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TajGVK Hotels & Resorts Ltd.

BSE: 532390 Sector: Services
NSE: TAJGVK ISIN Code: INE586B01026
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VOLUME 7230
52-Week high 197.65
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P/E 118.82
Mkt Cap.(Rs cr) 1,043
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OPEN 164.85
CLOSE 164.85
VOLUME 7230
52-Week high 197.65
52-Week low 102.05
P/E 118.82
Mkt Cap.(Rs cr) 1,043
Buy Price 0.00
Buy Qty 0.00
Sell Price 0.00
Sell Qty 0.00

TajGVK Hotels & Resorts Ltd. (TAJGVK) - Director Report

Company director report

Dear Shareholders

Your Directors have pleasure in presenting the Twenty Second Annual Report of theCompany together with the Consolidated and Standalone Audited Accounts for the year ended31st March 2017.

FINANCIAL RESULTS

The Standalone performance of the Company for the financial year ended 31stMarch 2017 is as below:

(Rs. In Crores)
Particulars 2016-17 2015-16
Total Revenue 269.77 272.00
Operating expenses 204.10 206.96
Depreciation 18.13 18.47
Finance cost 29.07 31.33
Profit before tax 18.47 15.24
Tax expense:
Current tax - -
Deferred tax 7.41 6.80
Short provision of tax of earlier years 0.84 0.23
Profit After Tax 10.22 8.21
Profit brought forward from previous year 205.72 197.51
Profit available for appropriation 215.94 205.72
Less: Dividend paid 2.51 -
Less: Dividend tax 0.51 -
Profit carried forward to Balance Sheet 212.92 205.72
Earnings per share (Rs.) 1.63 1.31

COMPANY'S PERFORMANCE

The total Income for the year ended 31st March 2017 at Rs.269.77 Crores waslower than that of the previous year by 1%. While Room Income was higher by 1% Food &Beverage income was lower by 6% over the previous year. The F&B income was lowerduring second half of FY 2017 which resulted in the overall drop in top line compared toprevious year. The Company continued to face challenging environment in the markets wherethe Company owns / operates hotels and / or markets that are a source of business for thecompany.

DEPRECIATION AND FINANCE COSTS

Depreciation for the year was lower at Rs.18.13 crores as compared to Rs.18.47 croresfor the previous year.

Finance costs for the year ended 31st March 2017 was Rs.29.07 crores whichis lower by Rs.2.26 crores than previous year on account of commencement of repayment ofterm loans lower rate of interest and also better working capital management.

TRANSFER OF AMOUNT TO RESERVES

The company does not propose to transfer any amount to reserves.

DIVIDEND

During the financial year 2016-17 the Board of Directors are pleased to declare adividend of Rs.0.40 (Rupees Forty paisa) per equity share of Rs.2/- each (i.e. 20%). Thetotal dividend distribution for the financial year amounts to Rs.302 lakhs includingDividend Distribution Tax of Rs.51 lakhs. The total dividend payout shall be 30% of ProfitAfter Tax (PAT) for the year.

The Dividend subject to approval of the members at the Annual General Meeting on 1stAugust 2017 will be paid on or after 6th August 2017 to the Memberswhose name appear in the Register of Members as on the date of Book closure i.e. 26thJuly 2017 to 1st August 2017 (both days inclusive).

FINANCIAL RESULTS OF JOINT VENTURE (JV) COMPANY

The performance of Green Woods Palaces and Resorts Private Limited the JV Company forthe financial year ended 31st March 2017 is as below :

(Rs. In Crores)
Particulars 2016-17 2015-16
Total Revenue 99.16 14.37
Operating expenses 64.37 18.17
Depreciation 25.59 3.24
Finance cost 27.25 3.97
Profit / (loss) before tax (18.05) (11.01)
Tax expense:
Current tax - -
Deferred tax (5.45) (1.60)
Short provision of tax of earlier years (0.06) -
Profit / (loss) after tax (12.54) (9.41)
Earnings per share (Rs.) (1.67) (1.25)

CONSOLIDATED FINANCIAL PERFORMANCE

As required under the Listing Agreement entered into with the Stock Exchanges aconsolidated financial statement of the Company which includes Green Woods Palaces andResorts Private Limited (the JV Company) is attached. The consolidated financialstatements have been prepared in accordance with the relevant accounting standards asprescribed under section 133 of the Companies Act 2013 read with Rule 7 of the Companies(Accounts) Rules 2014 and the Companies (Indian Accounting Standards) Rules 2015 (asamended). The company Consolidated the proportional Loss after tax in accordance withAccounting Standards Ind AS 110 read with Ind AS 28.

