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NBCC (India) Ltd.

BSE: 534309 Sector: Infrastructure
NSE: NBCC ISIN Code: INE095N01023
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VOLUME 595601
52-Week high 228.50
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P/E 55.66
Mkt Cap.(Rs cr) 20,138
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OPEN 224.00
CLOSE 220.30
VOLUME 595601
52-Week high 228.50
52-Week low 133.07
P/E 55.66
Mkt Cap.(Rs cr) 20,138
Buy Price 223.75
Buy Qty 2314.00
Sell Price 0.00
Sell Qty 0.00

NBCC (India) Ltd. (NBCC) - Director Report

Company director report

Dear Members

Your Directors are pleased to present the 56th Annual Report and the AuditedFinancial Statements for the Financial Year ended March 31 2016.

FINANCIAL HIGHLIGHTS

The financial highlights for the year under review are as follows:

(Rs in crore)

REVENUE

FY 2015-16

FY 2014-15

Consolidated Standalone Consolidated Standalone
Turnover 5759.86 5749.23 4358.59 4360.97
Other Operating Revenue 78.40 77.87 41.25 41.14
Other Income 129.08 129.05 147.14 146.58
Total Revenue (A) 5967.34 5956.15 4546.98 4548.69
EXPENDITURE
Land Cost & Material consumed 232.63 232.63 179.65 179.63
Increased/(decrease) in stock (301.13) (300.04) (155.13) (150.77)
Work &Consultancy Expenses 5250.68 5248.56 3834.80 3834.84
Employees Benefit Expenses 225.79 222.26 195.25 195.14
Finance cost 36.76 36.77 40.24 40.25
Depreciation 2.23 2.23 2.34 2.34
Other Expenses 72.71 71.19 52.67 51.94
Write offs 5.95 5.95 4.32 4.32
Prior Period Expenses 0.39 0.39 - -
Total Expenses (B) 5526.01 5519.94 4154.14 4157.69
Profit Before Tax (PBT) (A-B) 441.33 436.21 392.84 391.00
Tax expense
Current Tax 142.18 139.38 110.73 109.87
Deferred Tax (11.96) (11.96) 3.83 3.83
Profit After Tax (PAT) 311.11 308.79 278.28 277.30
Appropriations:
Transfer to General Reserve 61.76 61.76 55.46 55.46
Proposed Dividend 120.00 120.00 66.00 66.00
Dividend Distribution Tax 24.43 24.43 13.44 13.44
(' in Crores)
New Business secured

17516.53

7012.96

Balance work in hand

29782.80

18181.18

OPERATIONS AND BUSINESS PERFORMANCE

Consolidated

During the year under review Company's total income from operations increased by 32.69%i.e. to ' 5838.26 cr as compared to ' 4399.84 cr previous year and Profitafter tax increased by 11.80% i.e. to ' 311.11 cr against ' 278.28 Crprevious year.

Standalone

During the year under review Company's total income from operations increased 32.37%i.e. to ' 5827.10 cr as compared to ' 4402.11 cr previous year. Profit aftertax increased by 11.36% i.e. to ' 308.79 cr as compared to ' 277.30 crprevious year.

DIVIDEND

Your Directors have recommended dividend of ' 2/- per equity share of face valueof ' 2/- each (i.e. @ 100%) for the financial year 2015-16 subject to the approvalof the Members in the ensuing Annual General Meeting. The total dividend payable works outto ' 120 cr (excluding dividend distribution tax of ' 24.43 cr)

The dividend payout has been recommended considering the deployment of Company'sinternal accruals for growth plans.

MOU PERFORMANCE

NBCC is signing MOU with the Ministry of Urban Development (MoUD) since 1992-93. Theperformance of NBCC has been rated "EXCELLENT" by the Department of PublicEnterprises for all the years except 2012-13 when NBCC was rated "Very Good".

