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Jaiprakash Associates Ltd.

BSE: 532532 Sector: Infrastructure
NSE: JPASSOCIAT ISIN Code: INE455F01025
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VOLUME 7665493
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OPEN 22.00
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VOLUME 7665493
52-Week high 30.40
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P/E
Mkt Cap.(Rs cr) 5,108
Buy Price 21.05
Buy Qty 12841.00
Sell Price 0.00
Sell Qty 0.00

Jaiprakash Associates Ltd. (JPASSOCIAT) - Director Report

Company director report

To

The Members

Your Directors submit their report for the Financial Year ended 31st March2016:

1.0 WORKING RESULTS

The working results of the Company for the year under report are as under:

(Rs. in Crores)

Financial year ended 31.03.2016 31.03.2015
Gross Revenue 8835.00 11185.73
Profit before Interest Depreciation & Tax 620.47 2553.74
Less: Finance Costs 3678.59 3436.84
Less : Depreciation 911.80 948.89
Profit before Tax (3969.92) (1831.99)
Less : Provision for Tax
Current Tax - -
Deferred Tax (730.02) (553.25)
Total Tax (730.02) (553.25)
Profit after Tax (3239.90) (1278.74)
Add : Profit brought forward from Previous Year 3837.78 4961.12
Profit available for appropriation 597.88 3682.38
Add : Transfer from Debenture Redemption Reserve 89.76 155.40
Balance carried to Balance Sheet 687.64 3837.78
Basic Earning Per Share [Face value Rs. 2 per share] in Rupees (13.32) (5.39)
Diluted Earnings Per Share [Face value Rs. 2 per Share] in Rupees (12.73) (5.10)

The finance cost aggregating Rs. 3678.59 crores and high provision for depreciationaggregating Rs. 911.80 crores had been the two major factors leading to the deterioratingoperating results of the Company during the year under report.

In line with its publically stated policy your Company remains focussed and committedon reduction of debt through sale of some of its assets to deleverage its Balance Sheetimprove its cash flows and enhance shareholders' value.

The details of steps taken by the Company/its subsidiaries in this regard are givenbelow. The Restructuring Committee which includes three of the Independent Directors onthe Board continues to consider various options to achieve the aforesaid objectives.

DISINVESTMENT INITIATIVES

a. Sale of Cement Plants in Gujarat by JCCL

In 2014 Cement Plants in Gujarat with a capacity of 4.80 MTPA were demerged by JaypeeCement Corporation Limited (JCCL) a wholly owned subsidiary of the Company through aScheme of Arrangement to UltraTech Cement Limited a company of Aditya Birla Group at anenterprise value of Rs. 3800 Crore. The said transaction was consummated on 12thJune 2014.

b. Sale of stake in Bokaro Jaypee Cement Limited

The Company executed the definitive agreements on 24th March 2014 withDalmia Cement (Bharat) Ltd. for sale of its entire 74% stake (98901000 equity sharesowned by it) in Bokaro Jaypee Cement Limited a Joint Venture between the Company (JAL)and Steel Authority of India Limited (SAIL) having a Cement Grinding Unit at BokaroJharkhand with a capacity of 2.10 MTPA at a consideration of Rs. 69.74 per share. Thesaid transaction was consummated on 29th November 2014 with the receipt ofconsideration of Rs. 667.57 Crore & transfer of the said shares to Shri RangamSecurities & Holdings Limited an associate/affiliate of Dalmia Cement (Bharat)Limited.

c. Sale of Cement Grinding Unit of the Company at Panipat Haryana

Pursuant to approval of Board of Directors on 25th August 2014 the Companysigned a Business Transaction Agreement with Shree Cement Limited for sale of Company's1.5 MTPA Cement Grinding Unit in Panipat Haryana for an enterprise value of approx. Rs.360 Crores. The Transaction was consummated on 27th April 2015.

d. Sale of Baspa-II & Karcham Wangtoo HEP by JPVL

Jaiprakash Power Ventures Limited (JPVL) a listed subsidiary of the Company signed anagreement with JSW Energy Limited for sale of Baspa-II and Karcham Wangtoo Hydro PowerPlants. Pursuant to Order of Hon'ble High Court of Himachal Pradesh at Shimla dated 25thJune 2015 the said plants were hived off by way of sale of entire shareholding inHimachal Baspa Power Company Limited (a subsidiary of JPVL) at an Enterprise value of Rs.9700 Crores. The transaction was consummated on 8th September 2015.

e. Sale of wind Power plants of 49 MW of the Company

The Company on 30th September 2015 hived off its 49 MW capacity wind powerplants out of which 40.25 MW plants were in Maharashtra and 8.75 MW plants were inGujarat on a slump sale basis for a total consideration of approx. Rs. 161 Crore. Thetransaction was consummated on 30th September 2015 itself.

f. Sale of Identified Cement Plants of the Company (JAL) & JCCL

Cancellation of sale of cement plants at Bela & Sidhi at M.P.: As reported lastyear pursuant to the approval given by Board of Directors on 23rd January2015 the Company signed an Implementation Agreement with UltraTech Cement Limited (UTCL)for transfer of (a) an Integrated Cement plant with clinker capacity of 2.1 MTPA &Cement Grinding Capacity of 2.6 MTPA at Bela M.P. along with CPP of 25 MW and (b)Integrated Cement plant with clinker capacity of 3.1 MTPA & Cement Grinding Capacityof 2.3 MTPA at Sidhi M.P. along with CPP of 155 MW for an enterprise value of Rs. 5325Crore. The said transaction was also approved by Hon'ble High Court of Judicature atAllahabad on 6th August 2015. However pursuant to provisions of Mines andMinerals Development and Regulation Act (MMDRA) the issues pertaining to transfer ofcaptive mines could not be solved. Consequently UTCL withdrew its petition filed beforeBombay High Court which was allowed by the said Court on 26th February 2016.Thus the said Scheme stood revoked and cancelled.

Subsequently the Company signed a Memorandum of Understanding (MOU) with UTCL on 28thFebruary 2016 to divest part of the cement business of the Company comprising identifiedoperating cement plants (including captive power plants) spread over the States of UttarPradesh Madhya Pradesh Himachal Pradesh Uttarakhand Andhra Pradesh and Karnatakabesides a grinding unit which is currently under implementation in Uttar Pradesh to UTCLat an aggregate capacity of 18.40 MTPA for an enterprise value of Rs. 16500 Crores.Besides this an additional amount of Rs. 470 Crores would be paid by the Purchaser forcompletion of a Grinding Unit under implementation at Bara (owned by Prayagraj PowerGeneration Corporation Limited a subsidiary of Jaiprakash Power Ventures Limited as wellas of the Company). The plants in Andhra Pradesh and Karnataka were owned by Jaypee CementCorporation Limited (JCCL) a wholly owned subsidiary of the Company.

The Company on 31st March 2016 has signed an Implementation Agreement withUTCL whereby the 1.2 MTPA capacity Shahabad Plant at Karnataka of JCCL (valued at approx.Rs. 600 crores) was excluded from the transaction and the estimated enterprise value stoodreduced to Rs. 15900 Crores.

On 4th July 2016 a Supplementary Agreement was also signed with UTCLwhereby the Enterprise Value was increased by Rs. 289 Crores taking it to Rs. 16189Crores for the same assets with an aggregate Capacity of 17.2 MTPA. It is expected thatthe transaction shall be consummated by March 2017.

AMALGAMATION

Amalgamation of subsidiary company Jaypee Sports International Limited into theCompany:

As the Members are already aware pursuant to Order dated 14th September2015 of Hon'ble High Court of Judicature at Allahabad Jaypee Sports International Limited(JSIL) a wholly owned subsidiary of your Company got merged into JAL on 16thOctober 2015 (the date when the said Order was filed with the Registrar of CompaniesU.P.) with effect from 1st April 2014 (the Appointed Date of amalgamation). Byvirtue of the said amalgamation all assets liabilities rights privileges powersauthorities and obligations of the said JSIL became the assets liabilities rightsprivileges powers authorities and obligations of Jaiprakash Associates Limited from theappointed date i.e. 1st April 2014. This has resulted into better synergiesof business of JSIL with your Company.

2.0 DIVIDEND

Keeping in view the losses during the year and the need to conserve the resources ofthe Company the Board has decided not to recommend any dividend for the financial year2015-16.

3.0 CHANGES IN SHARE CAPITAL

During the year under report there is no change in the Paid up Share Capital of theCompany and the same stood at Rs. 4864913950 divided into 2432456975 Equity Sharesof Rs. 2/- each.

The Authorised Share Capital had increased from Rs. 2500 crore to Rs. 3500 crorew.e.f 16.10.2015 pursuant to Scheme of Amalgamation of wholly owned subsidiary JaypeeSports International Limited into the Company w.e.f. 1st April 2014.

4.0 FOREIGN CURRENCY CONVERTIBLE BONDS (FCCBs)

The Company presently has only one series of outstanding FCCBs i.e. FCCB-IV issued on 7thSeptember 2012 (total size USD 150 million) due date 8th September 2017 with anoutstanding size of USD 110.40 million. Interest payment on FCCB-IV which was due on07.03.2016 is yet to be paid and the matter is in discussion with the Bondholders.

The particulars about conversion outstanding amount coupon listing etc. of all pastand present FCCBs are detailed in Para No. 33 of the Corporate Governance Report formingpart of this Report.

5.0 EMPLOYEE STOCK PURCHASE SCHEME

As the Members are aware "Jaypee Group ESPS 2009 Trust" was created in 2009for administering the Stock Purchase Scheme of the Company namely "Jaypee EmployeeStock Purchase Scheme 2009" for the ultimate benefit of the employees (includingDirectors) of the Company and its subsidiaries.

In terms of the Scheme the Company issued and allotted 1.25 Crores Equity Shares ofRs. 2 each @ Rs. 60 per share (including premium of Rs. 58 per share) to the said Trust on14th December 2009. The said Trust was also allotted 6250000 Equity Shares asBonus Shares on its holding in terms of the Bonus Issue made by the Company on 19thDecember 2009.

Since inception the 'Jaypee Group ESPS 2009 Trust' has allocated/ transferred EquityShares to the eligible persons under the scheme as under:

Particulars No. of Eligible Persons No. of original Shares (excluding Bonus) No. of Bonus Shares Total no. of Shares (including Bonus)
Total Shares available under ESPS Scheme 12500000 6250000 18750000
Transferred/ allocated during 2010-11 8032 11263706 5631852 16895558
Transferred/ allocated during 2011-12 4 3550 1775 5325
Transferred/ allocated during 2012-13 to 2015-16
Balance shares as on 31.03.2016 1232744 616373 1849117

During 2015-16 no further shares were allocated/ transferred by the Trust.

Thus a balance of 1849117 Equity Shares (including Bonus Shares) are still lyingwith the Trust for transfer to the eligible persons in due course.

It is confirmed that:

(a) there is no employee who has been issued shares in any year amounting to 5% or moreshares issued during that year; and

(b) there is no employee who is entitled to shares under the Scheme equal to orexceeding 1% of the issued capital of the Company.

6.0 OPERATIONS OF THE COMPANY

6.1 ENGINEERING & CONSTRUCTION DIVISION

6.1.1 Prequalifications/Bids Under submission

The Company has submitted prequalification applications/ Bids for the following Works:

(i) Execution of Civil Hydro-Mechanical and Electro-Mechanical Works of 390 MWKirthai-I Hydroelectric Project in Jammu & Kashmir. The application has been submittedby a Consortium with JAL as lead member.

(ii) Construction of Head Race Tunnels (from RD 1780 onwards) Adit 2 Surge ShaftsPressure Shafts Underground Power House Transformers Hall Tail Race Tunnels and PotheadYard etc. [Teesta-IV : LOT-2] of 520 MW Teesta Hydroelectric Project (Stage- IV) inDistrict North Sikkim in the State of Sikkim.

(iii) Construction of Dam Intake and Underground Power House of 300 MW Lakhwar Multi-Purpose Project in Uttarakhand.

(iv) Expression of Interest for Selection of Strategic Joint Venture Partner by DrukGreen Power Corporation Ltd. for the establishment of a Hydropower Construction Companyfor executing works in Bhutan.

(v) Construction and Rehabilitation of Embankment & Protective works includingHydraulic Structures from Simla to Hasnarpura (50KM) under RMIP (Phase-I) - Lot 1 (Simlato Shaharabari About 26 KM) in Bangladesh.

(vi) Construction and Rehabilitation of Embankment & Protective works includingHydraulic Structures from Simla to Hasnarpura (50KM) under RMIP (Phase-I) - Lot 2(Shaharabari to Hasnarpura About 24 KM) in Bangladesh.

(vii) Civil Structure and Track Work between Khurja - Pilkhani Section (Approx. 222 KMroute of Single Line) - Contract Package 303 of Eastern Dedicated Freight Corridor.

(viii) Civil Works for construction of Diversion Tunnel Concrete Gravity Dam IntakePressure Shafts Underground Power House and Tail Race Tunnel [Kiru Civil (LOT - 1) of 624MW Kiru Hydroelectric Project District Kishtwar in J&K.

(ix) Construction of Diversion Tunnel and its HM works of 1000 MW Pakal DulHydroelectric Project in Jammu & Kashmir.

(x) Detailed Design and Construction of Head Works (Package-I) of Tanahu Hydro PowerProject (140 MW) in Nepal.

6.1.2 The Prequalification applications/ Bids for the following works are underpreparation:

(i) Design and Construction of 2 Nos. circular shaped Head Race Tunnels of length 7700meach to be excavated by two new independent TBMs and Associated works for Pakal DulHydroelectric Project Jammu & Kashmir.

(ii) Construction of two lane Road on NH Specifications from Paletwa to Zorinpui atIndia - Myanmar Border in Chin State of Myanmar.

(iii) Design and construction of residential buildings/towers and townships along withrelated common facilities trunk infrastructure and utilities (DB-01) Project SeabirdPhase-IIA Naval base Karwar Karnataka.

6.1.3 The Company has been awarded the following

Works:

(i) Development of Six Lane Eastern Peripheral Expressway (NH No. NE II) in the Stateof Uttar Pradesh - "Package III from Km 46.500 to Km 71.000" on EPC mode Projectat a contract price of Rs. 747 crore.

