risks which are reviewed periodically.

Your Company has laid down a set of standards processes and structure for internalfinancial control across the organization and ensures that the same are adequate andoperating effectively.

VIGIL MECHANISM

The Company has a Whistle Blower Policy as part of the vigil mechanism which providesa platform to the employees directors vendors and suppliers of the Company to comeforward and raise their genuine concerns without any fear of retaliation andvictimization. The Company has engaged an independent third party service provider tomanage the operations of the whistle-blower hotline. The details of the Whistle BlowerPolicy are available on the website of the Company www.iglonline.net.

STATUTORY AUDITORS

In exercise of powers conferred by Section 139 of the Companies Act 2013 theComptroller and Auditor General of India vide its letter dated August 12 2016 hasappointed M/s Walker Chandiok & Co LLP Chartered Accountants as Statutory Auditors ofthe Company for the financial Year 201617. M/s. Deloitte Haskins & Sells CharteredAccountants Auditors of the Company will retire at the ensuing Annual General Meeting ofthe Company.

The Notes on financial statements referred to in the Auditors' Report for FY 2015-16 ofM/s. Deloitte Haskins & Sells Chartered Accountants are self-explanatory and do notcall for any further comments.

COST AUDITORS

Your Company had appointed M/s. Chandra Wadhwa & Co. New Delhi as Cost Auditorsfor the financial year 2015-16.

As per Section 148 read with Companies (Audit & Auditors) Rules 2014 and otherapplicable provisions if any of the Companies Act 2013 the Board of Directors of yourCompany has re-appointed M/s. Chandra Wadhwa & Co. New Delhi Cost Accountants asthe Cost Auditors of the Company for the financial year 2016-17. The remuneration proposedto be paid to the Cost Auditors is subject to the ratification by the members at theensuing Annual General Meeting of the Company.

SECRETARIAL AUDITORS AND SECRETARIAL AUDIT REPORT

Pursuant to Section 204 of the Companies Act 2013 your Company had appointed M/s V.K.Sharma & Co. Practicing Company Secretaries Noida as its Secretarial Auditors toconduct the Secretarial Audit of the Company for the financial year 2015-16. The Report ofSecretarial Auditor for the financial year 2015-16 is appended as Annexure 3 to thisreport.

DISCLOSURES REGARDING REMUNERATION

Disclosures pertaining to remuneration and other details as required under Section197(12) of the Companies Act 2013 read with Rule 5(1) and 5(2) of the Companies(Appointment and Remuneration of Managerial Personnel) Rules 2014 is appended as Annexure4 to this report.

EXTRACT OF ANNUAL RETURN

Extract of Annual Return of the Company is appended as Annexure 5 to this report.

CONSERVATION OF ENERGY AND TECHNOLOGY ABSORPTION FOREIGN EXCHANGE EARNINGS AND OUTGO

The information in accordance with the provisions of Section 134 (3) (m) of theCompanies Act 2013 read with Rule (8)

(3) of the Companies (Accounts) Rules 2014 is appended as Annexure 6 to this report.

ACKNOWLEDGEMENTS

Your Directors express their gratitude to the Ministry of Petroleum & Natural GasState Governments of NCT of Delhi & Uttar Pradesh Petroleum and Natural GasRegulatory Board and Promoter Companies (GAIL & BPCL) for their continuous patronage& support throughout the year.

The Directors also acknowledge the support of all Statutory & Local AuthoritiesBankers Media Station Operators & their employees contractors vendors andsuppliers.

The Directors place on record their deep appreciation towards IGL's valued customersfor their continued co-operation & support and look forward to the continuance of thisrelationship in future also.

The Directors wish to express their gratitude to all the shareholders for theircontinued trust and support.

The Directors also sincerely acknowledge the contributions made by all the employees ofIGL for their dedicated services to the Company.

For and on behalf of Board of Directors

sd/- sd/-
V. Nagarajan E.S. Ranganathan
Director (Commercial) Managing Director
Place: New Delhi
Date: August 22 2016