As per signed Memorandum of Understanding (MoU) for the FY 2015-16 with MoUD and thetargets had been laid down as follows:

(Rs in crore)

1. TARGET 2015-16 (As per MOU with the Ministry - BT (Basic Target)
(i) Turnover : 4200
(ii) Development of work load / Order Book : 5500
(iii) Profitability
a) Gross Margin : 457.80
b) Net Profit : 377.50
(iv) Revision of target during the financial year if any give details : Nil
2. ACHIEVEMENT 2015-16
(i) Sales Turnover : 5914.91
(ii) Development of work load / Order Book (as on 31.03.2016) : 17516.53

For the year 2015-16 based on the MoU parameters NBCC is likely to be slated "Excellent".

ORDER BOOK

At the beginning of the financial year 2015-16 opening work order in hand was '18181.18 crore and New orders of ' 17516.53 crore were procured and work of '5914.91 crore was executed thus balance work order of ' 29782.80 crore remained atthe close of the financial year 2015-16.

ISO CERTIFICATION

Your Company is a certified ISO 9001:2008 in the field of Project Management &Consultancy.

AWARD AND ACCOLADES

NBCC has been bestowed with the following award:-

1. World Business leader Award at the BIZZ 2016 by World Confederation of Business.

2. Gold Award in construction Sector at 15th Annual Greentech Safety Award2016.

3. Golden Peacock Business Excellence Award 2016 by Institute of Directors (IOD).

4. R & M Property Award 2015-16 in two categories

(i) Excellence in CSR Initiative and

(ii) Trusted Developer of the Year

5. Governance Now PSU Awards 2015

6. Gold Trophy Award for its Pavilion- Smart Hub at IITF 2015.

7. International Excellence Award by Institute of Economics Studies (IES)

8. Energy and Environment Foundation Global Green Building Award 2015

FIXED DEPOSITS

During the year under review your Company has not accepted any deposit and noprincipal or interest was outstanding as on March 31 2016.

LOAN GUARANTEES AND INVESTMENTS

Details of Loans Guarantees and Investments covered under the provisions of Section186 of the Companies Act 2013 are given in the notes to the Financial Statements formingpart of this Annual Report.

SUBSIDIARIES JOINT VENTURES AND ASSOCIATE COMPANIES

NBCC has set up Subsidiary Companies viz NBCC Services Limited (NSL) NBCC Engineering& Consultancy Ltd. (NECL) and NBCC GULF LLC. NSL has been incorporated on October 162014 with main objective to provide maintenance services and act as execution andimplementation agency to undertake CSR Projects on behalf of its own and otherorganisations and related activities. NECL has been incorporated on December 15 2015 byNBCC to undertake consultancy works. NBCC GULF LLC was incorporated on July 13 2015 inthe Sultanate of Oman to carry out building and civil construction work in gulf countries.

Real Estate Development & Construction Corporation of Rajasthan Limited (REDCCOR)was incorporated as Joint Venture Company with Govt. of Rajasthan on September 07 2015under the Companies Act 2013 in order to look into various re-development projects in thestate of Rajasthan.

HUMAN RESOURcE

The Company appreciates the effort of its competent human resources which has beeninstrumental in taking the Company to its present heights:

Manpower Profile (Discipline & Category Wise) as on 31.03.2016 is as under:

Category Engineers (C/E/M/ PHE/EM/ Arch./Sys. Engg./Plng. etc.) Finance HRM (Sectl./ RB/ Law/ Board/ CO/ P&PI) Material Mgmt. Technical (Other than Engrs.) i.e. DPM/SPE/ PE/ASM/JSE/ JE-I/JE- II/ WI/AWI OPERATIVE LEVEL OTHERS TOTAL
BOARD LEVEL 3 1 - - - - 4
OVO - - - - - - 1 1
‘A' 446 147 129 11 6 - - 739
‘B' 69 3 22 4 31 - - 129
O'(i) 85 - - - - - - 85
(ii) - 3 46 2 - - - 51
(!!!) - - - - 28 936 - 964
‘D' - - - - - 24 - 24
TOTAL 603 154 197 17 65 960 1 1997

Directive issued by the Govt. of India from time to time for filling up of vacanciesfor SC/ST/OBC/Ex.-servicemen have been followed in true spirit.