BORROWINGS / INDEBTNESS

The total long term borrowings of the company stood at Rs.256.38 crores for the yearended 31st March 2017 as compared to Rs.269.35 crores as at 31stMarch 2016 (excluding Ind AS adjustments). The company repaid Rs.12.98 crores ofprincipal during the FY 2016-17.

EXPANSIONS / RENOVATION PLANS :

BENGALURU HOTEL PROJECT

The Company has been allotted around 7.5 acres land in Yellahanka Bengaluru for thehotel project. The construction of 2 bridge(s) across the land abutting Company land toconnect to the National Highway is completed. During the year under review the Companyhas taken up the construction of compound wall to secure the site and excavation &rejuvenation of lake in front of the site as per the terms of MOU signed with BengaluruDevelopment Authority (BDA). The hotel construction will commence shortly upon receipt ofstatutory approvals / clearances.

TAJ KRISHNA / TAJ DECCAN

The Company has taken up the renovation of TAJ Krishna / TAJ Deccan Rooms during thecurrent financial year mock up designs are finalised and approved and construction ofmock up rooms are underway and expect to complete the entire renovation in the next 2-3years.

During the FY 2016-17 the company completed the renovation of Kohinoor-Banquet Hall inTAJ Deccan and Seasons Bar and Garden Room in TAJ Krishna.

NUMBER OF MEETINGS OF THE BOARD OF DIRECTORS

During the year 2016-17 Five (5) Board meetings were held on 13.05.2016 12.08.201602.11.2016 01.02.2017 and 09.03.2017.

PERFORMANCE EVALUATION CRITERIA FOR DIRECTORS

Nomination and Remuneration Committee has devised criteria for evaluation of theperformance of the Directors including Independent Directors. The said criteria providecertain parameters like attendance acquaintance with business communicating inter-seboard members effective participation domain knowledge compliance with code of conductvision and strategy benchmarks established by global peers etc. which is in compliancewith applicable laws regulations and guidelines.

The Company has a Broad policy for evaluation of all Board Members on an annual basis.The evaluation done by the Board Nomination and Remuneration Committe and IndependentDirectors with specific focus on the performance and effective functioning of the Boardand Individual Directors.

For the Financial year under review the Board of Directors Audit CommitteeNomination & Remuneration Committee CSR Committee met on 17-05-2017 and reviewed andevaluated the performance of each Member of the Committee respectively and the Board ofDirectors evaluated the performance of each Independent Director and also the Chairman ofBoard and Managing Director of the Company.

Each Committee and the Board expressed satisfaction on the performance of the eachDirector.

DIRECTORS

In accordance with the Companies Act 2013 read with the Articles of Association of theCompany Mr. Rakesh Sarna and Mr. Krishna R Bhupal Promoter Directors retires byrotation and being eligible offered themselves for re-appointment.

During the year Mr. Anil P Goel Non-Executive Non-Independent Director has tenderedhis resignation from the Board with effect from 15.10.2016 and the same was approved bythe Board of Directors at their meeting held on 02.11.2016. The Board of Directorsappreciated the valuable services rendered by Mr. Anil P Goel who has been a Director onthe Board for more than a decade and his vast experience in the fields of FinanceAccounts Corporate Law Taxation and Business Development benefited the Companyimmensely.

INDEPENDENT DIRECTORS DECLARATION

The independent directors have submitted their declaration of independence as requiredpursuant to sub-section (7) of Section 149 of the Companies Act 2013 stating that theymeet the criteria of independence as provided in sub-section(6) of Section 149.

MEETING OF INDEPENDENT DIRECTORS

A separate meeting of Independent Directors as required under the Schedule IV of theCompanies Act 2013 was held on 9th March 2017 without presence of ExecutiveDirectors. Such meeting was conducted to review and evaluate a) the performance ofNon-Independent Directors and the Board as a whole (b) the performance of the Chairpersonof the company taking into account the views of Executive Directors and Non-ExecutiveDirectors and (c) assess the quality quantity and timeliness of flow of informationbetween the company management and the Board that is necessary for the Board toeffectively and reasonably perform their duties. The Independent Directors expressed theirsatisfaction with the performance of Non-Independent Directors and the Board as a wholeand the Chairman of the Independent Directors meeting briefed the outcome of the meetingto the Chairman of the Board.