(ii) Execution of Civil Hydro-Mechanical and Electro-mechanical Works on EPC basis of240 MW Kutehr Hydroelectric Project in Himachal Pradesh at a Contract Price of 1760.58crore.

(iii) 4-laning of Varanasi - Gorakhpur section of NH-29 from km 88.000 (Design chainage84.160) to km 148.000 (Design chainage 149.540) [Package-III Birnon village to Amillavillage] under NHDP Phase-IV in the State of Uttar Pradesh at a contract price of Rs. 840crore.

(iv) 4-laning of Varanasi - Gorakhpur section of NH-29 from km 148.000 (Design chainage149.540) to km 208.300 (Design chainage 215.160) [Package-IV Amilla Village to Gorakhpur]under NHDP Phase-IV on EPC mode in the State of Uttar Pradesh at a contract price of Rs.1030 crore.

(v) Palamuru Rangareddy Lift Irrigation Scheme- PRLIS- (Package No.4)-Earth WorkExcavation & Construction of Twin Tunnel in between Anjanagiri Reservoir at Narlapur(V) and Veeranjaneya Reservoir at Yedula (V) from Km 8.325 to Km 23.325 in MahabubnagarDistrict has been awarded to JAL - VARKS - NECL JV at a contract price of Rs. 1646.16crore with JAL as the lead member of the Joint Venture.

6.1.4 Works in Progress

The Company is presently executing the works of the projects listed below and thestatus of works is given below:

Sl. No. Name of Work/Project under execution Location of Work/ Project Contract Price (Base Value) (Rs. Cr.) Nature of Work/ Project Value of work completed (excluding escalation and extra items) as on 31.03.2016 (Rs. Cr.)
Works pertaining to :
1. Sardar Sarovar (Narmada) Project Gujarat 624 (Revised) Power Generation (1200 MW) 605
2. Baglihar -II HEP Jammu & Kashmir 556 (Revised) Power Generation (450 MW) 537
3. Turnkey construction of Srisailam Left Bank Canal Tunnel Scheme including Head Regulator etc. of Alimineti Madhava Reddy Project Telangana State 1925 Irrigation Tunnels 1243
4. Widening and face lifting of Vrindavan Prikrama Marg and construction of Kesi Ghat Bridge on Vrindavan Prikrama Marg Uttar Pradesh 32 Road and Bridge Works 18
5. Construction of Diversion Tunnel Dam Intake and Desilting Arrangement including Hydro-mechanical Works and Highway Tunnel (Contract Package C-1) of Punatsanchhu - II Hydroelectric Project Bhutan 1224 Power Generation (1020 MW) 884
6. Construction of Head Race Tunnel (from Surge Shaft end) Surge Shaft Butterfly Valve Chamber Pressure Shafts Power House and Tail Race Tunnel including Hydro-Mechanical Works (Contract Package C-3) of Punatsanchhu - II Hydroelectric Project. Bhutan 856 Power Generation (1020 MW) 416
7. Construction of Diversion Tunnel Dam Spillway & Coffer Dams Intake Structure Intake Tunnels Branch HRT Silt Flushing Tunnels Vertical Shaft and 2 Nos. Desilting Chambers (Contract Package-C-1) of Mangdechhu Hydroelectric Project. Bhutan 597 Power Generation (720 MW) 321
8. Construction of Surge Shaft 2 Nos. Pressure Shafts Bifurcation Pressure Shafts Cable cum Ventilation Tunnel Underground Power House & Transformer Caverns including Bus Duct Pothead Yard TRT Branch Tunnel & Outlet Portals for TRT (Contract Package- C-3) of Mangdechhu Hydroelectric Project; and Bhutan 316 Power Generation (720 MW) 225
Construction of part HRT and Adit-5 49 26
9. Refurbishing and Restoring the Radial Gates and its appurtenant parts for Sardar Sarovar (Narmada) Project Gujarat 39 Power Generation (1200 MW) 35
Sl. No. Name of Work/Project under execution Location of Work/ Project Contract Price (Base Value) (Rs. Cr.) Nature of Work/ Project Value of work completed (excluding escalation and extra items) as on 31.03.2016 (Rs. Cr.)
10. Development of Six Lane Eastern Peripheral Expressway (NH No. NE II) in the State of Uttar Pradesh - "Package III from Km 46.500 to Km 71.000" on EPC mode Uttar Pradesh 747 Highway Project
11. Execution of Civil Hydro-Mechanical and Electro-mechanical Works on EPC basis of 240 MW Kutehr Hydroelectric Project in Himachal Pradesh Himachal Pradesh 1761 Power Generation (240 MW)
12. 4-laning of Varanasi - Gorakhpur section of NH-29 from km 88.000 (Design chainage 84.160) to km 148.000 (Design chainage 149.540) [Package-III Birnon village to Amilla village] under NHDP Phase-IV in the State of Uttar Pradesh Uttar Pradesh 840 Highway Project
13. 4- laning of Varanasi Gorakhpur section of NH-29 from km 148.000 (Design chainage 149.540) to km 208.300 (Design chainage 215.160) [Package-IV Amilla Village to Gorakhpur] under NHDP Phase-IV on EPC mode in the State of Uttar Pradesh Uttar Pradesh 1030 Highway Project
14. Palamuru Rangareddy Lift Irrigation Scheme- PRLIS- (Package No.4)-Earth work Excavation & Construction of Twin Tunnel in between Anjanagiri Reservoir at Narlapur(V) and Veeranjaneya Reservoir at Yedula(V) from Km 8.325 to Km 23.325 in Mahabubnagar District (Work awarded to JAL - VARKS - NECL JV with JAL as Lead Partner) Telangana State 1646 (JAL's share - 51% of Contract Price) Irrigation Tunnels

Projects being Executed by Jaiprakash - Gayatri Joint Venture

1. Polavaram Project Right Main Canal Package - 4 Andhra Pradesh 301 Irrigation Canal 261
2. Veligonda Feeder and Teegaleru Canal Project-2 Andhra Pradesh 343 (Revised) Irrigation Canal 256
3. Rajiv Sagar Lift Irrigation Project (Dummugudem) Andhra Pradesh 282 Lift Irrigation Project 227
4. GNSS Main Canal from km. 119.000 to km 141.350 including construction of CM & CD works Andhra Pradesh 112 Irrigation Canal -
Total 43280 3630 MW 5054

The progress of on-going works is satisfactory.

6.2 CEMENT DIVISION

6.2.1 Operations

The production and sale of Cement/ Clinker during the year as compared to the previousyear are as under:

2015-16 2014-15
(MT) (MT)
Cement Production (MT) 10913578 12778182
Clinker Production (MT) 8514099 10441570
Cement and Clinker Sale (MT) (including Self-Consumption) 11916358 13879978

The Cement manufacturing capacity of the Group as a whole is 32.85 MTPA (including 5.20MTpA under implementation).

The Company has hived off Jaypee Cement Grinding unit Panipat Haryana with a capacityof 1.50 MTPA to Shree Cement Limited.

With a view to tide over the impact of economic slowdown your Company has entered intoa definitive agreement with UltraTech Cement Limited for sale of part of its cementbusiness comprising of certain operating cement plants having aggregate capacity of 12.20MTPA spread over the States of Uttar Pradesh Himachal Pradesh Uttarakhand and also of 5MTPA in Andhra Pradesh owned by JCCL its subsidiary for a total enterprise value of Rs.16189 crore. The definitive agreement also includes an additional amount of Rs. 470 crorepayable by UltraTech for 4 MTPA grinding unit owned by Prayagraj Power Generation CompanyLimited under implementation in Uttar Pradesh. The transaction is subject to variousregulatory approvals.

Zone-wise operating Capacity of Cement and Captive Power Plant in the Cement Divisionof the Company is as under:-

Jaiprakash Associates Limited:

ZONE OPERATING CEMENT CAPACITY CAPACITY UNDER IMPLE MENTATION TOTAL CAPACITY CAPTIVE THERMAL POWER
MTPA MTPA MTPA MW
CENTRAL ZONE (Jaypee Rewa Plant Jaypee Bela Plant Jaypee Cement Blending Unit Jaypee Ayodhya Grinding Operations Jaypee Sidhi Cement Plant) 8.55 8.55 244
ZONE OPERATING CEMENT CAPACITY CAPACITY UNDER IMPLE MENTATION TOTAL CAPACITY CAPTIVE THERMAL POWER
MTPA MTPA MTPA MW
UP ZONE (Dalla Cement Factory Chunar Cement Factory Jaypee Sikandrabad Cement Grinding Unit Jaypee Cement Ind. Complex) 4.00 4.00 244*
NORTH ZONE (Jaypee Himachal Cement Plant Jaypee Bagheri Cement Grinding Unit Jaypee Roorkee Cement Grinding Unit) 4.70 4.70
TOTAL 17.25 17.25 488

* Includes 120 MW at Churk under implementation.

Jaiprakash Power Ventures Limited:

ZONE OPERATING CEMENT CAPACITY CAPACITY UNDER IMPLE MENTATION TOTAL CAPACITY CAPTIVE THERMAL POWER
MTPA MTPA MTPA MW
Jaypee Nigrie Cement Grinding Unit 2.00 2.00

Prayagraj Power Generation Company Limited:

ZONE OPERATING CEMENT CAPACITY CAPACITY UNDER IMPLE MENTATION TOTAL CAPACITY CAPTIVE THERMAL POWER
MTPA MTPA MTPA MW
Bara Cement Grinding Unit 4.00 4.00

Bhilai Jaypee Cement Limited:

ZONE OPERATING CEMENT CAPACITY CAPACITY UNDER IMPLE MENTATION TOTAL CAPACITY CAPTIVE THERMAL POWER
MTPA MTPA MTPA MW
Bhilai Jaypee Cement Limited 2.20 2.20

Jaypee Cement Corporation Limited:

ZONE OPERATING CEMENT CAPACITY CAPACITY UNDER IMPLE MENTATION TOTAL CAPACITY CAPTIVE THERMAL POWER
MTPA MTPA MTPA MW
SOUTH ZONE (Jaypee Balaji Cement Plant Jaypee Shahabad Cement Project) 6.20 1.20* 7.40 120**
GRAND TOTAL (JAL including JPVL PPGCL BJCL & JCCL) 27.65 5.20* 32.85 608

* Includes 1.20 MTPA capacity at Jaypee Shahabad Cement Project (JCCL) and 4.00 MTPAcapacity at Bara grinding unit (PPGCL) under implementation.

** Includes 25 MW capacity at Jaypee Balaji Cement Plant (JCCL) under implementation.

6.2.2. Operational Performance (JAL)

During the financial year 2015-16 Productivity Indices of the operating units of JALwere as under:

Sl. No. Indices Lime stone Crushing Raw meal Grinding Clinker Production Cement Grinding Cement Despatch including clinker sale
UNIT OF JAL (MT) (MT) (MT) (MT) (MT)
1 Jaypee Rewa Plant Rewa (MP) 2864746 2956345 1965752 1864952 1999689
2 Jaypee Bela Plant Bela (MP) 1917302 1947277 1308008 1730417 1844266
3 Jaypee Ayodhya Grinding Operations Tanda (UP) 333709 337016
4 Jaypee Cement Blending Unit Sadva Khurd (UP) 103409 103482
5 Chunar Cement Grinding Unit Chunar (UP) 2447779 2468282
6 Dal la Cement Factory Dalla (UP) 2852346 2962057 1976292 413707 855244
7 Jaypee Sidhi Cement Plant Baghwar (MP) 1686204 1758713 1178070 791497 1006219
8 Jaypee Himachal Cement Plant - Baga 3092938 3158645 2085977 815661 823694
9 Jaypee Himachal Cement Plant - Bagheri 1526865 1528259
10 Jaypee Roorkee Grinding Unit 536218 538619
11 Jaypee Sikandrabad Grinding Unit 349365 351986
TOTAL 12413536 12783037 8514099 10913578 11856756

*Production and Despatch figures for JCBU (Blending unit) are incremental.

6.3 HOTELS DIVISION

The Company owns and operates five luxury hotels in the Five Star category the finestChampionship Golf Course an Integrated Sports Complex strategically located for discerningbusiness and leisure travelers.

Jaypee Vasant Continental with 119 rooms and Jaypee Siddharth with 94 rooms in NewDelhi. Jaypee Palace Hotel and Convention Centre is the largest property located at Agrawith an inventory of 341 rooms with luxurious Presidential Suites and Jaypee ResidencyManor with Valley View Tower at Mussoorie has 135 rooms. Jaypee Greens Golf & SpaResort Greater Noida is a prestigious & Luxury Resort with 170 state of art roomsoverlooking the Championship 18 hole Greg Norman Golf Course.

In recognition of hospitality Jaypee Palace Hotel and Convention Centre Agra wasconferred with the prestigious National award under the category "Best Hotel basedMeeting Venue" by the President of India Hon'ble Mr. Pranab Mukherjee and Mr. MaheshSharma Minister of State Ministry of Tourism & Culture. Jaypee Greens Golf & SpaResort Greater Noida U.P. was conferred with prestigious Hotel Award - 2015 in thecategory of "Chief Engineer of the year".

Jaypee Greens Golf & Spa Resort hosted several prestigious domestic &International conferences like Unicef Education Meet Unicef Health Network MeetBarclay's Leadership Review Meet Godrej Annual Conference Max Senior Leadership MeetSCB GOH Tournament and UNCT Retreat etc. Besides this prestigious car manufacturingcompanies organized car launch events and conferences.

Indian Green Building Council has conferred LEED certificate in "GoldCategory" to the Jaypee Residency Manor Mussoorie and in "PlatinumCategory" to Jaypee Vasant Continental New Delhi for energy & environmentaldesign of the building.

"Atlantis-The Club" an integrated sports complex located at Jaypee GreensGreater Noida offers world class facilities for International and National sporting events& tournaments with rooms & conference halls. Atlantis has emerged as a SportsAcademy destination. Yuvraj Singh Cricket for Excellence (YSCE) academy under thesupervision of celebrity Mr. Yuvraj Singh is conducting coaching for more than 100students. Bhaichung Bhutia Football School (BBFS) the Soccer Academy is operating &conducting the coaching under the supervision of Mr. Bhaichung Bhutia former captainIndian Soccer Team. Team Tennis India Pvt. Ltd. (TTIPL) is running the academy under thesupervision of Aditya Sachdeva former National Level Player Coach Mr. Yuki Bhambri andRohit Rajpal former Indian Davis Cup Player.