The position of recruitment of SO/ST employee's category wise for the year 2015-16 isas under:-

Group General

OBC

SC/S

T

Total

No.

SC

%(SC)

ST

%(ST)

1 Group ‘A’

38

12

09

15%

01

1.66%

60
2 Group 'B'

-

-

-

-

-

-

-
3 Group ‘C’

09

5

02

10.53%

03

15.78%

19
4 Group ‘D’

-

-

-

-

-

-

-
Total

47

17

11

25.53%

04

17.44%

79

iii Total Employees details Group wise SC/ST/VH/PH is as follows

Sl. No. Category of Posts

Nos. of employees

(Group) Total Employees SCs STs VH PH(OPH)
1 Gourp'A' 744 150 25 - 15
2 Gourp'B' 129 20 7 1 2
3 Gourp'C' 1100 14 6 - -
4 Gourp'D' 24 - - - -
Total 1997 184 38 1 17

iV Working status of Woman employee's category wise:

Sl. No. Category of Posts (Group) Nos. of Woman employees
1 Gourp'A' 61
2 Gourp'B' 14
3 Gourp'C' 37
4 Gourp'D' -
total 112

HUMAN RESoURcE DEVELoPMENT

With a view to attain the operational excellence rigorous and constant efforts arebeing carried out to meet the organization expectations as well as keeping pace with thechanging industrial scenario. In the FY 2015-16 several new policies were introduced andrequired old policies were modified focusing on Employee Centric Approach. Furthermany initiatives were taken towards creation of proficient HR Systems leading to increasedtransparency and effective communication system in the Company.

All the grievances related the employee has been disposed off during the period 2015-16by Central Grievance Committee in time.

The Organization has developed training Policy keeping in mind the functionaland behavioural skills of the employees desired at various levels. The External TrainingDivision deals with the nominating employees for the best in class trainings beingconducted by the various reputed institutes in the country. Especially in the area ofexternal trainings the policy guidelines have been issued for nominations under which theprocedure of SELF NOMINATION has been adopted to create a system transparency andto encourage the self learning among employees.

Training

Keeping in view the present innovative & challenging market the organization hasarranged need based In-House Training Programs / Technical Workshops to make our officials/ employees aware of latest trends / techniques & changes taking place in theirrespective fields and to enhance their knowledge so that they work with more potential& zeal to achieve the Organizational Goal.

Discipline-wise details of Officials / Employees imparted training during 2015-16 is asunder:

Sl. Name of Program No. No. of

Participants

Level of Officers Nominated
I. Engineering Discipline
1 2 Programs on Project Management in Construction Industry including MS Project & Excel 51 PM and upto JE
II. Sustainability Development
Sustainable Buildings Policies & Practices / Green Rating Project 20 DGM & upto PE
III. Finance Discipline
a) Services Tax VAT & Cess 21 CGM & upto Manager
b) Forex& Treasury Management 18 CGM & upto Manager
IV. Vigilance
Rules & Regulations 25 For all disciplines GM & upto AM
V. General Programs

 

Sl. Name of Program No. No. of

Participants

Level of Officers Nominated
a) Integrity Pact 22 GM & above of all disciplines
b) Road Map to Success 22 GM & above of all disciplines
c) Strategy Management / Creativity & Innovation 23 DGM & above of all disciplines
d) 2 Programs on Advance Excel 36 All levels in all disciplines.

Four Days' (each location) Program on Multi-skilling for non-executives was conductedat five locations i.e. Kharagpur Bhubneshwar Surat Bhopal & Delhi.

One Day Program for Drivers regarding updation of road safety / updation of trafficrules etc. was conducted at EDC Ghitorni which was attended by 30 participants.

In addition 21 Days In-house Residential Orientation Program for 40 new recruitees inEngineering Discipline for DPMs JE/MTs was arranged at Tivoli Garden Resort.

2-Weeks In-house Orientation Program for Management Trainees for three batches / spellsin the Finance Discipline was also arranged departmentally to make them aware of NBCC'swork culture.

CSR Senstization Program at three different locations i.e. at Bhubneshwar Surat &Delhi was conducted. Total participants attended the Program were 190.