SECRETARIAL AUDIT

Your Company appointed M/s. Narender & Associates Practicing Company Secretaries(Certificate of Practice No.5024) Hyderabad to conduct the Secretarial Audit of theCompany as per the provisions under section 204(1) of the Companies Act 2013 and otherlaws as applicable for the financial year 2016-17.

The Secretarial Audit Report does not contain any qualifications reservation oradverse remarks. The Report in Form MR-3 is enclosed as Annexure-1.

AUDIT COMMITTEE

Audit Committee consists of the following Directors namely Mr. K Jayabharath ReddyChairman Mr. Krishna R Bhupal Mr. Rakesh Sarna Mr. M B N Rao Mr. D R Kaarthikeyan andMr. C D Arha.

Except Mr. Krishna R Bhupal and Mr. Rakesh Sarna all the Members of the Audit Committeeare Independent Directors. During the year under review Mr. Anil P Goel has resigned asMember of the Committee and in his place Mr. Rakesh Sarna has been inducted in the AuditCommittee.

There is no such incidence where Board has not accepted the recommendation of the AuditCommittee during the year under review.

STATUTORY AUDITORS

In terms of the provisions of Section 139(1) of Companies Act 2013 (the"Act") no listed company can appoint or re-appoint an audit firm as auditor formore than two terms of five consecutive years. The Act further prescribes as per section139(2) that the Company shall comply with requirements within a period not later than thedate of First AGM held after three years from the commence of this Act.

M/s. Brahmayya & Company Chartered Accountants (Firm Registration No.000513S)Statutory Auditors of the Company have completed two consecutive terms of five years each.In terms of their appointment made at the 21st AGM held on 4th August 2016they shall hold office of the auditors up to the conclusion of the 22nd AGM.Your company's Board placed on record its appreciation and gratitude to M/s. Brahmayya& Company the retiring Statutory Auditors for their long association with the Companyand also thanked Mr. S S R Koteswara Rao and Mr. S Satyanarayana Murthy Partners of M/s.Brahmayya & Company for their invaluable guidance rendered to the company.

Based on the recommendations of the Audit Committee and subject to the approval of theshareholders it is proposed to appoint M/s. Bhaskara Rao & Co. (Firm RegistrationNo.000459S) Chartered Accountants as Statutory Auditors of the Company for a period of 5years commencing from the conclusion of 22nd AGM till the conclusion of the 27thAGM. M/s. Bhaskara Rao & Co. Chartered Accountants have consented to the saidappointment and confirmed that their appointment if made would be within the limitsspecified under Section 141(3)(g) of the Act.

Auditors Report

There are no qualifications reservations or adverse remarks made by M/s Brahmayya& Company Chartered Accountants (Firm Registration No.000513S) Statutory Auditors intheir Consolidated and Standalone report for the Financial Year ended 31stMarch 2017.

INTERNAL AUDITORS

The Company appointed M/s. Price Waterhouse & Co. as Internal Auditors to conductInternal Audit of the Company for the Financial Year 2016-17 and the Internal Audit Reportfor the FY 2016-17 presented to the Audit Committee at their meeting held on 17.05.2017.

INDIAN ACCOUNTING STANDARDS (IND-AS)

The Ministry of Corporate Affairs (MCA) on February 16 2015 notified that IndianAccounting Standards (Ind AS) are applicable to certain classes of companies from April 12016 with a transition date of April 1 2015. Ind AS has replaced the previous Indian GAAPprescribed under Section 133 of the Companies Act 2013 ("the Act") read withRule 7 of the Companies (Accounts) Rules 2014 and the Companies (Indian AccountingStandards) Rules 2015 (as amended). Ind AS is applicable to the Company from April 12016. The reconciliations and descriptions of the effect of the transition from previousGAAP to Ind AS have been set out in Note 27 in the notes to accounts in the standalonefinancial statement and in Note 27 in the notes to accounts in the consolidated financialstatement.

PUBLIC DEPOSITS

During the year under review your company has neither invited nor accepted anydeposits from the public.

INSURANCE

All properties and insurable interests of the Company including building plant andmachinery and stocks have been fully insured.

CHANGE IN THE NATURE OF BUSINESS

There is no change in the nature of business of the Company.

THE DETAILS OF SIGNIFICANT AND MATERIAL ORDERS PASSED BY THE REGULATORS OR COURTS ORTRIBUNALS IMPACTING THE GOING CONCERN STATUS

There were no instances of non-compliance by the company and no significant andmaterial orders passed by the regulators or courts or tribunals impacting the goingconcern status and Company's operations in future.