The Company's Hotels at New Delhi Agra and Mussoorie have been accredited with ISO9001 for Quality Management System (QMS) ISO 14001 for Environment Management System(EMS) ISO 22000 for Food Safety Management System (FSMS) and Hazard Analysis and CriticalControl Point (HACCP).

Foreign tourist arrivals in India during 2015 was 69.48 Lacs as against 63.09 Lacs in2014. The foreign exchange earnings from tourism grew by 23.6% in May 15 as against May14 according to data released by Ministry of Tourism.

The business of the Hotel Division is poised for sustained growth and the outlook isbright. The Company is confident to achieve better quotient of customers' satisfaction andto achieve higher growth coupled with an optional utilization of its resources.

6.4 REAL ESTATE DIVISION

Jaypee Greens Greater Noida

The Company's prestigious project - Jaypee Greens Greater Noida spread across 452acres is the maiden golf centric residential development. The project integrates Luxuryvillas and Apartments with an 18 Hole Greg Norman Signature golf course 9 Hole chip &putt golf course landscaped parks and lakes along with an integrated sports complex 60acre Nature Reserve Park a 5 star spa resort in collaboration with Six Senses Spa ofThailand.

The Company has already offered possession of over 1400 units across the entiretownship.

Jaypee Greens Wish Town Noida

Jaypee Greens Noida - being developed by the Jaypee Group is a bench mark project inNoida region. Spread over 1063 acres it offers wide range of residential options fromindependent homes to high-rise apartments and penthouses along with host of otheramenities such as a 18+9 hole Graham Cooke designed golf facility a 504 bed superspecialty Hospital educational facilities including the already operational Jaypee Publicschool and JIIT landscaped parks and lakes various recreational facilities andentertainment hubs and commercial centers.

We have already offered possession of over 4400 apartments across different projects.In addition approximately 1600 independent units have also been offered for possessionacross various projects in Wishtown Noida.

Jaypee Greens AMAN

Jaypee Greens Aman at Sector 151 Noida is located on the Noida-Greater NoidaExpressway and offers 2 & 3 BHK apartments. Spread over 89 acres the project alsocomprises of landscaped gardens picturesque walkways sports facilities Social Club witha swimming pool & gymnasium Schools Creches Kid's play area and a shopping complexetc. The Project is expected to shortly commence offer of possession of apartments.

Jaypee Greens Sports City

Jaypee Greens Sports City located on the Yamuna Expressway spread over 2500 acrescomprises India's first International Motor racing track International standard cricketstadium a long green boulevard and much more. The Sports City has hosted India's First F1race in October 2011 followed by two more races in October 2012 and 2013.

The development of Sports City inter-alia comprises of various thematic districtsoffering residential sports commercial and institutional facilities. The commercial zonewill offer well defined areas for elaborate financial and civic centers along withresidential districts which will have a vast range of products including villas townhomes residential plots and mid to high rise apartment blocks to suit the requirementsof all.

We have already offered possession of over 2300 residential plots in sports city.

Backed by a strong team of Architects Engineers and Sales and Marketing professionalsthe Company is committed to deliver all of its projects in the coming years.

6.5 SPORTS DIVISION

The erstwhile Jaypee Sports International Limited (JSIL) was amalgamated into theCompany on 16th October 2015 (w.e.f. the Appointed Date 1st April2014) and now it is known as Jaypee International Sports a division of JaiprakashAssociates Limited.

JSIL (incorporated on 20th October 2007) was allotted around 1100 Ha. ofland for development of Special Development Zone (SDZ) with sports as a core activity byYamuna Expressway Industrial Development Authority (YEIDA). This area is inclusive of 100Ha of land to be used for Abadi Development. The core activities are sports inter-aliaMotor Race Track suitable for Holding Formula One race and setting up a Cricket stadiumof International Standard to accommodate above 100000 spectators and others.

The Motor Race Track known as Buddh International Circuit (BIC) was completed well intime and JSIL successfully hosted three editions of the Indian Grand Prix held in October2011 October 2012 & October 2013. The success of the event was acknowledged bywinning of many awards and accolades.

It is the endeavour of the Company to place Buddh International Circuit (BIC) as onestop destination for exhibitions shooting of movies concerts product launches and otherpromotional entertainment activities.

To design the cricket stadium M/s. ALA Architects were appointed and the first phaseof construction is likely to be completed soon.

Significant progress has also been made in development of the non-core area planned forgroup housing plots flats etc. and other social infrastructure related activities.

7.0 DIVERSIFICATION

A. WIND POWER PROJECT

The Company had been operating upto 30th September 2015 only the WindPower Project of 49 MW (40.25 MW in Maharashtra and 8.75 MW in Gujarat). Out of theaggregate capacity of 49 MW 16.25 MW (13 generators each of 1.25 MW) was commissionedduring December 2006 to March 2007 at Dhule in Maharashtra. The remaining 32.75 MW wascommissioned at Sangli Maharashtra (24 MW - 16 generators each of 1.5 MW) duringSeptember 2007 to March 2008 and at Kutchh Gujarat (8.75 MW - 7 generators each of 1.25MW) in March 2008.

The electricity generated from the project was sold to Maharashtra State ElectricityDistribution Company Limited (MSEDCL) in Maharashtra and Gujarat Urja Vikas Nigam Limited(GUVNL) in Gujarat.

As reported last year also the said wind power plants were hived off on 30thSeptember 2015. The consideration of Rs. 161 crores approx. has since been received. Theenergy sold and the revenue from sale of electricity during FY 201516 upto 30thSeptember 2015 (for 6 months) were 58.47 Million units and Rs. 25.59 crores against 78.12Million units and Rs. 33.29 crores respective in the year 2014-15 (for 12 months).

B. DEVELOPMENT OF COAL BLOCKS IN MADHY PRADESH

Three separate joint-venture companies were se up for development of three Coal Blocksi.e.

- Amelia (North) (by Madhya Pradesh Jaypi Minerals Limited)

- Dongri Tal-II (by MP Jaypee Coal Limited) an<

- Mandla (South) (by MP Jaypee Coal Fiel Limited)

which coal blocks had been allocated to Madh Pradesh State Mining Corporation Ltd.(MPSMC with a shareholding ratio of 51:49 betwe MPSMCL and JAL.

Coal mined from Amelia (North) and Dongri T II Mines was for supply to the 2 x 660 MWSup Critical Thermal Power Plant at Nigrie (M.P.) s up by Jaiprakash Power VenturesLimited (JPVI a subsidiary of JAL.

Mandla (North) Coal Block owned by JAL was f captive use of Coal for Cement Plants andCPPs

After developing Amelia (North) Coal Block tl JVC namely Madhya Pradesh Jaypee Miner;Limited (MPJML) had started supply of Co to Jaypee Nigrie Super Thermal Power Pla(JNSTPP). The remaining three Coal Blocks h also achieved substantial progress indevelopin the mines and in obtaining clearances/ approva

On 24th September 2014 the Supreme Court India through its judgment hadcancelled 2 Coal Blocks allocated between 1993 and 201 Amelia (North) Dongri Tal-IIMandla (North) an Mandla (South) Coal Blocks were amongst t 204 Coal Blocks cancelled bythe Supreme Cour

Subsequent to the Supreme Court judgmer the Nominated Authority of the Ministry of Costarted the process for auction of Coal Bloc which were subject to cancellation pursuantthe Court order.

In the first phase of E-Auction JPVL emerg successful by bagging Amelia (North) CoalMin reserved for the power sector. The e-auction f this Mine was done through reversebiddin process aimed at minimizing impact on pow tariff of the end use power plant.

Further JAL also won Mandla (North) Coal Mi for its cement and captive power plants.

In the second and third phase JCCL was successt in securing Mandla (South) Coal Mineand Maj Coal Mine respectively for its cement and capti power plants.

Status of each coal mine vested to JPVL JAL and JCCL is given below:

Type of Mine Name of Mine Status
Open Cast Amelia (North) of JPVL After transfer of statutory approvals from prior allottee to JPVL production of coal could be started on 26th May 2015. During the F.Y. 2015-16 the mine reached (produced) peak rated capacity i.e. 2.8 MTPA and supplied the same to the Jaypee Nigrie Super Thermal Power Plant.
Under Ground Mandla North of JAL Incline drivage is in progress and out of 903 meters of each incline drive of 606 mtrs and 596 mtrs respectively have been done and it is expected to be completed during F.Y. 2016-17.
Under Ground Mandla South of JCCL Incline drivage is in progress and out of 707 meters of each incline drive of 221 mtrs and 241 mtrs respectively have been done and it is expected to be completed during F.Y. 2016-17.
Open Cast and Under Ground Majra of JCCL Transfer of Statutory approvals (Forest Clearance Stage-I Environment Clearance and Grant of Mining Lease) are in progress.

C. REFUSE DERIVED FUEL (RDF) FROM MUNICIPAL SOLID WASTE (MSW) AT CHANDIGARH

The Plant is operating successfully taking daily garbage of the city of Chandigarh asper agreement. The plant is serving the twin purpose of keeping the city clean and toconserve the energy resources available in the form of producing fuel called RefuseDerived Fuel (RDF). RDF (in fluff form) the final product of the plant is being disposedoff commercially as a good substitute of conventional fuel in the industries and Powerplants located around Chandigarh.

D. DIVERSIFICATION INITIATIVES

Company's other diversification initiatives include setting-up of pit-head basedThermal Power Station Fertilizer business Aviation project and Healthcare which arebeing implemented through different subsidiaries of the Company. Details of theinitiatives implemented through subsidiaries are furnished under the heading'Subsidiaries'.

8.0 SUBSIDIARIES

As on 31st March 2016 in terms of the provisions of Companies Act 2013your Company had following 21 subsidiaries which are engaged in different businessactivities:

1. Jaiprakash Power Ventures Limited

2. Jaypee Arunachal Power Limited

3. Jaypee Powergrid Limited

4. Sangam Power Generation Co. Limited

5. Prayagraj Power Generation Co. Limited

6. Jaypee Meghalaya Power Limited

7. Bina Power Supply Limited (the name of Himachal Karcham Power Company Limited hassince been changed to Bina Power Supply Limited w.e.f. 28.09.2015)

8. Bhilai Jaypee Cement Limited

9. Gujarat Jaypee Cement & Infrastructure Limited

10. Jaypee Cement Corporation Limited

11. Jaypee Assam Cement Limited

12. Jaypee Infratech Limited

13. Jaypee Ganga Infrastructure Corporation Limited

14. Himalyan Expressway Limited

15. Jaypee Agra Vikas Limited

16. Jaypee Cement Cricket (India) Limited

17. Jaypee Cement Hockey (India) Limited

18. Jaypee Fertilizers & Industries Limited

19. Himalyaputra Aviation Limited

20. Jaypee Healthcare Limited

21. Jaiprakash Agri Intiatives Company Limited

Note-1: Jaypee Sports International Limited a wholly owned subsidiary of your Companyamalgamated into JAL the Company on 16.10.2015 pursuant to Order of Hon'ble High Court ofJudicature at Allahabad dated 14.09.2015 the appointed dated being 01.04.2014.)

Note-2: Himachal Baspa Power Company Limited (HBPCL) is no more a subsidiary ofJPVL/JAL w.e.f. 08.09.2015 as JPVL sold all its shares in HBPCL on that date.

The status of the aforesaid subsidiaries is as under:

POWER AND RELATED BUSINESS

1. JAIPRAKASH POWER VENTURES LIMITED (JPVL)

At present JPVL has one operative Hydro Power Plant and two operative Thermal PowerPlants namely:

i) 400 MW Jaypee Vishnuprayag Hydro Power Plant in Uttarakhand;

ii) 500 MW - Phase I (of 1200 MW) Jaypee Bina Thermal Power Plant in Madhya Pradesh;and

iii) 1320 MW Jaypee Nigrie Super Thermal Power Plant in Nigrie Distt. SingrauliMadhya Pradesh.

Besides the above mentioned power projects JPVL has implemented Jaypee Nigrie CementGrinding Unit at Nigrie (M.P.) with capacity of 2 MTPA which commenced operations w.e.f.3rd June 2015.

JPVL was allotted Amelia (North) Coal Mine in Distt. Singrauli Madhya Pradesh theentire coal generated by the coal mine is being utilized for 1320 MW Jaypee NigrieSupercritical Thermal Power Plant.

The Plant Availability and Energy Generation of the Hydro Power Plant & ThermalPower Plants for the Financial Year 2015-16 were as under:

Plant Plant Availability (%) Net Saleable Energy Generation (M U)
Jaypee Vishnuprayag Hydro Power Plant (400 MW) 99.89 1048.29
Jaypee Bina Thermal Power Plant [500 MW - Phase I (of 1200 MW)] 99.79 1208.79
Jaypee Nigrie Super Thermal Power Plant (1320 MW) 83.08 4995.16

400 MW Jaypee Vishnuprayag Hydro Power Plant

The total generation of energy during the year was 1210.63 MUs (including deemedgeneration). The net saleable energy during the year was 1048.29 MUs.

500 MW Phase I (of 1200 MW) Jaypee Bina Thermal Power Plant

Based on the tariff petition filed by JPVL MPERC has approved final tariff for Unit-Iand Unit-II on 26th November 2014. JPVL is supplying 70% of the installedcapacity on long-term basis to Govt. of Madhya Pradesh/ Madhya Pradesh Power ManagementCompany Ltd. in terms of the Power Purchase Agreement executed with them and balance ofinstalled capacity is being sold as merchant power.

The plant performance of 500 MW Jaypee Bina Thermal Power Plant from 1stApril 2015 to 31st March 2016 was as under:

(in million units)

FY 2015-16

Actual Generation

Gross Net Saleable Aux % PLF % PAF %
Total 1318.86 1208.79 8.35% 30.03% 99.79%

1320 MW Jaypee Nigrie Super Thermal Power Plant (JNSTPP)

Two units of 660 MW each of JNSTPP have successfully achieved commercial operation on 3rdSeptember 2014 and 21st February 2015 respectively. Further JPVL hasacquired coal mine at Amelia (North) through e-auction conducted by Government of Indiafor meeting part of the coal requirement of JNSTPP. Madhya Pradesh Electricity RegulatoryCommission has approved the provisional blended tariff of JNSTPP. JPVL is supplying 37.5%of the installed capacity on long term basis to Government of Madhya Pradesh and MadhyaPradesh Power Management Company Limited in terms of Power Purchase Agreement executedwith them and the balance capacity is sold on merchant basis.