INDUSTRIAL RELATIONS

During the FY 2015-16 no man days were lost in strike etc. since all the industrialdisputes and difference were resolved amicably across the table. Cordial & Harmoniousrelationship was maintained with all stake holders/Unions/ Association etc. throughstructured meetings held periodically.

POLICY AGAINST SEXUAL AND WORKPLACE HARASSMENT

We are continuously striving towards gender sensitization amongst our employees. Yourcompany scrupulously complies with The Sexual Harassment of Women at Workplace(Prevention Prohibition and Redressal) Act 2013. To redress the issues of SexualHarassment at workplace Special Cell have been constituted for taking disciplinary actionagainst the delinquent employees.

For the year 2015-16 under review there were one case filed & resolved pursuant tothe Sexual Harassment of Women at Workplace (Prevention Prohibition and Redressal) Act2013.

OFFICIAL LANGUAGE

Pursuant to the provisions of Government's Official Language Policy the employees areencouraged to use Hindi in their day to day working. Incentive schemes such as HindiNoting Drafting Incentive Scheme Hindi Dictation Incentive Scheme Hindi IncentiveAllowance to Stenographers and Typist for doing official work in Hindi etc. have beenimplemented in the Company in which employees participated. Quarterly meetings of OfficialLanguage Implementation committee (oLIO) are held to review the progressive use ofofficial language 'Hindi' in the Company.

Hindi Protsahan Mas was observed from September 01 to September 30 2015 in whichvarious activities were organised and many employees took active part in it. HindiDiwas was also celebrated in this month. On December 14 2015 Swarachit Kavita PathPratiyogita (Self composed Poetry competition) organized in which employees of many PSEsparticipated. Winners have been awarded with Prize Certificate and Shield. NBCC has beenhonoured during Town Official Language Committee meeting on 25.02.2016 for organizingKavita Path Prtiyogita . Shri Rajendra Chaudhary Director (Commercial) received Shieldfrom Secretary Official Language Ministry of Home Affairs. During the year First issueof NBCC House Magazine NBCC NIRMAN BHARATI in Hindi also published. For the year 2015-16Quarterly Hindi Vyavhar Pratiyogita (Use of Hindi in day to day official work) has beenorganised in which various participants took part and prizes were given to them. HindiInspections were conducted by the Rajbhasha Division in the various Divisions at CorporateOffice and Regional Business Groups (RBG)/Strategic Business Groups (SBG) /Zonal Officesto oversee use of official language Hindi in day to day working. Further progress ofOfficial Language Implementation was also reviewed in the quarterly General Manager'sConference.

MANAGEMENT DISCUSSION AND ANALYSIS REPORT

Management Discussion and Analysis Report as per Regulation 34 of SEBI (ListingObligations and Disclosure Requirements) Regulations 2015 forms part of this AnnualReport as Annexure - I.

DIRECTORS’ RESPONSIBILITY STATEMENT

Your Directors confirm that:

- in the preparation of annual accounts for the financial year ended March 31 2016 the applicable Accounting Standards read with requirements set out under Schedule III tothe Act have been followed and there are no material departure from the same;

- the Directors have selected such accounting policies and applied them consistentlyand made judgements and estimates that are reasonable and prudent so as to give a true andfair view of the state of affairs of the Company as at March 312016 and of the profit ofthe Company for the period ended on that date ;

- the Directors have taken proper and sufficient care for the maintenance of adequateaccounting records in accordance with the provisions of the Act for safeguarding theassets of the Company and for preventing and detecting fraud and other irregularities;

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

- the Director has laid down internal financial controls to be followed by the Companyand such internal controls are adequate and are operating effectively and

- the Directors have devised proper system to ensure compliance with the provisions ofall applicable laws and that such systems are adequate and operating effectively.

CORPORATE GOVERNANCE REPORT

The Company is committed to maintain the highest standards in Corporate governance soas to ensure highest level of transparency to meet the stakeholders' expectations.

The Company complies with the SEBI (Listing Obligations and Disclosure Requirements)Regulations 2015 and guidelines issued by DPE on Corporate Governance.