LIQUOR BAN ON NATIONAL HIGHWAY / STATE HIGHWAY

Your Company's Hotels at Chandigarh and Chennai were effected due to Non renewal ofLiquor license with effect from 1st April 2017 consequent to the orders passedby Hon'ble Supreme Court dated 31st March 2017 in Civil Appeal No's12164–12166 of 2016 Hon'ble Supreme Court directed all State Governments and UnionTerritories not to renew liquor license vends which are within 500 meters of NationalHighway / State Highway. The Hotel and Restaurants Association filed review petition inHon'ble Supreme Court requesting to exclude the 5 star hotels from the Liquor ban. Thesaid petition is listed for hearing during July 2017 and the Company expects a favourabledecision in this regard.

MATERIAL CHANGES AND COMMITMENTS

There are no material changes and commitments in the business operations of the companyfor the financial year ended 31st March 2017 to the date of signing of theDirector's Report.

INFORMATION TO BE FURNISHED UNDER RULE 5(1) OF COMPANEIS (APPOINTMENT AND REMUNERATIONOF MANAGERIAL PERSONNEL) RULES 2014

Disclosure of information under Rule 5(i) of Companies (Appointment and Remuneration ofManagerial Personnel) Rules 2014 in the Director's Report is annexed to this Report.

STATEMENT UNDER RULE 5(2) OF COMPANIES (APPOINTMENT AND REMUNERATION OF MANAGERIALPERSONNEL) RULES 2014

There are no employees drawing remuneration of more than Rs.102 lakhs or drawingremuneration of Rs.8.50 lakhs per month if employed part of the year as required underRule 5(2) of the Companies (Appointment and Remuneration of Managerial Personnel) Rules2014.

REPORT ON THE INTERNAL FINANCIAL CONTROLS

During the year under review the company appointed M/s. K S Rao & Co. CharteredAccountants Hyderabad as consultants to prepare the Risk Matrix and Control Matrix forthe company and they had submitted the Report.

Internal Financial Controls are an integrated part of the risk management processaddressing financial and financial reporting risks. The internal financial controls havebeen documented digitised and embedded in the business processes. Assurance on theeffectiveness of internal financial controls is obtained through management reviewscontrol self-assessment continuous monitoring by functional experts as well as testing ofthe internal financial control systems by the internal auditors during the course of theiraudits. We believe that these systems provide reasonable assurance that our internalfinancial controls are designed effectively and are operating as intended.

The statutory auditors of the company have tested the financial controls and they havenot found any adverse/ non-compliance of the control mechanisms.

DIRECTORS' RESPONSIBILITY STATEMENT

Pursuant to the requirement under Section 134 of the Companies Act 2013 with respectto the Directors' Responsibility Statement the Board of Directors of the Company herebyconfirms:

a. In the preparation of the annual accounts the applicable accounting standards (IndAS) had been followed and that no material departures have been made from the same.

b. They have selected such accounting policies and applied them consistently and madejudgments and estimates that are reasonable and prudent so as to give a true and fair viewof the state of affairs of the Company at the end of the financial year i.e. 31stMarch2017 and of the profit of the Company for that period.

c. They have taken proper and sufficient care for the maintenance of adequateaccounting records in accordance with the provisions of the Companies Act 2013 forsafeguarding the assets of the Company and for preventing and detecting fraud and otherirregularities.

d. that the Directors have prepared the Annual Accounts for the Financial Year ended 31stMarch2017 on a going concern basis.

e. They have laid down internal financial controls for the company and such internalfinancial controls are adequate and were operating efficiently and

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

NOMINATION AND REMUNERATION COMMITTEE

Nomination and Remuneration Committee consists of the following Directors namely Mr. KJayabharath Reddy Chairman Mr. Rakesh Sarna Mr. D R Kaarthikeyan and Mr. C D Arha.

Brief description of terms of reference:

• Identifying persons who are qualified to become directors and

• Identifying persons who may be appointed as Key Managerial Personnel seniormanagement in accordance with the criteria laid down and recommend to the Board for theirappointment and removal;

• Carry on the evaluation of every director's performance;

• Formulation of the criteria for determining qualifications positive attributesand independence of a director;

• Recommend to the Board a policy relating to the remuneration of the directorskey managerial personnel and other employees;

• Formulation of criteria for evaluation of Independent Directors and the Board;

• Devising a policy on Board diversity; and

• Any other matter as the Board may decide from time to time.

• The brief Policy for Selection of Directors and determining Directors'independence is annexed to this report.