(in million units)

FY 2015-16 Actual Generation
Gross Net Saleable Aux % PLF % PAF %
Total 5343.11MUs 4995.16 MUs 6.66% 46.08% 83.08%

Jaypee Nigrie Cement Grinding Unit at Nigrie

2 MTPA Jaypee Nigrie Cement Grinding Unit at Nigrie Distt. Singrauli in MadhyaPradesh started commercial operations w.e.f. 3rd June 2015. The plantrecorded a production of 312577 tonnes with a total revenue of Rs. 124.35 crore.

JPVL had hived off 300 MW Jaypee Baspa-II Hydro Power Plant and 1091 MW Jaypee KarchamWangtoo Hydro Power Plant both in Himachal Pradesh on 8th September 2015.

The financial position of JPVL for the year is given as under :

(Rs. in Crore)

Year ended 31/03/2016 Year ended 31/03/2015
(A) PROFITABILITY
1 Total Turnover during the year 3970.67 4061.92
2 Total expenses (except depreciation/ finance costs) 1530.64 1353.50
3 Finance costs 2398.18 2117.55
4 Depreciation & amortization 564.05 465.28
5 Total Expenses (2+3+4) 4492.87 3936.33
6 Exceptional/ Extraordinary Items 47.19 (4.46)
7 Profit before Tax (569.39) 130.05
8 Profit after Tax (294.50) 137.21
(B) LIABILITIES & ASSETS
1 Share Capital 2938.00 2938.00
2 Reserves & Surplus 4630.98 3441.43
3 Deferred Revenue 449.72 633.20
4 Non Current Liabilities 11402.84 18212.74
5 Current Liabilities 4591.99 6794.77
6 Total Equity & Liabilities (1+2+3+4+5) 24013.53 32020.14
7 Non Current Assets 22900.69 30298.01
8 Current Assets 1112.84 1722.13
9 Total Assets (7+8) 24013.53 32020.14

2. JAYPEE ARUNACHAL POWER LIMITED (JAPL)

Jaypee Arunachal Power Limited (JAPL) a wholly owned subsidiary of JPVL isimplementing 2700 MW Lower Siang and 500 MW Hirong H.E. Projects in the State of ArunachalPradesh. JPVL alongwith its associates will ultimately hold 89% of the Equity of JAPL andthe balance 11% will be held by the Government of Arunachal Pradesh.

For the 2700 MW Lower Siang Hydro Electric Project

CEA approval was obtained in February 2010 and the concurrence has been extended byCEA for another three years. The Land acquisition is in progress. The In-principleApproval has been granted and Power Purchase Agreement (PPA) is to be submitted for finalapproval with respect to the grant of Mega Power status of the project. DraftRehabilitation & Resettlement Plan has been submitted to the State Government. TheState Government has recommended the forest clearance case to Ministry of Environment andForest (MOEF) and the same is under examination by Regional unit of MOEF since February2015.

For 500 MW Hirong Hydro Electric Project CEA has accorded Techno-Economic Concurrenceon 10th April 2013. For the Environmental/ Forest Clearance of the Project theEIA & EMP reports have been submitted to MoEF. The State Government has recommendedthe forest clearance case to Ministry of Environment and Forest (MOEF) and the same isunder examination by Regional Unit of MOEF since February 2015.

An aggregate amount of Rs. 228.29 crores has been spent on the Projects upto 31stMarch 2016.

The financial position of JAPL for the year is given as under :

(Rs. in Crore)

Year ended 31/03/2016 Year ended 31/03/2015
(A) PROFITABILITY
1 Total Turnover/ Expenditure during the year
2 Profit Before/after Tax -- --
(B) LIABILITIES & ASSETS
1 Share Capital 228.29 228.27
2 Reserves & Surplus (2.25) (2.25)
3 Non Current Liabilities 1.76 1.84
4 Current Liabilities -- --
5 Total Equity & Liabilities (1+2+3+4) 227.80 227.85
6 Non Current Assets 227.40 227.43
7 Current Assets 0.40 0.42
8 Total Assets (6+7) 227.80 227.85

3. JAYPEE POWERGRID LIMITED (JPL)

Jaypee Powergrid Limited (JPL) a joint venture of Jaiprakash Power Ventures Limited(JPVL) and Power Grid Corporation of India Limited (a Central Government Power UtilityUndertaking) has set

up 224 kms. long 400 kV Quad Bundle Conductor Double Circuit Transmission Line forevacuation of Power from the pothead yard of 1091 MW Karcham Wangtoo Plant in the State ofHimachal Pradesh to Abdullapur in the State of Haryana and LILO with the existingBaspa-Jhakri Double circuit line.

The cumulative availability of transmission system for Financial Year 2015-16 was99.95% as against the normative annual transmission system availability factor of 98.5%.During the Financial Year 2015-16 JPL earned an aggregate transmission tariff of Rs.172.25 crore.

Further JPL declared interim dividend of Rs. 0.60 per share during Financial Year2015-16 and proposed Final dividend of Rs. 0.65 per share subject to the approval ofmembers taking the total dividend to Rs. 1.25 per share (previous year Rs. 1.30 pershare).

The financial position of JPL for the year is given as under :

(Rs. in Crore)

Year ended 31/03/2016 Year ended 31/03/2015
(A) PROFITABILITY
1 Total Turnover during the year 174.86 199.98
2 Total expenses (except depreciation/ finance costs) 9.35 7.35
3 Finance costs 62.03 71.55
4 Depreciation & amortization 53.11 52.77
5 Total Expenses (2+3+4) 124.49 131.67
6 Profit before Tax 50.37 68.31
7 Profit after Tax 50.37 68.31
(B) LIABILITIES & ASSETS
1 Share Capital 300.00 300.00
2 Reserves & Surplus 50.91 45.67
3 Non Current Liabilities 508.03 550.38
4 Current Liabilities 105.57 103.81
5 Total Equity & Liabilities (1+2+3+4) 964.51 999.86
6 Non Current Assets 886.90 924.95
7 Current Assets 77.61 74.91
8 Total Assets (6+7) 964.51 999.86

4. SANGAM POWER GENERATION COMPANY LIMITED (SPGCL)

Sangam Power Generation Company Limited was acquired by JPVL from Uttar Pradesh PowerCorporation Limited (UPPCL) through competitive bidding process for the implementation of1320MW (2X660MW) Thermal Power Project (with permission to add one additional generationunit of 660MW) in Tehsil Karchana of District Allahabad Uttar Pradesh.

SPGCL executed Deed of Conveyance with Uttar Pradesh Power Corporation Limited (UPPCL)but the District Administration could not hand over physical possession of land to SPGCLdue to local villagers agitation. As such no physical activity could be started on theground. SPGCL has written to UPPCL and all procurers that the Power Purchase Agreement hasbeen rendered void and cannot be enforced. As such it was inter-alia requested that theclaims of the Company be settled amicably for closing the agreement(s). As alreadyreported UPPCL had requested the Company to submit supporting documents in support of theCompany's claim which have been furnished to UPPCL and are under their review.

A committee has been constituted under the chairmanship of Managing Director UttarPradesh Rajya Vidyut Utpadan Nigam Limited for amicably closing the PPA.

An aggregate amount of Rs. 549.81 crores has been spent on the Project upto 31stMarch 2016.

The financial position of SPGCL for the Year is given as under:

(Rs. in Crore)

Year ended 31/03/16 Year ended 31/03/15
(A) PROFITABILITY
1 Total Turnover during the year _ _
2 Profit Before/after Tax _ _
(B) LIABILITIES & ASSETS
1 Share Capital 551.98 551.98
2 Reserves & Surplus (0.07) (0.07)
3 Non Current Liabilities - 0.01
4 Current Liabilities 0.04 0.02
5 Total Equity & Liabilities (1+2+3+4) 551.95 551.94
6 Non Current Assets 545.99 542.88
7 Current Assets 5.96 9.06
8 Total Assets (6+7) 551.95 551.94

5. PRAYAGRAJ POWER GENERATION COMPANY LIMITED (PPGCL)

Prayagraj Power Generation Company Limited acquired from Uttar Pradesh PowerCorporation Limited through competitive bidding process is implementing 1980 MW (3x660MW) Thermal Power Project (with permission to add two additional generation units of 660MWeach) in Tehsil Bara of district Allahabad Uttar Pradesh.

Power Purchase Agreement executed with U.P. Power Corporation Limited (UPPCL) for 25years for sale of Power and Fuel Supply Agreement between PPGCL & NCL for Coallinkages for Phase-I of 1980 MW are in place.

All Statutory/ Regulatory approvals required for the project are in place. Majorsupplies from BHEL for Boiler Turbine and Generator for Phase-I of the Project and fromother vendors have been received & rest are being supplied/installed.

The Project Cost was further revised to Rs. 14596 crore. Such revised Project Costwould be financed through Rs. 4202.50 crore as equity and the balance of Rs. 10393.50crore through Debt. Unit-I had been commissioned on 29th February 2016. BoilerLight Up of Unit-II had been achieved on 3rd March 2016. PPGCL is in theprocess of bridging the funds requirement of debt & equity to ensure completion ofremaining two Units say by November/ December 2016.

An expenditure of approx. Rs. 13120 crore has been incurred on the implementation ofthe project upto March 2016.

The financial position of PPGCL for the year is given as under:

(Rs. in Crore)

Year ended 31/03/16 Year ended 31/03/15
(A) PROFITABILITY
1 Total Turnover during the year 58.70 _
2 Total expenses (except depreciation/ finance costs) 24.80 _
3 Finance costs 38.65
4 Depreciation & amortization 15.64 _
5 Total Expenses (2+3+4) 79.09
6 Exceptional/Extra-ordinary items _ _
7 Profit/ Loss before Tax (20.39)
8 Profit/ Loss after Tax (20.39)
(B) LIABILITIES & ASSETS
1 Share Capital 3193.19 3123.19
2 Reserves & Surplus (20.46) (0.06)
3 Non Current Liabilities 10260.71 8413.36
4 Current Liabilities 1081.67 1036.99
5 Total Equity & Liabilities (1+2+3+4) 14515.11 12573.48
6 Non Current Assets 14062.94 12192.91
7 Current Assets 452.17 380.57
8 Total Assets (6+7) 14515.11 12573.48

6. JAYPEE MEGHALAYA POWER LIMITED (JMPL)

Jaypee Meghalaya Power Limited was incorporated by Jaiprakash Power Ventures Limited(JPVL) as its wholly owned subsidiary to implement 270 MW Umngot H.E.P. in the UmngotRiver Basin of Meghalaya and 450 MW Kynshi-II Hydro-Electric Power Projects in the KynshiRiver Basin on BOOT (Build Own Operate and Transfer) basis. JPVL alongwith itsassociates will ultimately hold 74% of the equity of JMPL and the balance 26% will be heldby the Government of Meghalaya.

There has not been much change in the undermentioned progress status as reported in thelast year's Annual Report.

The field work of survey & investigation and EIA studies have already beencompleted. Drilling and drifting in Power house area have been completed. The revisedproposal for Kynshi-II HEP with involvement of lesser forest area has been submitted toState Government and Ministry of Environment and Forest (MOEF). Based on the observationof the MOEF Uranium Corporation of India issued No Objection Certificate with respect touranium deposit in the vicinity of the Project. Accordingly revised proposal for issuanceof Term of Reference for EIA studies was submitted. The control levels i.e. Full ReservoirLevel & Tail Water Level for Kynshi-II Project has been approved by State Government.Approval of Central Electricity Authority has been accorded to the water availabilityseries for power potential studies.

With respect to the 270 MW Umngot H.E.P the State Government has advised that theproject will not be operationalized as per MoA till further orders. The matter is beingpursued with the State Government for permission to resume the works.

An aggregate amount of approx. Rs. 8.50 crore has been spent on the above said twoprojects upto March 2016.

The financial position of JMPL for the year is given as under:

(Rs. in Crore)

Year ended 31/03/2016 Year ended 31/03/2015
(A) PROFITABILITY
1 Total Turnover during the year -- --
2 Profit Before / after Tax --
(B) LIABILITIES & ASSETS
1 Share Capital 8.38 8.36
2 Reserves & Surplus (0.02) (0.02)
3 Non Current Liabilities -- --
4 Current Liabilities 0.74 0.75
5 Total Equity & Liabilities (1+2+3+4) 9.10 9.09
6 Non Current Assets 8.95 8.95
7 Current Assets 0.15 0.14
8 Total Assets (6+7) 9.10 9.09

7. BINA POWER SUPPLY LIMITED (BPSL)

The Company (BSPL) was originally incorporated as Himachal Karcham Power CompanyLimited on 14th March 2014 and it received Certificate of Commencement ofBusiness on 24th March 2014. The name of the Company was changed from HimachalKarcham Power Company Limited to Bina Power Supply Limited w.e.f. 28thSeptember 2015 and Registered Office of the Company was shifted from the State ofHimachal Pradesh to the State of Madhya Pradesh w.e.f. 23rd November 2015. TheCompany is a wholly owned subsidiary of Jaiprakash Power

Ventures Limited and presently it is not carrying on any operations.

The financial position of BPSL for the year is given as under:

(Rs. in Crore)

Year ended 31/03/2016 Year ended 31/03/2015
(A) PROFITABILITY
1 Total Turnover during the -- --
year
2 Total Expenses Turnover -- 0.01
during the year
3 Profit Before / after Tax -- (0.01)
(B) LIABILITIES & ASSETS
1 Share Capital 0.05 0.05
2 Reserves & Surplus -0.01 -0.01
3 Non Current Liabilities -- --
4 Current Liabilities -- --
5 Total Equity & Liabilities (1+2+3+4) 0.04 0.04
6 Non Current Assets -- --
7 Current Assets 0.04 0.04
8 Total Assets (6+7) 0.04 0.04

CEMENT BUSINESS

8. BHILAI JAYPEE CEMENT LIMITED (BJCL)

The Clinkerisation plant of BJCL a joint venture between JAL & SAIL at Satnacontinued to function satisfactorily.