The Corporate Governance Report for the year ended March 31 2016 forms part of thisreport as Annexure- II.

CONTRACTS AND ARRANGEMENTS WITH RELATED PARTIES

Particulars of contracts/ arrangements/ transactions referred to in section 188(1) ofthe Companies Act 2013 in prescribed Form AOC-2 as enclosed to this Report as Annexure-III.

During the year under review the company had not entered into any contract/arrangement/transaction with related parties which could be considered material inaccordance with the policy of the Company on materiality of related party transaction.

The policy on materiality of related party transactions as approved by the Board isavailable on the Company's website at the link http://nbccindia.com/nbccindia/nroot/njsp/Policies.jsp

QUALITY CELL

NBCC conducts the internal quality audits on planned basis during phase of project byquality department. The records of quality audit are maintained during & aftercompletion of project.

The respective Director reviews the quality audit and suggests the advisory measuresand fixes the responsibility in case of any non-conformity.

The internal quality audit involves two major activities:

- Obtaining an understanding of management's process for evaluating the effectivenessof the entity's internal control.

- Performing procedures to obtain sufficient evidence about the design effectivenessand operating effectiveness of the entity's internal control.

QUALITY ASSURANCE/QUALITY CONTROL MANUAL

Company is committed to follow the quality norms and standardized specific process asspecified in the contract to maintain the desired quality at all units. As part of thecontinuous apprising and to facilitate the functional requirements a QualityAssurance/Quality Control Manual has been prepared and issued with reference to specificstandards/ CPWD specifications/general construction practice.

SAFETY

Safety in construction is not a matter to be taken lightly. In fact safety needs to bethe top most priority in every aspect of construction at all times. National Safety week(4th- 11th March 2016) has been celebrated at Head Office organized by Quality Cell& General Guidelines for Safety has been released by the CMD on this occasion tofacilitate the requirements of Safety at project sites.

CORPORATE SOCIAL RESPONSIBILITY COMMITTEE (CSR) & SUSTAINABILITY DEVELOPMENT

The Company's Corporate Social Responsibility (CSR) Committee has formulated andrecommended to the Board CSR Policy which can be accessed on the Company's website at thelink http://nbccindia.com/nbccindia/nroot/njsp/Policies.jsp

The Company also have a Sustainability Policy to affirm its commitment in contributingtowards a clean and sustainable environment and make it an integral part of theconstruction as well as business operations of the Company with a view to preserve themother earth and environment and give our customers stake holders society at large andfuture generations good quality of life and a better place to live.

The Committee has also recommended the CSR activities in compliance to Schedule VII tothe Act. The Annual Report on CSR activities forms part to this Annual Report as Annexure-IV.

COMPLIANCE OF DPE GUIDELINES AND POLICIES

The guidelines and policies issued by Department of Public Enterprises from time totime are duly complied with by the company.

MSME IMPLEMENTATION

Total purchase of stationery including printing toner etc. is amounting to '28.08 lacs for the year 2015-16 out of which ' 12.92 lacs i.e 46% of totalpurchase was procured through MSMEs. Nothing remains unpaid to the supplier at the end ofthe financial year 2015-16.

risk management

The Company has formed a Risk Management Committee which monitor the principal risksand uncertainties that may affect the functioning of the Company. The Company's riskmanagement policy is available on the website at the link. http://nbccindia.com/nbccindia/nroot/njsp/Policies.jsp

INTERNAL FINANCIAL CONTROL

The Company has in place adequate internal financial controls for ensuring orderly andefficient conduct of its business including adherence to the Company's policiessafeguarding of its assets prevention of frauds accuracy of accounting records andtimely preparation of reliable financial disclosures.

VIGILANCE ACTIVITIES

The vigilance function with the Company is an integral part of the management.Vigilance Division is the nodal section for handling all vigilance matters of NBCC. Itbelieves that with best practices adequate controls and transparency in place decisionstaken will be professionally efficiently effectively and consistently leading to thecorporate excellence. The Vigilance Division of the Company is under the charge of ChiefVigilance Officer (of the rank of Joint Secretary) who is from outside the cadre of NBCCofficials. Vigilance Awareness Week was observed in the Company & its Zonal/ SBG/ RBGoffices from October 26 2015 to October 312015 with the theme "PreventiveVigilance".

Measures taken for systemic improvement related to Vigilance:

Complaint database is being maintained to effectively monitor their status resulting inreduction in their pendency. Database is maintained of all cases pertaining to minor andmajor penalty proceedings. Status of all cases is regularly updated so as to keep track ofthe deadlines and actions required to be undertaken. Database of all CTE para reports CBICases and Departmental Inquiries is made so as to keep track on all of them. Digitizationof documents has been started as per CVC directive. Action has been taken for onlinefiling of Annual Property Return from this year i.e. 2015. APR in respect of all employeesin A&B category has been uploaded on the website for promoting transparency. SummerTraining Policy/ Internship uploaded in ERP for better transparency. Streamlining offinancial power six months prior to superannuation of officers holding the key positionsis one more initiative taken to improve transparency. HRM division issued a circular thatany grievance/ representation will be acknowledged first within 3 days and then it will bedisposed off within one month after discussing with appropriate authorities

VIGIL MECHANISM

The Company has well placed vigil mechanism for directors and employees to reportgenuine concerns about unethical behaviour actual or suspected fraud or violation to theCompany's Code of conduct which includes the duly adopted Whistle Blower Policy uploadedon Company's website at the link. http://nbccindia.com/nbccindia/nroot/njsp/Policies.jsp

INVESTORS RELATIONS CELL

The Company's Investors Relation Cell deals with the investors of the Company. TheCompany keeps investors and the market fully equipped with the information that may have amaterial effect on the price or value of the Company's Stock by timely disclosure ofinformation through Stock Exchanges and enhances Corporate Governance by encouraging aculture of transparency in relation to the Company's corporate activities and proposals.

A designated Nodal Officer organizes regular analyst/investor's meet and settles theirqueries suitably. The Company's business developments financial reports announcementsanalyst meet & Investor conferences schedules news releases and other information areposted on the corporate website. Both current information and archives of previouslyreleased information including presentation slides and announcements can be found underthe "Investors" section of the corporate website. The e-mail id of the concernedcell is investors@nbccindia.com

POSTAL BALLOT

Your Company successfully conducted Postal Ballot in the current financial year seekingapproval of the shareholders on the proposals by passing ordinary/special resolution(s)viz. (i) Approval for splitting of the Company's equity shares of ' 10/- each intofive (5)equity shares of face value ' 2/- each (ii) Approval to amend the CapitalClause in the Memorandum of Association of the Company and (iii) Approval for change ofname of the Company to "NBCC (India) Limited" with consequential alteration toMemorandum of Association and Articles of Association of the Company.

The result of the Postal ballot was declared on May 02 2016 and all the resolutionwere passed with requisite majority.

AUDITORS AND AUDITOR’S REPORT

Statutory Auditors

M/s Jagdish Chand & Co. Chartered Accountants was appointed as Statutory Auditorsfor the financial year 201516 by the Comptroller & Auditor General of India(C&AG). The notes on financial statement referred in the Auditor's Report are selfexplanatory and do not call for any further comments. The Auditors'Report is attached andforms part of this Annual Report.

Cost Auditors

M/s Shome & Banerjee Cost Accountants were appointed as Cost Auditor of theCompany for the financial year 2015-16.

Secretarial Auditors

The Company had appointed M/s PC Jain & Company a firm of Company Secretaries inpractice to undertake the Secretarial Audit of the Company for the financial year 2015-16.The Secretarial Audit Report is annexed and forms part of this Annual Report in Annexure-V

COMMENTS OF C&AG

Comptroller & Auditor General of India (C&AG) has offered "NIL"comments on the financial statements of the Company for the FY 2015-16 which forms part ofthis Report.

AUDIT COMMITTEE

The Company has constituted Audit Committee with the member's viz. Shri Durga ShankerMishra Chairman Smt Jhanja Tripathy and Shri S K Chaudhary as members. Therecommendations made by the Audit Committee are accepted by the Board.