The working of BJCL for the year resulted in an operating loss of Rs. 49.87 crore asagainst operating profit of Rs. 39.42 crore during the previous year. After taking intoaccount the impact of interest (' 28.03 crore) and considering depreciation of Rs. 38.45crore BJCL has incurred loss of Rs. 115.59 crore before tax.

The financial position of the Company for the year is given as under:

(Rs. in Crore)

Year ended 31/03/2016 Year ended 31/03/2015
(A) PROFITABILITY
1 Total Turnover during the year 401.74 615.54
2 Total expenses (except depreciation/ finance costs) 450.85 584.67
3 Finance costs 28.03 42.82
4 Depreciation & amortization 38.45 35.87
5 Total Expenses (2+3+4) 517.33 663.36
6 Exceptional/Extra- ordinary items - 8.55
7 Profit before Tax (115.59) (39.27)

(Rs. in Crore)

Year ended 31/03/2016 Year ended 31/03/2015
8 Profit after Tax (79.90) (20.14)
(B) LIABILITIES & ASSETS
1 Share Capital 379.68 379.68
2 Reserves & Surplus (211.80) (131.90)
3 Non Current Liabilities 3.27 2.84
4 Current Liabilities 671.93 665.82
5 Total Equity & Liabilities (1+2+3+4) 843.08 916.45
6 Non Current Assets 776.50 777.67
7 Current Assets 66.58 138.78
8 Total Assets (6+7) 843.08 916.45

9. GUJARAT JAYPEE CEMENT & INFRASTRUCTURE LIMITED (GJCIL)

GJCIL a Joint Venture between Jaiprakash Associates Limited (JAL) and Gujarat MineralDevelopment Corporation Limited (GMDC) was incorporated inter- alia to implement a 2.4Million tonnes per annum capacity cement plant in District Kutch Gujarat.

Out of approximately 484 hectares of land required for setting up the Project 27hectares are Private land and 457 hectares are Government land. Major part of Private land(22 hectares) has been purchased by the Company. However pending necessary approval fromthe Government of Gujarat the Government land is yet to be acquired by the Company. TheBoard is examining various options on the way forward for the Company.

The financial position of GJCIL for the year is given as under:

(Rs. in Crore)

Year ended 31/03/2016 Year ended 31/03/2015
(A) PROFITABILITY
1 Other income during the year 0.02 0.03
2 Total Expenses (Depreciation/ Finance costs being Nil) 0.02 0.03
3 Exceptional/Extra- ordinary items - 0.10
4 Profit before Tax (0.00) (0.10)
5 Profit after Tax (0.00) (0.11)
(B) LIABILITIES & ASSETS
1 Share Capital 0.73 0.73
2 Reserves & Surplus (0.29) (0.29)
3 Non Current Liabilities - -
4 Current Liabilities 0.01 0.01
5 Total Equity & Liabilities 0.45 0.45
(1+2+3+4) -
6 Non Current Assets 0.10 0.10
7 Current Assets 0.35 0.35
8 Total Assets (6+7) 0.45 0.45

10. JAYPEE CEMENT CORPORATION LIMITED (JCCL)

Jaypee Cement Corporation Limited (JCCL) a wholly owned subsidiary of your Companyhas a 5.0 MTPA capacity integrated cement plant along with captive power plant of 60 MW atJaggaiahpet District Krishna Andhra Pradesh.

JCCL also has a 1.20 MTPA cement grinding unit at Shahabad in district GulbargaKarnataka alongwith a 60 MW captive power plant.

With a view to tide over the impact of economic slowdown JCCL alongwith JAL hasentered into a definitive agreement with UltraTech Cement Limited on 31st March2016 for sale of 5.0 MTPA capacity integrated cement plant along with the captive powerplant at Jaggaiahpet District Krishna Andhra Pradesh. The transaction which is subjectto various regulatory approvals is expected to be consummerated by March 2017.

The financial position of JCCL for the year is given as under:

(Rs. in Crore)

Year ended 31/03/2016 Year ended 31/03/2015
(A) PROFITABILITY
1 Total Turnover during the year 1020.83 1094.85
2 Total expenses (except depreciation/finance costs) 857.27 986.71
3 Finance costs 204.53 265.44
4 Depreciation & amortization 225.73 274.29
5 Total expenses (2+3+4) 1287.53 1526.44
6 Prior period adjustments (2.62) 2.47
7 Profit before Tax (269.32) (429.12)
8 Profit after Tax (258.55) (367.16)
(B) LIABILITIES & ASSETS
1 Share Capital 3727.50 3627.50
2 Reserve & Surplus (1874.97) (1616.41)
3 Non Current Liabilities 2358.41 1499.07
4 Current Liabilities 1484.79 2151.98
5 Total Equity & Liabilities (1+2+3+4) 5695.73 5662.14
6 Non Current Assets 4913.29 4797.72
7 Current Assets 782.44 864.42
8 Total Assets (6+7) 5695.73 5662.14

11. JAYPEE ASSAM CEMENT LIMITED (JACL)

Jaypee Assam Cement Limited (JACL) was incorporated as a special purpose vehicleinitially as a wholly-owned subsidiary of Jaiprakash Associates Limited (JAL) for thepurpose of setting up a 2 Mn tpa capacity Cement Plant in the North Cachar Hills Distt ofAssam in Joint Venture with Assam Mineral Development Corporation Ltd. (AMDC).

The same shall be converted as a Joint Venture Company (JVC) between JAL and AssamMineral Development Corporation Ltd.(AMDC) as JV partners having a shareholding ratio of82:18 between themselves as per the Shareholders' Agreement. While JAL shall hold theshares for cash consideration shares shall be allotted to AMDC in consideration of theexclusive mining rights of the mineral block identified for this Company. Under the SHAthe management and control of the JVC is vested in JAL.

Prior to incorporation of JACL 750 bighas of land was allotted by Dima Hasao AutonomousCouncil (DHAC) on 30 years lease basis to Jaiprakash Associates Limited (JAL) for theproject of the Company. Necessary payment in this regard to DHAC was made by JAL as apromoter of the Company. An agreement was also executed between DHAC and JAL.

Besides the payment of Rs. 3.77 crore for the above land JAL had also paid Rs. 10crore to DHAC in advance as the share of royalty on limestone for a period of one year asper the Agreement executed between JAL and DHAC.

JACL had deployed necessary resources in right earnest for setting-up the 2 milliontonnes per annum cement plant with a 35 MW captive power plant. For getting environmentclearance for the proposed project the Company started expeditious collection of data andpreparation of Environmental Impact Assessment/Environmental Management Plan Reports forsubmission to Government of India Ministry of Environment & Forest.

JACL was however compelled to suspend all project activities since January 2012 dueto adverse security situation in the vicinity of the project as reported last year also.

JACL is in regular touch with concerned authorities for resumption of projectactivities as and when the security situation is improved.

The financial position of JACL for the year is given as under:

(Rs. in Crore)

Year ended 31/03/2016 Year ended 31/03/2015
(A) PROFITABILITY
1 Other income during the year - -
2 Total expenses (Depreciation/ Finance costs being Nil) 0.01 0.46
3 Profit before Tax (0.01) (0.46)
4 Profit after Tax (0.01) (0.46)
(B) LIABILITIES & ASSETS
1 Share Capital 0.06 0.06
2 Reserves & Surplus (1.03) (1.02)
3 Non Current Liabilities 1.01 1.01
4 Current Liabilities 0.01 0.01
5 Total Equity & Liabilities (1+2+3+4) 0.05 0.06
6 Non Current Assets - -
7 Current Assets 0.05 0.06
8 Total Assets (6+7) 0.05 0.06

EXPRESSWAYS AND RELATED BUSINESS

12. JAYPEE INFRATECH LIMITED (JIL)

Jaypee Infratech Limited (JIL) has developed Yamuna Expressway project which inter-aliaincludes 165 km six lane access controlled expressway from Noida to Agra with provisionfor expansion to eight lane with service roads and associated structures. YamunaExpressway was opened for public on 9th August 2012 and commenced tollcollection w.e.f. 16th August 2012.

The Average Annual Daily Traffic (AADT) for the year ended on 31st March2016 was 20995 PCUs as compared to 16490 PCUs for the previous year ended on 31stMarch 2015 higher by 27.32%.

The revenue from Toll Collection for the year ended 31st March 2016aggregated to Rs. 232.96 crores as compared to Rs. 168.65 Crores for the previous yearended 31st March 2015 higher by 38.13%. The Average Annual Daily Traffic(AADT) and Toll revenue has registered a Compound Annual Growth Rate (CAGR) of 29% and 35%respectively since commencement of the commercial operation on 16th August2012.

JIL is also developing five integrated Townships over 25 million square meters of landfor commercial amusement industrial institutional & residential purposes etc.across five different locations one in Noida two locations in District Gautam Budh Nagar(part of NCR) and one location in each of District Aligarh & District Agra UttarPradesh along the Yamuna Express way.

JIL has commenced development of its Land Parcel-1 at Noida Land Parcel-3 at MirzapurU.P. and Land Parcel-5 at Agra.

The financial position of JIL for the year is given as under:

(Rs. in Crore)

Year ended 31/03/2016 Year ended 31/03/2015
(A) PROFITABILITY
1 Total Turnover during the year 2807.64 3257.78
2 Total expenses (except depreciation/finance costs) 2201.63 1907.09
3 Finance costs 918.46 893.56
4 Depreciation & amortization 34.06 28.28
5 Total expenses (2+3+4) 3154.15 2828.93
6 Profit before Tax (346.51) 428.85
7 Profit after Tax (242.93) 355.00
(B) LIABILITIES & ASSETS
1 Share Capital 1388.93 1388.93
2 Reserve & Surplus 4593.83 4963.42
3 Non Current Liabilities 8554.76 6916.14
4 Current Liabilities 3763.96 6294.30
5 Total Equity & Liabilities (1+2+3+4) 18301.48 19562.79
6 Non Current Assets 10773.15 10721.45
7 Current Assets 7528.33 8841.34
8 Total Assets (6+7) 18301.48 19562.79

13. JAYPEE GANGA INFRASTRUCTURE CORPORATION LIMITED (JGICL)

Jaypee Ganga Infrastructure Corporation Limited (JGICL) was incorporated as a whollyowned subsidiary of Jaiprakash Associates Limited for implementation of the 1047 Km long 8- lane Access- Controlled "Ganga Expressway Project" connecting Greater Noidawith Ghazipur-Ballia along the left bank of river Ganga on Design Build Finance andOperate (DBFO) basis together with the development of 12281 hectares of land parcels ateight different locations in Uttar Pradesh in terms of the Concession Agreement executedbetween Uttar Pradesh Expressways Industrial Development Authority (UPEIDA) and JGICL onMarch 23 2008.

Preparatory work for the Project was started. Consequent upon the Order of Hon'ble HighCourt of Allahabad dated 29.05.2009 quashing the environment clearance earlier issued byState Environment Impact Assessment Authority (SEIAA) fresh application for theEnvironmental Clearance was filed which is still pending. Since there are lot ofuncertainties in respect of Environment clearance due to various developments likefarmers unrest etc. upon discussion with the Government/Authority a supplementaryagreement was signed with the Authority on 30th November 2011 and UPEIDA hasreturned the Bank Guarantee after taking an undertaking from JGICL that the Company wouldrevive the Bank Guarantee when the project gets environmental clearance.

In the meeting held on 12th September 2014 it was agreed between UPEIDAand JGICL to terminate the Agreement of Ganga Expressway and the settlement agreement hasbeen forwarded to the Government of U.P for approval which is pending.

The financial position of JGICL for the year is given as under:

(Rs. in Crore)

Year ended 31/03/16 Year ended 31/03/15
(A) PROFITABILITY
1 Total Turnover during the year - -
2 Profit before/after Tax - -
(B) LIABILITIES & ASSETS
1 Share Capital 564.99 564.99
2 Reserves & Surplus - -
3 Non Current Liabilities - -
4 Current Liabilities 3.52 3.37
5 Total Equity & Liabilities (1+2+3+4) 568.51 568.36
6 Non Current Assets 568.50 568.30
7 Current Assets 0.01 0.06
8 Total Assets (6+7) 568.51 568.36

14. HIMALYAN EXPRESSWAY LIMITED (HEL)

HEL was incorporated as a Special Purpose Vehicle (SPV) for implementing theZirakpur-Parwanoo Expressway project in the States of Punjab Haryana and HimachalPradesh. The Expressway connecting the three states became operational and the tollcollection started from 6th April 2012. Being the first in the country withRadio Frequency Identification Device (RFID) technology based electronic toll collectionsystem the Expressway has provided a seamless travel to long journey road users whilesaving cost and time.

The highlights of HEL's performance during the year under report are as under:

• The revenue from Toll Collection for the year ended 31st March 2016was Rs. 37.49 crores as compared to Rs. 33.63 crores for the previous year ended 31stMarch 2015 higher by approx. 11%.

• The Average Annual Daily Traffic (AADT) for the year ended 31stMarch 2016 was 46997 PCUs as compared to 44295 PCUs for the previous year ended 31stMarch 2015 higher by approx. 6%.

• The Average Annual Daily Toll Revenue (AADR) for the year ended 31stMarch 2016 was Rs. 10.25 Lacs as compared to Rs. 9.21 Lacs for the previous year ended31st March 2015 higher by approx. 11%.

During the fourth year of commercial operations HEL has shown an improved performanceover the previous years.