NUMBER OF MEETING OF BOARD OF DIRECTORS

Pursuant to the Companies Act 2013 and the Rules framed there under 7 (Seven) Boardmeetings were held in the financial year 2015-16. The details of the meeting are atCorporate Governance Report forming part of this Annual Report.

BOARD OF DIRECTORS AND KEY MANAGERIAL PERSONNEL

Appointment / Cessation etc.

During the financial year 2015-16 no appointment and cessation has taken place. Thestrength of the Board of Directors of NBCC as on March 31 2016 were six (6) comprisingfour (4) Executive Directors (Functional Directors including CMD) and two (2) GovernmentNominee Directors.

Ministry of Urban Development (MoUD) vide its order no O-17034/39/2014-PS dated June16 2016 nominated six Independent Directors on the Board of NBCC. Now NBCC has optimumcombination of executive and nonexecutive directors on its Board. All IndependentDirectors have submitted their Declaration of Independence & others requisiteDisclosures to the Company.

Details of Key Managerial Personnel

The Key Managerial Personnel of the Company for the FY 2015-16 are as follows:

- Shri A.K.Mittal Chairman-cum-Managing Director

- Shri S.K. Pal Director (Finance)

- Shri S.K.Chaudhary Director (Projects)

- Shri Rajendra Chaudhari Director (Commercial)

- Smt. Deepti Gambhir Company Secretary

TRAINING OF DIRECTORS

Company strongly believes in continuous learning. Training and familiarizationprogramme for Directors is conducted on their joining of NBCC the presentation to theinductee directors are given by the senior managerial personnel on the Company's strategyoperations organization structure human resource technology risk management etc.

They are updated on the development in Corporate Governance norms from variousstatutory bodies to understand their duties and responsibilities in a better way whichhelps in their efficient discharging of the same. Besides as a part of the continuouslearning participation in seminars and conferences designed for Board level executives byrenowned institutes is permissible.

The Company has a policy on Training of Directors available on its website at the link.http://nbccindia.com/nbccindia/nroot/njsp/Policies.jsp

EXTRACT OF ANNUAL RETURN

Extract of the Annual Return in Form MGT 9 as provided under section 92 of theCompanies Act 2013 is forming part of the Annual Return as Annexure -VI

BUSINESS RESPONSIBILTY REPORT

The (BRR) as stipulated under Requlation 34 (2) of SEBI (Listing Obligations andDisclosure Requirements) Regulations 2015 is given as Annesure-VII and Forms partof the Annual Report.

CONSERVATION OF ENERGY TECHNOLOGY ABSORPTION AND FOREIGN EXCHANGE EARNING AND OUTGO

conservation of Energy

• The stress is given to minimize the energy consumption in all new buildingprojects (in achieving higher GRIHA and green building rating) by adopting to the bestavailable power saving technologies like Solar Panel based in house roof top powergeneration switching over from LCDs to LED lightings has already been accomplished in allNBCC offices. Besides most of the projects executed by NBCC are in line with the GRIHAnorms the equipments used are all energy efficient.

Technologies Absorption:-

• Monthly presentations of the new products and innovative technologies of best inclass companies are being organized.

• Awareness about the new technologies and products is being imparted to thesenior management for utilizing the same.

Foreign exchange earnings and outgo

During the period under review there was no foreign exchange earning or outgo.

RESEARCH & DEVELOPMENT

Research and Development can be seen as the strength of the Company which shall providethe required edge. NBCC is a leading construction company with a growing order book andvariety of projects and it has signed MOU with leading foreign partners for transfer oflatest technologies. There is a lot of development of infrastructure happening and shalltake place in the coming years and the focus is also on smart cities where innovativetechnologies will be utilized. The Research and Development (R&D) Policy of NBCC is:-

• To provide a framework for the development of a research culture within NBCC toimprove research performance and to achieve high quality technology outputs.

• To promote R&D activities as complimentary to construction activities so asto improve the quality of work and sustainability.

• To contribute towards creation of wealth and well-being of the Company andfurther the construction sector as a whole.

• To be supportive of the organisation's aspiration to be a world classConstruction Company.

To commemorate 55 years of glorious Nation building efforts NBCC institutionalized"NBCC National Construction Conclave" in 2015. The main objective of thetechnical event was to provide a platform for the Public and Private Sector engaged inConstruction Industry to meet network and discuss a cohesive approach to achievesustainable infrastructure development. The Centre for innovation and R&D was assignedthe work of conducting the event.

Late Dr. A.P. J. Abdul Kalam Hon'ble Former President of India; Shri M. VenkaiahNaidu Hon'ble Union Minister for Urban Development Govt. of India and Dr. Anoop KumarMittal CMD NBCC inaugurated the 1st Annual Edition of "NBCC NationalConstruction Conclave"-2015 organized by the Company on June 23rd2015 at Scope Auditorium Lodhi Road New Delhi. The Conclave first of its kind in theCountry was themed on "Housing for all by 2022 - Redensification/ Redevelopment"and "Waste to Wealth- Waste Management" and was participated bystakeholders experts and professionals eminent speakers to deliberate upon all theaspects of sustainable housing infrastructure in order to prepare a roadmap for thefuture.

The NBCC's Centre for Innovation and R&D is continuing the practice of conductingSAMVAAD meetings periodically wherein regular brain-storming/structured discussion onissues of present day relevance like corporate strategy business development HRpolicies system improvement formulation of standard operating procedures and corporatemanuals etc. are held.

The centre for innovation and R&D took a leap by leading the participation of NBCCin India International Trade Fair-2015 held from November 14 to 27 2015 at PragatiMaidan New Delhi with the theme of "SMART CITIES" and facilitated the brandpromotion of a host of companies that voluntarily participated with NBCC in "NBCCSMART HUB PAVILLION". In the category of Public Sector Undertakings EPCs CommodityBoards Banks and other Government Departments/ Organization's Pavilions NBCC wasadjudged First for excellence in display in the 35th India InternationalTrade Fair 2015 and was conferred the Gold Medal.

RIGHT TO INFORMATION

Company has appropriate mechanism to provide information to citizens under theprovisions of Right to Information (RTI) Act 2005.

significant and material orders

There are no significant and material order passed by the regulator or court ortribunal impacting the going concern status and operations of the Company.

GENERAL:

Directors hereby state that no disclosure or reporting is required in respect of thefollowing items as there were no transactions on these items during the year under review:

1. There was no issue of shares under ESOS to the employees.

2. Neither the Chairman -cum -Managing Director nor the Whole Time Director receivedany remuneration or commission from the Subsidiary Company.

3. No material change and commitment affected the financial position of the Companyoccurred after the end of the financial year to which this financial statement relate andupto the date of this report.

4. During the year under consideration no employee was in receipt of remuneration inexcess of limits prescribed under the revised provisions of section 197(12) of theCompanies Act 2013 read with Rule5(2) & 5(3) of the Companies (Appointment andRemuneration of Managerial Personnel)Rules 2014.

5. The Company is compliant of the Secretarial Standards issued by the ICSI from timeto time.

ACKNOWLEDGEMENTS

Your Directors are highly grateful for all the guidance and support received from theGovernment of India particularly the Ministry of Urban Development Ministry of FinanceMinistry of Home Affairs Ministry of Defence Ministry of Commerce Ministry of ExternalAffairs and various other Central and State government agencies. Your Directorsacknowledge the constructive suggestions received from Statutory Auditors and Comptroller& Auditor General of India and are grateful for their continued support andcooperation.

We also thank all share-owners business partners and members of the NBCC Family fortheir faith trust and confidence reposed in NBCC.

Your Directors wish to place on record their sincere appreciation for the unstintingefforts and dedicated contribution put in by the NBCCians at all levels to ensure thatthe Company continues to grow and excel.

Sd/-
Anoop Kumar Mittal
Date : July 22 2016 Ohairman-cum-Managing Director
Place : New Delhi (DIN : 05177010)