The financial position of HEL for the year is given as under:

(Rs. in Crore)

Year ended 31/03/16 Year ended 31/03/15
(A) PROFITABILITY
1 Total Turnover during the year 37.53 33.67
2 Total expenses (except depreciation/ finance costs) 10.59 8.33
3 Finance costs 38.03 39.49
4 Depreciation & amortization 13.19 11.92
5 Total Expenses (2+3+4) 61.81 59.74
6 Exceptional/Extra-ordinary items " "
7 Profit/(Loss) before Tax (24.28) (26.07)
8 Profit / (Loss) after Tax (24.29) (26.21)
(B) LIABILITIES & ASSETS
1 Share Capital 143.09 143.09
2 Reserves & Surplus 4.68 28.97
3 Non Current Liabilities 530.15 522.26
4 Current Liabilities 14.63 11.68
5 Total Equity & Liabilities (1+2+3+4) 692.55 706.00
6 Non Current Assets 687.72 700.90
7 Current Assets 4.83 5.10
8 Total Assets (6+7) 692.55 706.00

15. JAYPEE AGRA VIKAS LIMITED (JAVL)

Jaypee Agra Vikas Limited (JAVL) was incorporated on 16th November 2009 as aSpecial Purpose Vehicle for implementing project for development of Inner Ring Road forAgra and other infrastructure facilities under integrated Urban Rejuvenation Plan onDesign Build Finance Operate and Transfer basis. The Company signed a ConcessionAgreement on 4th February 2010 with Agra Development Authority (ADA) for theimplementation of the Agra Inner Ring Road Project.

The project could not be implemented as ADA was not able to fulfill its obligations inrespect of 'Conditions Precedent'. As per the decision taken by ADA the Company hasreceived part refund of the advance given to ADA for acquisition of land and the balanceamount of Rs. 14.63 crore (approx.) is yet to be refunded to JAVL.

The financial position of JAVL for the year is given as under:

(Rs. in Crore)

Year ended 31/03/2016 Year ended 31/03/2015
(A) PROFITABILITY
1 Total Turnover during the year -- 0.49
2 Total expenses (except depreciation/ finance costs) 0.18 19.30
3 Finance costs 19.76 192.50
4 Depreciation & amortization 0.01 0.05
5 Total Expenses (2+3+4) 19.95 211.85
6 Profit before Tax (19.95) (211.36)
7 Profit after Tax (19.95) (211.36)
(B) LIABILITIES & ASSETS
1 Share Capital 375.92 375.92
2 Reserves & Surplus (233.30) (213.36)
3 Non Current Liabilities 98.76 111.26
4 Current Liabilities 18.68 16.18
5 Total Equity & Liabilities (1+2+3+4) 260.06 290.00
6 Non Current Assets 245.12 265.63
7 Current Assets 14.94 24.37
8 Total Assets (6+7) 260.06 290.00

SPORTS AND RELATED BUSINESS

16. JAYPEE CEMENT CRICKET (INDIA) LIMITED (JCCIL)

JCCIL was incorporated on 20th October 2012 as a wholly owned subsidiaryof Jaypee Sports International Limited (JSIL)/ now of JAL (due to merger of JSIL into JAL)to undertake the business of Cricket Sport. It obtained the certificate of commencement ofbusiness on 23rd October 2012. The progress in the Company will commence oncethe cricket stadium is ready.

The financial position of JCCIL for the year is given as under:

(Rs. in Crore)

Year ended 31/03/16 Year ended 31/03/15
(A) PROFITABILITY
1 Total Turnover during the year - -
2 Profit before /after Tax - -
(B) LIABILITIES & ASSETS
1 Share Capital 0.05 0.05
2 Reserves & Surplus (0.52) (0.52)
3 Non Current Liabilities - -
4 Current Liabilities 0.51 0.52
5 Total Equity & Liabilities (1+2+3+4) 0.04 0.05
6 Non Current Assets - -
7 Current Assets 0.04 0.05
8 Total Assets (6+7) 0.04 0.05

17. JAYPEE CEMENT HOCKEY (INDIA) LIMITED (JCHIL)

JCHIL was incorporated on 5th November 2012 as a wholly owned subsidiaryof Jaypee Sports International Limited (JSIL)/ now of JAL (due to merger of JSIL into JAL)to undertake the business of Hockey Sport. It obtained the certificate of commencement ofbusiness on 12th November 2012.

JCHIL entered into the Franchisee Agreement with Hockey India League [HIL] for the Team"Jaypee Punjab Warriors". The performance of Jaypee Punjab Warriors in HILconducted in the year 2013 & 2014 was well appreciated.

In HIL season 2015 Jaypee Punjab Warriors finished second in the league and was alsoawarded with Airtel Maximum goal award. In HIL Season 2016 Jaypee Punjab Warriors emergedas the Champions.

The financial position of JCHIL for the year is given as under:

(Rs. in Crore)

Year ended 31/03/16 Year ended 31/03/15
(A) PROFITABILITY
1 Total Turnover during the year 10.18 10.30
2 Total expenses (except depreciation/ finance costs) 15.56 16.37
3 Finance costs 0.01 0.01
4 Depreciation & amortization - -
5 Total Expenses (2+3+4) 15.57 16.38
6 Profit /(Loss) before Tax (5.39) (6.08)
7 Profit / Loss) after Tax (5.39) (6.08)
(B) LIABILITIES & ASSETS
1 Share Capital 1.00 1.00
2 Reserves & Surplus (23.89) (18.50)
3 Non Current Liabilities - -
Year ended 31/03/16 Year ended 31/03/15
4 Current Liabilities 33.30 26.45
5 Total Equity & Liabilities (1+2+3+4) 10.41 8.95
6 Non Current Assets - -
7 Current Assets 10.41 8.95
8 Total Assets (6+7) 10.41 8.95

FERTILIZER AND RELATED BUSINESS

18. JAYPEE FERTILIZERS & INDUSTRIES LIMITED (JFIL)

JFIL was incorporated on 03.06.2010 to carry on the business directly or by makinginvestment in other companies having similar objects including that of manufacturersfabricators processors producers importers exporters buyers sellers etc. of allkinds of fertilizers and chemicals. It is a wholly owned subsidiary of JaiprakashAssociates Limited and undertook the business of fertilizers and chemicals. The Companyhad participated as a strategic investor in the 'Rehabilitation Scheme' (Scheme) offertilizer undertaking of Duncans Industries Ltd. (DIL) which was approved by the Boardfor Industrial & Financial Reconstruction (BIFR) in January 2012.

Pursuant to the Scheme the said fertilizer undertaking which is famous for 'ChandChhap' Urea stood vested in Kanpur Fertilizers & Cement Limited (KFCL) in which JFILhas been making investments directly and through Jaypee Uttar Bharat Vikas Private Limited(JUBVPL) a Joint Venture which held 99.71% (approx.) equity shares of KFCL as on31.03.2016.

The commercial operations at the plant commenced w.e.f. 01.06.2014. All the 03 Urea andAmmonia streams 04 bagging lines in bagging plant 02 boilers having capacity of 70 TPH01 boiler with the capacity of 35 TPH AFBC boiler Hydrolyser stripper unit for treatingnitrogenous effluent and ETP are operating satisfactorily.

During the year Urea production of KFCL was 7.17 lakh MT and the operations turnedprofitable.

The financial position of JFIL for the year is given as under:

(Rs. in Crore)

Year ended 31/03/2016 Year ended 31/03/2015
(A) PROFITABILITY
1 Total Turnover during the year 41.06 1.30
2 Total expenses (except depreciation/ finance costs) 1.80 2.23
3 Finance costs 25.82 38.25
4 Depreciation & amortization 0.00 0.00
5 Total Expenses (2+3+4) 27.62 40.48
6 Profit/(Loss) before Tax 13.44 (39.18)
7 Profit / (Loss) after Tax 12.32 (39.18)

(Rs. in Crore)

Year ended

31/03/2016

Year ended

31/03/2015

(B) LIABILITIES & ASSETS
1 Share Capital 391.64 286.64
2 Reserves & Surplus 308.25 295.93
3 Non Current Liabilities 0.13 105.13
4 Current Liabilities 121.81 127.15
5 Total Equity & Liabilities (1+2+3+4) 821.83 814.85
6 Non Current Assets 794.51 780.97
7 Current Assets 27.32 33.88
8 Total Assets (6+7) 821.83 814.85

AVIATION BUSINESS

19. HIMALYAPUTRA AVIATION LIMITED (HAL)

HAL was incorporated as a wholly-owned subsidiary of your Company to undertake thecivil aviation business. HAL has obtained initial NOC from Ministry of Aviation to operateNon-Scheduled Air Transport Services.

The financial position of HAL for the year is given as under:

(Rs. in Crore)

Year ended 31/03/2016 Year ended 31/03/2015
(A) PROFITABILITY
1 Total Turnover during the year 5.91 8.94
2 Total expenses (except depreciation/ finance costs) 15.36 20.98
3 Finance costs 3.60 2.90
4 Depreciation & amortization 1.92 1.92
5 Total Expenses (2+3+4) 20.88 25.80
6 Profit before Tax (14.96) (16.86)
7 Profit after Tax (14.96) (16.86)
(B) LIABILITIES & ASSETS
1 Share Capital 25.00 25.00
2 Reserves & Surplus (62.39) (47.43)
3 Non Current Liabilities 1.45 8.44
4 Current Liabilities 72.88 52.22
5 Total Equity & Liabilities (1+2+3+4) 36.93 38.24
6 Non Current Assets 32.81 34.66
7 Current Assets 4.12 3.57
8 Total Assets (6+7) 36.93 38.24

HEALTHCARE BUSINESS

20. JAYPEE HEALTHCARE LIMITED (JHCL)

Jaypee Healthcare Limited (JHCL) was incorporated on 30th October 2012 as awholly owned subsidiary of Jaypee Infratech Limited (JIL) for the establishment of

"Jaypee Hospital" with the vision of promoting world- class healthcareamongst the masses by providing quality and affordable medical care. "JaypeeHospital" the flagship hospital of Jaypee Group is located at Wish Town Sector -128 NOIDA U.P.

It has been built across a sprawling 25 acre campus comprising of 504 Beds and was madeoperational in first phase from 1st April 2014 with various facilities likeOPD Radiology Lab and Executive Health Check up.

During the period under review the Company has commenced operation by launching ofPatient Care Services in various other specialties detailed hereunder as:

Internal Medicine General Surgery & Laparoscopic Surgery Obstetrics &Gynecology Pediatrics Orthopedics Spine Emergency Urology Nephrology & DialysisBlood Bank Medical Oncology/Surgical Oncology Radiation Oncology Nuclear MedicinePsychiatry Neonatology (NICU) Cardiology Cardiac Surgery Pediatric Cardiac SurgeryNeurology Neuro Surgery Endocrinology Gastroenterology Dermatology/Cosmetology Speechtherapy Ophthalmology Physiotherapy Dental Intensive Care Unit Pediatric IntensiveCare Unit ENT Liver Transplant Kidney Transplant Bone Marrow Transplant.

The financial position of JHCL for the year is given as under:

(Rs. in Crore)

Year ended 31/03/2016 Year ended 31/03/2015
(A) PROFITABILITY
1 Total Turnover during the year 90.16 10.27
2 Total expenses (except depreciation/ finance costs) 102.07 11.03
3 Finance costs 26.41 1.77
4 Depreciation & amortization 17.16 2.03
5 Total Expenses (2+3+4) 145.65 14.83
6 Profit before Tax -55.49 -4.56
7 Profit after Tax -55.49 -4.56
(B) LIABILITIES & ASSETS
1 Share Capital 427.50 427.50
2 Reserves & Surplus -61.31 -5.83
3 Non Current Liabilities 375.68 324.16
4 Current Liabilities 115.55 97.95
5 Total Equity & Liabilities (1+2+3+4) 857.42 843.78
6 Non Current Assets 797.39 710.93
7 Current Assets 60.03 132.85
8 Total Assets (6+7) 857.42 843.78

AGRI BUSINESS

21. JAIPRAKASH AGRI INITIATIVES COMPANY LIMITED (JAICO)

Jaiprakash Agri Initiatives Company Limited (JAICO) was acquired by Jaypee CementCorporation Limited a wholly owned subsidiary of the Company on 25th March2013 to diversify into agri business.

JAICO had set up soya and mustard processing plant at Rewa Madhya Pradesh. JaypeeOilseeds Processing Complex has facilities to handle all types of products and by-productsfrom Soya and Mustard. However the production activities of Soya/ Mustard oil has beenstopped and the plant is under preventive maintenance.

The financial position of JAICO for the year is given as under:

(Rs. in Crore)

Year ended 31/03/2016 Year ended 31/03/2015
(A) PROFITABILITY
1 Total Turnover during the year 0.38 12.67
2 Total expenses (except depreciation/ finance costs) 4.32 17.87
3 Finance costs 2.99 6.48
4 Depreciation & amortization 7.37 7.50
5 Total Expenses (2+3+4) 14.68 31.85
6 Profit before Tax (14.30) (19.18)
7 Profit after Tax (14.30) (19.18)
(B) LIABILITIES & ASSETS
1 Share Capital 155.10 155.10
2 Reserves & Surplus (110.88) (96.58)
3 Non Current Liabilities 23.06 22.41
4 Current Liabilities 39.58 36.04
5 Total Equity & Liabilities (1+2+3+4) 106.86 116.97
6 Non Current Assets 103.08 109.88
7 Current Assets 3.78 7.09
8 Total Assets (6+7) 106.86 116.97

9.0 CONSOLIDATED FINANCIAL STATEMENTS

The statement (in prescribed form AOC-1) as required under Section 129 of the CompaniesAct 2013 in respect of the Subsidiaries and Associate companies of the Company isannexed and forms an integral part of this Report. The Associate companies of the Companyas mentioned therein are (i) Madhya Pradesh Jaypee Minerals Limited (ii) MP Jaypee CoalLimited (iii) MP Jaypee Coal Fields Limited (iv) Kanpur Fertilizers & CementLimited (v) Jaypee Uttar Bharat Vikas Private Limited (vi) RPJ Minerals Private Limitedand (vii) Sonebhadra Minerals Private Limited. While (i) to (iii) have been discussed at7.0 (B) above (iv) & (v) at 8.0 (18) above (vi) & (vii) did not undertake anyoperational activity during the year 2015-16 pertaining to mining of minerals etc.

The consolidated financial statements of the Company & its Subsidiary companiesalongwith Associate companies as mentioned in form AOC-1 for the year ended 31stMarch 2016 prepared in accordance with Accounting Standard AS-21 "ConsolidatedFinancial Statements" prescribed by the Institute of Chartered Accountants of Indiaform part of the Annual Report and Financial Statements.

The Financial Statements of the subsidiary companies and the related detailedinformation (as per Section 129 of the Companies Act 2013) will be made available to theshareholders of the Company and subsidiary companies seeking such information. Thefinancial statements of the subsidiary companies will also be kept for inspection by anyshareholders in Company's Head Office and also that of the subsidiaries. Further theCompany shall furnish a hardcopy of financial statements of subsidiary companies to anyshareholder on demand.

The Company has also uploaded the Financial Statements of individual subsidiarycompanies on its website i.e. www.jalindia.com.

The Directors are of the opinion that the subsidiaries and Joint Ventures/ Associatecompanies of your Company have promising future.

10.0 OUTLOOK

Keeping in view the performance and future prospects of the Company's business theexpansion and diversifications being undertaken the business of its subsidiaries and theCompany's resolve to reduce the debt your Company is committed to enhance theshareholders' value.

11.0 DIRECTORATE

11.1 Cessation of Directorships:

(i) As reported last year also Shri Shiva Dixit Wholetime Director resigned w.e.f. 20thJuly 2015. The Board places on record its appreciation for his valuable contributionduring his tenure as Wholetime Director of the Company.

(ii) Shri Sarat Kumar Jain a Director and Vice Chairman of the Company resignedw.e.f. 6th June 2016 on health grounds. The Board places on record its deepestappreciation for his valuable contribution during his tenure as Director/Vice Chairman ofthe Company.

11.2 Appointments of Independent Directors:

As reported last year also Shri M.V. Phadke was appointed as IDBI Nominee Director onthe Board of the Company w.e.f. 10th June 2015 not liable to retire byrotation.

The composition of the Board is in compliance of the requirements of the Companies Act2013 and the SEBI (LODR) Regulations.

11.3 Retirement by rotation:

Shri Sunny Gaur and Shri Rahul Kumar Directors would retire by rotation at theforthcoming Annual General Meeting of the Company. The proposals for their re-appointmenthave been included in the Notice of the Annual General Meeting for your approval.

12.0 DEPOSITS

Your Company had a track record of being regular in repayment of deposits and paymentof interest thereon. As on 1st April 2014 the Company had outstanding fixeddeposits and interest payable thereon aggregating Rs. 2722.53 Crores which were to berepaid over a period of three years from the date of their respective acceptance. Howeverunder the new provisions of the Companies Act 2013 the outstanding deposits wererequired to be repaid by 31st March 2015.

Due to the changed provisions under the said Act the Company decided to stop acceptingfresh deposits/ renewing the existing deposits. Since the amount raised by the Companystood deployed in its business it was not feasible to repay such a huge amount within thesaid period. Accordingly the Company approached Hon'ble Company Law Board (CLB) forextension of time for repayment of outstanding Fixed Deposits. Seeing the satisfactoryprogress Hon'ble CLB has from time to time extended the time for such repayment finallytill 30th June 2016.

CLB has ceased to exist with effect from 1st June 2016 and in its placeNational Company Law Tribunal (NCLT) has acquired the jurisdictional authority over thematter. Hon'ble NCLT vide its Order dated 17th June 2016 has further extendedthe time upto 31st March 2017 for repayment of outstanding deposits andinterest thereon.

In the meantime the Company in compliance with the orders of the Hon'ble CLB/NCLThas been making repayments of deposits and payment of interest due thereon.

As on 31st March 2016 an aggregate amount of Rs. 1304.14 Crores waspayable towards repayment of deposits and interest thereon. Since 1st April2014 against an aggregate outstanding of Rs. 2722.53 Crores the Company has as on 31stMarch 2016 settled FDs aggregating Rs. 1418.39 Crores (including interest payablethereon).

Your Company has a firm resolve to repay the outstanding deposits and interest payablethereon aggregating approximately Rs. 1304.14 Crores as on 31st March 2016at the earliest possible out of its resources including the proceeds of the impendingdivestments.

13.0 AUDITORS AND AUDITORS' REPORT

13.1 Statutory Auditors:

M/s. M.P. Singh & Associates Chartered Accountants (Firm's RegistrationNo.002183C) Auditors of the Company were appointed as Statutory Auditor of the Companyfor a term of three consecutive financial years i.e. for 201415 2015-16 & 2016-17 in17th Annual General Meeting (AGM).

They hold office from the conclusion of the 17th AGM held on 27thSeptember 2014 till conclusion of the 20th AGM of the Company to be held in theyear 2017 subject to ratification by the shareholders at every AGM.

Necessary proposal for ratification of their appointment has been included in theNotice of the AGM for your approval.

13.2 Secretarial Auditors:

M/s Chandrasekaran Associates Company Secretaries (COP No. 5673) were appointed asSecretarial Auditor of the Company on 30th May 2015 by the Board of Directorsbased on recommendations of the Audit Committee as per Section 204 of the Companies Act2013 for the financial year 2015-16. They resigned w.e.f. 10 February 2016 as they werein the process of conversion of their firm into LLP.

The Board appointed CS Ashok Tyagi (COP No. 7322) Practising Company Secretary toconduct the Secretarial Audit for the financial year 201516. His Secretarial Audit Reportfor the financial year ended 31st March 2016 forms part of the Directors'Report.

Based on the recommendations of the Audit Committee the Board has further re-appointedCS Ashok Tyagi (COP No. 7322) practising Company Secretary to conduct the SecretarialAudit for the financial year 2016-17 as per Section 204 of the Companies Act 2013.

13.3 Cost Auditors:

For the financial year 2015-16 M/s. J.K. Kabra & Co. Cost Accountants (Firm'sRegistration No. 2890) are carrying out the cost audit in respect of applicable businessesof the Company and their report will be filed with Central Government in due course.

For the financial year 2016-17 the Board of Directors of the Company havere-appointed based on recommendations of the Audit Committee M/s. J.K. Kabra & Co.Cost Accountants (Firm's Registration No. 2890) as Cost Auditors for auditing the costaccounts in respect of applicable businesses of the Company.

Their remuneration is subject to ratification by shareholders for which a proposal iscontained in the Notice of AGM.

14.0 CORPORATE GOVERNANCE

Report on Corporate Governance and Management Discussion & Analysis Report interms of Regulation 34 and 53 read with Schedule V of Listing Obligations & DisclosureRequirements Regulations 2015 (LODR) are annexed and form part of this Annual Report.

A certificate from the Auditors confirming compliance with the conditions of CorporateGovernance is also annexed.

The Company is complying with the Corporate Governance norms laid down in LODR.

15.0 BUSINESS RESPONSIBILITY REPORT

In terms of Regulation 34 of LODR a Business Responsibility Report (BRR) in theprescribed format is annexed and forms part of this Annual Report describing theinitiatives taken by the Company from an environmental social and governance perspectivetowards adoption of responsible business practices.

The BRR as well as the Company's Policy on Sustainable Development are accessible onthe Company's website www.jalindia.com.

16.0 EMPLOYEE RELATIONS & PREVENTION OF SEXUAL HARASSMENT OF WOMEN AT WORK PLACEEMPLOYEE RELATIONS

Employee relations continued to be cordial throughout the year. Your Directors wish toplace on record their sincere appreciation for the excellent spirit with which the entireteam of the Company worked at all sites and all offices and achieved commendable progress.

CASES FILED PERTAINING TO SEXUAL HARASSMENT OF WOMEN AT WORK PLACE

There was no case filed by any woman during the Calendar year 2015 nor during Calendaryear 2016 (till date) pertaining to sexual harassment of women at work place. The Companyhas formed an 'Internal Complaints Committee' pursuant to the provisions of 'The SexualHarassment of Women at Workplace (Prevention Prohibition and Redressal) Act 2013' forthe purpose of prevention of sexual harassment of women at workplace. The said Committeegave its Report for the Calendar Year 2015 as well as Interim Report for the Calendar year2016 (till date) which confirms that no such case has been filed during the said periods.

17.0 OTHER REQUIREMENTS OF COMPANIES ACT 2013

17.1 EXTRACT OF THE ANNUAL RETURN UNDER SECTION 92 (3)

The extract of the Annual Return as provided u/s 92(3) (in form MGT-9) is enclosed asAnnexure-1.

17.2 THE NUMBER OF MEETINGS OF THE BOARD

The total no. of meetings of the Board of Directors held during the Financial year2015-16 is 7 (Seven).

The Board Meetings were held on:

(i) 30th May 2015 (ii) 8th August 2015 (iii) 30th September2015 (iv) 14th November 2015 (v) 13th February 2016 (vi) 29thFebruary 2016 and (vii) 31st March 2016.

17.3 DIRECTORS' RESPONSIBILITY STATEMENT

Based on internal financial controls work performed by the internal statutory costand secretarial auditors and external agencies the reviews performed by the managementand with the concurrence of the Audit Committee pursuant to Section 134(5) of theCompanies Act 2013 the Board states having:

a) followed the preparation of the annual accounts the applicable accounting standardswith proper explanation relating to material departures.

b) selected such accounting policies and applied them consistently and made judgmentsand estimates that are reasonable and prudent so as to give a true and fair view of thestate of affairs of the Company at the end of the financial year and of the profit andloss of the Company for that period.

c) taken proper and sufficient care for the maintenance of adequate accounting recordsin accordance with the provisions of Companies Act 2013 for safeguarding the assets ofthe Company and for preventing and detecting fraud and other irregularities;

d) prepared the annual accounts on a going concern basis.

e) laid down internal financial controls to be followed by the Company and that suchinternal financial controls are adequate and were operating effectively; and

f) devised proper systems to ensure compliance with the provisions of all applicablelaws and that such systems were adequate operating effectively and the same are beingstrengthened on continuous basis from time to time.

17.4 STATEMENT ON DECLARATIONS GIVEN BY INDEPENDENT DIRECTORS UNDER SECTION 149(6) & (7)

In Compliance with the provisions of Section 149(6) & 149 (7) the Companies Act2013 and LODR Company has received declarations from all the Independent Directors of theCompany.

17.5 NOMINATION AND REMUNERATION POLICY UNDER SECTION 178(3).

The Company has a policy on Nomination and Remuneration as approved by Board and itsdetails are given under Corporate Governance Report.

17.6 COMMENT ON QUALIFICATION RESERVATION OR ADVERSE REMARK OR DISCLAIMER MADE(IF ANY)

17.6.1 BY THE STATUTORY AUDITORS

The observation of Statutory Auditors and Notes to the financial statements areselfexplanatory.

Their observations/qualifications and reply of management is given below:

ON STAND-ALONE FINANCIAL STATEMENTS

Observation 1: The qualifications of

Statutory Auditors in para (i) (c) of Annexure B of their Report on the StandaloneFinancial Statements pertain to not holding the title deeds of some lands in the name ofthe Company.

Reply: Transfer of title deeds in the name of Company is in process which would takesome time.

Observation 2: The qualifications of

Statutory Auditors in para (vii) & (viii) of Annexure B of their Report on theStandalone Financial Statements pertain to

(i) non-payment of some statutory dues

(ii) delay in repayment of principal amount of loans/ borrowings/ debentures andinterest thereon

Reply: During the year due to slowdown in economy which impacted infra-structurecompanies recession in real estate sector and due to heavy interest cost theprofitability and cash flows of the Company had been under stress. The delay in payment ofthese dues was due to lack of sufficient operating cash flows being generated by theCompany. The management has been taking steps on a proactive basis including thedivestment initiatives such as hiving off of its cement plants sale of wind power plantssale of stake in subsidiary company etc. as reported from time to time to honor its debt& other obligations.

ON CONSOLIDATED FINANCIAL STATEMENTS

Observation 1: para 5 (a) of their Report (Basis of Qualified opinion) (related toSPGCL)

In the Consolidated Financial statements wherein expenditure incurred during theconstruction and incidental to setting up of the project by Sangam Power GenerationCompany Limited (SPGCL) an ultimate subsidiary of the Company for development of 1320 MWPower Project at Tehsil Karchana Distt. Allahabad Uttar Pradesh have been carriedforward as 'Capital Work in progress'. In view of abnormal delay in handing over thepossession of land SPGCL has requested Uttar Pradesh Power Corporation Ltd. (UPPCL) totake over the project and refund of investment made by it. The matter is underconsideration of UPPCL. The management does not expect any material adjustment in thecarrying value of assets including Capital Work in Progress. The Auditors of SPGCL areunable to comment whether any adjustment is required in the carrying value of assets andliabilities.

Reply: The observation pertains to ultimate Subsidiary of the Company i.e. Sangam PowerGeneration Company Limited (SPGCL) (which is a subsidiary of JPVL) that was incorporatedfor development of 1320 MW Power Project at Tehsil Karchana Distt. Allahabad UttarPradesh. SPGCL had executed conveyance deeds in respect of the land for the project butphysical possession of the land could not be handed over by the District Administrationdue to continuous agitation by the local villagers. Despite various steps having beentaken by SPGCL for implementation of the project no physical activity could be started onthe ground because of non-availability of the land for reasons beyond the control of theSPGCL. The Directors of Sangam Power Generation Company Limited do not expect any materialadjustment in the carrying value of assets including Capital Work in Progress.

Observation 2: para 5 (b) of their Report (Basis of Qualified opinion) (related toGJCIL)

In respect of Gujarat Jaypee Cement & Infrastructure Limited (GJCIL) a JointVenture company of Jaiprakash Associates Ltd. and Gujarat Mineral Development Corporation(GMDC) the Board of Directors of GJCIL have decided to terminate the Share HoldersAgreement between the joint venturers viz. Jaiprakash Associates Ltd. and GMDC andinitiate winding up of the subsidiary company i.e. GJCIL once approval for terminationfrom the Board of GMDC is received.

Reply: In respect of Gujarat Jaypee Cement & Infrastructure Corporation Limited(GJCIL) (a Joint Venture subsidiary) termination of the Shareholders Agreement betweenthe joint venturers i.e. JAL & Gujarat Mineral Development Corporation (GMDC) and thewinding up of GJCIL would have no significant impact on the carrying value.

Observation 3: para 5 (c) of their Report (Basis of Qualified opinion) (related to HEL)

In respect of Himalyan Expressway Limited

(Subsidiary) the calculation of depreciation on the toll road has been made keeping theCompany's request to NHAI for granting extension of the concession period up to 5th October2029 as against the existing period up to 28th February 2028 which results incharging of depreciation in Profit and Loss Statement at lower value.

Reply: In respect of Himalyan Expressway Limited (Subsidiary) the management ispursuing for grant of extension of the concession period and expects that the extensionwould be granted by National Highway Authority of India.

Observation 4: para 5 (d) of their Report (Basis of Qualified opinion) (related toJACL)

In respect of Jaypee Assam Cement Limited

(JACL) (a subsidiary) its Financial Statements indicate that the accumulated losses ofthe company (JACL) as at 31st March 2016 amounting to Rs.10338964/- aremore than the issued and paid up share capital of the company (JACL) of Rs.630000/- andthus eroding the net worth of JACL to negative and in view of uncertainties related tofuture outcome the company's ability to continue as a going concern is dependent upon itsHolding Company's commitment to provide continued financial support. However thefinancial statement of JACL has been prepared on going concern basis for the reason statedabove.

Reply: In respect of Jaypee Assam Cement Limited (JACL) (subsidiary) the Company (JAL)has consolidated results of JACL as a going concern. Project undertaken by JACL has beensuspended due to adverse security situation. The Holding Company (viz. JAL) will extendnecessary support at appropriate time. Hence JACL continues to be a going concern.

Observation 5: para 7 of their Report (Emphasis of Matter) (related to sevensubsidiary/associate companies)

In respect of following companies Company Secretary as required by Section 203 of theCompanies Act 2013 read with the Companies (Appointment and Remuneration of ManagerialPersonnel) Rules 2014 has not been appointed or there was no Company Secretary as at 31stMarch 2016:

a) Jaypee Fertlizers & Industries Limited

b) Kanpur Fertilizers and Cements Limited

c) Jaypee Meghalaya Power Limited

d) Jaiprakash Agri Initiatives Company Limited

e) Jaypee Arunachal Power Limited

f) Jaypee Uttar Bharat Vikas Private Limited

Further In respect of Sangam Power Generation Company Limited the company is yet toappoint management person except Company Secretary as per the requirement of Section 203of the Companies Act 2013.

Reply: In respect of Kanpur Fertilizers and Cements Limited the Company Secretary hadleft recently and efforts are being made to appoint a Company Secretary. As regards restof the Companies relating to emphasis of matter it is stated that said companies arelying dormant without any source of income these Companies are however looking forsuitable candidate to be appointed as Company Secretary (other management personnel incase of Sangam Power Generation Company Limited) for compliance of the requirements ofCompanies Act 2013.

Observation 6: para 8(1)(d) of their Report (Report on Other Legal and RegulatoryRequirements) (general comment)

Except for the effect of the matters described in the Basis for qualified opinionparagraph in our opinion the aforesaid consolidated financial statements comply with theAccounting Standards specified under Section 133 of the Act read with Rule 7 of theCompanies (Accounts) Rules 2014.

Reply: The observation is general & self explanatory and the necessary replies arecovered under the above explanations.

It is further reported that none of the above observations of Auditors in theirStandalone/ Consolidated Audit Report would result into any impact on the figures of theStandalone/ Consolidated Financial Statements of the Company.

17.6.2 BY THE COMPANY SECRETARY IN PRACTICE IN SECRETARIAL AUDIT REPORT

The observations of Secretarial Auditors are self-explanatory. Their observations andreply of management is given below:

Observation 1: There had been occasional delays in the repayment of its outstandingdues and interest thereon to the Banks/ Financial Institutions.

Reply: The observation is same as reported by the Statutory Auditors above. Please seethe reply of management at point no. ii related to Stand-alone Financial Statements.

Observation 2: The Fixed Deposits accepted by the Company are being repaid to theDeposit holders as per the orders obtained from Hon'ble Company Law Board by the Companyfrom time to time.

Reply: The observation is expression of a fact only. As the Company could not repay thefixed deposits in time due to reasons mentioned above the Company is paying the amountsdue to Deposit holders as per the orders of Hon'ble Company Law Board (and now Hon'bleNational Company Law Tribunal as Company Law Board has ceased to exist with effect from 1stJune 2016) from time to time.

17.7 PARTICULARS OF LOANS GUARANTEES OR INVESTMENTS UNDER SECTION 186

The Particulars of Loans Guarantees or Investments are given are given in the notes tofinancial statements especially under Note No. 13 16 & 37 of the FinancialStatements.

17.8 PARTICULARS OF CONTRACTS OR ARRANGEMENTS WITH RELATED PARTIES REFERRED TO INSECTION 188(1)

The particulars as per the prescribed Format (AOC-2) are enclosed as Annexure 2.

All the related party transactions during the year were on an arm's length basis and inordinary course of business.

17.9 STATE OF COMPANY AFFAIRS IS MENTIONED IN THE BEGINNING OF DIRECTORS' REPORT

The State of Company Affairs is given in Para No. 1 6 & 7 above.

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

NIL.

17.11 AMOUNT IF ANY WHICH COMPANY RECOMMENDS SHOULD BE PAID BY WAY OF DIVIDEND

NIL.

17.12 MATERIAL CHANGES AND COMMITMENTS IF ANY AFFECTING THE FINANCIAL POSITION OF THECOMPANY WHICH HAVE OCCURRED BETWEEN THE END OF THE FINANCIAL YEAR OF THE COMPANY TO WHICHTHE FINANCIAL STATEMENTS RELATE AND THE DATE OF THE REPORT

There are no material changes and commitments affecting the financial position of theCompany between 31st March 2016 and the date of this report except theamalgamation and divestments reported above.

17.13 CONSERVATION OF ENERGY TECHNOLOGY ABSORPTION FOREIGN EXCHANGE EARNINGS ANDOUTGO

Particulars with respect to conservation of energy technology absorption foreignexchange earnings & outgo pursuant to Section 134 of the Companies Act 2013 readwith Companies (Accounts) Rules 2014 for the year ended 31st March 2016 areannexed as Annexure 3 and form an integral part of this Report.

17.14 STATEMENT INDICATING DEVELOPMENT AND IMPLEMENTATION OF A RISK MANAGEMENT POLICYFOR THE COMPANY INCLUDING IDENTIFICATION THEREIN OF ELEMENTS OF RISK IF ANY WHICH IN THEOPINION OF THE BOARD MAY THREATEN THE EXISTENCE OF THE COMPANY.

i) The Company has a Risk Management policy as approved by Board and its details aregiven in the Corporate Governance Report.

ii) In the opinion of the Board there is no known risk which may threaten theexistence of the Company.

17.15 DETAILS ABOUT THE POLICY DEVELOPED AND IMPLEMENTED BY THE COMPANY ON CORPORATESOCIAL RESPONSIBILITY INITIATIVES TAKEN DURING THE YEAR

The details about the Corporate Social Responsibility (CSR) Policy are given inCorporate Governance Report.

The said Policy is available on following link [www.jalindia.com/attachment/CSRpolicy.pdf]

The Initiatives taken by Company during the year are given in Annexure - 4.

17.16 STATEMENT INDICATING THE MANNER IN WHICH FORMAL ANNUAL EVALUATION HAS BEEN MADEBY THE BOARD OF ITS OWN PERFORMANCE AND THAT OF ITS COMMITTEES AND INDIVIDUAL DIRECTORS.

The Annual Evaluation of Board its Committees and Directors is done as per theCriteria laid down by the Nomination and Remuneration Committee (NRC). The Board carriedevaluation of its performance and also of Executive Directors of the Company.

The Board also carried out the evaluation of its following committees mentioned at (A)to (H) and committee mentioned at (I) was constituted on 4th July 2016 only.The Committees of Board and their composition is as under:

A) AUDIT COMMITTEE

1. Shri R.N. Bhardwaj Chairman

2. Shri B.K. Goswami Member

3. Shri S.C. Bhargava Member

4. Shri K.P. Rau Member

B) STAKEHOLDERS RELATIONSHIP COMMITTEE

1. Shri T.R. Kakkar Chairman (w.e.f. 4th July 2016)

2. Shri S.K Sharma Member

3. Shri Rahul Kumar Member

(Note : Shri S.K. Jain was Chairman of this committee till 6th June 2016i.e. the date when he resigned from the Board.)

C) NOMINATION & REMUNERATION COMMITTEE

1. Shri B.K. Goswami Chairman

2. Shri S.C. Bhargava Member

3. Ms. H.A. Daruwalla Member.

D) RESTRUCTURING COMMITTEE

1. Shri B. K. Goswami Chairman

2. Shri C.P. Jain Member

3. Ms. H.A. Daruwalla Member

4. Shri Sunny Gaur Member

5. Shri Rahul Kumar Member

E) CSR (Corporate Social Responsibility) COMMITTEE

1. Shri B.K. Goswami Chairman

2. Shri Sunny Gaur Member

3. Shri Pankaj Gaur Member

4. Shri Rahul Kumar Member

5. Shri T.R. Kakkar Member.

F) FINANCE COMMITTEE

1. Shri B. K. Goswami Chairman

2. Shri Sunil Kumar Sharma Member

3. Shri Rahul Kumar Member

G) RISK MANAGEMENT COMMITTEE

1. Shri Manoj Gaur Chairman

2. Shri K.N. Bhandari Member

3. Shri Pankaj Gaur Member

4. Shri Rahul Kumar Member.

H) COMMITTEE FOR STATUTORY POLICIES

1. Shri Manoj Gaur Chairman

2. Shri R.N. Bhardwaj Member

3. Shri S.C. Bhargava Member

4. Shri Rahul Kumar Member

I) FINANCIAL RESTRUCTURING COMMITTEE

(constituted w.e.f. 4th July 2016)

1. Shri B. K. Goswami Chairman

2. Shri Sunil Kumar Sharma Member

3. Shri K.N. Bhandari Member

4. Shri C.P. Jain Member

5. Shri Rahul Kumar Member

The Independent Directors also carried out evaluation of Board of Directors ExecutiveChairman & other Directors in their meeting held on 31st March 2016.

More details are given in Corporate Governance Report.

17.17 THE DETAILS OF SIGNIFICANT AND MATERIAL ORDERS PASSED BY THE REGULATORS OR COURTSOR TRIBUNALS IMPACTING THE GOING CONCERN STATUS AND COMPANY'S OPERATIONS IN FUTURE

There is no significant order passed by the regulators or courts or tribunals impactingthe going concern status except as reported in Notes to Financial Statements/ DirectorsReport.

17.18 DETAILS IN RESPECT OF ADEQUACY OF INTERNAL FINANCIAL CONTROLS WITH REFERENCE TOTHE FINANCIAL STATEMENTS.

The Company has laid down strong internal financial controls & checks which areeffective and operational.

The Internal Audit of the Company for FY 201516 has been carried out as under:

1. by M/s Ernst & Young LLP for Cement Division (Cement & Asbestos Sheets)

2. by M/s Dewan PN Chopra & Co. Chartered Accountants for rest of the business ofthe Company (Engineering Power Real Estate etc.).

3. by an in-house Internal Audit Department headed by Shri R.B. Singh CharteredAccountant.

4. Internal Audit of some Regional Marketing Offices (RMOs) is being carried out bylocal firms of chartered accountants engaged to assist the Internal Audit Department asunder:

i. M/s Manish Goyal & Associates Gwalior for RMOs at Hydrabad Chennai BangaloreAllahabad & Lucknow

ii. M/s Lodha & Co. New Delhi for RMOs at Delhi Chandigarh & Patna.

5. The Internal Audit of Hotel Division is carried out as under:

i. M/s V.P. Jain & Associates for Jaypee Vasant Continental New Delhi

ii. M/s Pankaj Oswal & Co. for Jaypee Siddharth New Delhi and Jaypee Greens Golf& Spa Resort Gr. Noida

iii. M/s Subodh Taparia & Co. for Jaypee Palace Agra and Jaypee Residency ManorMussoorie.

The Audit Committee regularly interacts with the Internal Auditors the StatutoryAuditors and senior executives of the Company responsible for financial management andother affairs. It studies the internal control systems and checks & balances forcontinuous updation and improvements therein.

The Audit Committee also regularly reviews & monitors the budgetary control systemof the Company as well as system for cost control financial controls accountingcontrols physical verification controls etc.

The Audit Committee has regularly observed that proper internal financial controls arein place including with reference to financial statements.

17.19 DETAILS PERTAINING TO REMUNERATION AS PER RULE 5(1) OF THE COMPANIES (APPOINTMENTAND REMUNERATION OF MANAGERIAL PERSONNEL) RULES 2014

The Details are enclosed as Annexure - 5.

The whole-time Directors of the Company have voluntarily foregone upto 50% of theirsalaries to support the Company in this period of hardship and difficulties.

17.20 DETAILS PERTAINING TO REMUNERATION AS PER RULE 5(2) & (3) OF THE COMPANIES(APPOINTMENT AND REMUNERATION OF MANAGERIAL PERSONNEL) RULES 2014.

The Details are enclosed as Annexure-6.

18.0 ACKNOWLEDGEMENT

Your Directors wish to place on record their appreciation for and gratitude to variousDepartments and Undertakings of the Central and State Governments Industrial DevelopmentBank of India The Life Insurance Corporation of India General Insurance Corporation ofIndia and its Subsidiaries IFCI Limited ICICI Bank Limited Axis Bank Limited Export-Import Bank of India and Consortium of Banks and valued customers and the employees of theCompany for their valuable support and co-operation.

Your Directors also wish to place on record their appreciation of the wholehearted andcontinued support extended by the Shareholders and Investors as well as employees of theCompany which has always been a source of strength for the Company.

On behalf of the Board

MANOJ GAUR
Executive Chairman & CEO
DIN: 0008480
Place : New Delhi
Date : 4th July 2016

Enclosed:

Annexure-1 : Form No. MGT-9 (Extract of Annual Return) Annexure-2 : Form AOC-2 (Detailsof Contracts or Arrangements or Transactions)

Annexure-3 : Conservation of Energy Technology Absorption and Foreign ExchangeEarnings & and Outgo Annexure-4 : Annual Report on CSR Activities Annexure-5 : Detailsof Remuneration as per Rule 5(1) of Companies (Appointment and Remuneration of ManagerialPersonnel) Rules 2014.

Annexure-6 : Information as per Rule 5(2) & 5(3) of Companies (Appointment andRemuneration of Managerial Personnel) Rules 2014.

Corporate Governance Report Management Discussion and Analysis Business ResponsibilityReport