NOMINATION AND REMUNERATION POLICY

The objectives of the Policy

1) To lay down criteria and terms and conditions with regard to identifying persons whoare qualified to become Directors (Executive and Non-Executive) and persons who may beappointed in Senior Management and Key Managerial positions and to determine theirremuneration.

2) To determine remuneration based on the Company's size and financial position andtrends and practices on remuneration prevailing in peer companies.

3) To carry out evaluation of the performance of Directors.

4) To provide them reward linked directly to their effort performance dedication andachievement relating to the Company's operations.

5) To retain motivate and promote talent and to ensure long term sustainability oftalented managerial persons and create competitive advantage.

The Nomination and Remuneration policy is annexed to this report.

CORPORATE GOVERNANCE

Your Company is committed to maintain the highest standards of Corporate Governance. Asrequired under Regulations 17 of the SEBI (Listing Obligations and DisclosureRequirements) 2015 read with the Listing Agreement entered with the Stock Exchanges thereport on Management Discussion and Analysis Corporate Governance as well as theAuditors' certificate on the compliance of Corporate Governance are annexed and form partof the Annual Report.

RISK MANAGEMENT COMMITTEE

Pursuant to Regulations 21 of SEBI (Listing Obligations and Disclosure Requirements)Regulations 2015 read with the Listing Agreement entered with the Stock Exchanges theCompany has constituted a Risk Management Committee. The details of the Committee and itsterms of reference are set out in the Corporate Governance Report.

INTERNAL CONTROL SYSTEMS AND THEIR ADEQUACY

The Company has an Internal Control System commensurate with the size scale andcomplexity of its operations. The scope and authority of the Internal Auditor is welldefined in the company. To maintain its objectivity and independence the Internal Auditorreports to the Chairman of the Audit Committee of the Board.

The Internal Auditor monitors and evaluates the efficacy and adequacy of internalcontrol systems in the Company its compliance with operating systems accountingprocedures and policies at all locations of the Company. Based on the report of InternalAuditor process owners undertake corrective action in their respective areas and therebystrengthen the controls. Significant audit observations and corrective actions suggestedare presented to the Audit Committee of the Board.

SUBSIDIARY / ASSOCIATE COMPANIES

As per the provisions of Section 129 of the Companies Act 2013 read with Rule 5 ofCompanies (Accounts) Rules 2014 and the Companies (Indian Accounting Standards) Rules2015 (as amended). A separate statement containing the salient features of the financialstatements of the Joint Venture in Form AOC-1 is enclosed as Annexure-2 to this Report.

EXTRACTS OF ANNUAL RETURN

The extracts of Annual Return is prepared in Form MGT-9 as per the provisions of theCompanies Act 2013 and Rule 12 of Companies (Management and Administration) Rules 2014is enclosed as Annexure-3 to this Report.

CORPORATE SOCIAL RESPONSIBILITY (CSR)

The CSR Committee discussed and approved to spend an amount of Rs.15.44 lakshs towardsrejuvenation of Lake at Bengaluru for the financial year 2016-17. The policy is uploadedon the Company's website www.tajgvk.in under the corporate policies section. The detailsof CSR expenditure incurred during the year is enclosed as Annexure-4.

PARTICULARS OF LOANS GUARANTEES AND INVESTMENTS UNDER SECTION 186 OF THE COMPANIESACT 2013

The company has not given any Loans / Guarantees and not made any Investments duringthe FY 2016-17 as required under the provisions of section 186 of the Companies Act 2013read with Companies (Meetings of Board and its Powers) Rules 2014 the disclosure in theprescribed format is annexed as Annexure-5.

MANAGEMENT DISCUSSION AND ANALYSIS

Management discussion and analysis of the financial condition and results of operationsof the Company for the period under review as required under the Listing Agreement withthe Stock Exchanges is given as separate statement in the Annual Report.

ECONOMY AND MARKETS

Economy and markets for the year under review is given in the Management Discussion andAnalysis Report.

RELATED PARTY TRANSACTIONS

In line with the requirements of the Companies Act 2013 and Listing Regulations yourCompany has formulated a Policy on Related Party Transactions which is available onCompany's website www.tajgvk.in under corporate policies. The Policy intends to ensurethat proper reporting approval and disclosure processes are in place for all transactionsbetween the Company and Related Parties

All Related Party Transactions are placed before the Audit Committee for review andapproval. Prior omnibus approval is obtained for Related Party Transactions which are ofrepetitive nature and / or entered in the Ordinary Course of Business and are at Arm'sLength and on quarterly basis the transactions done during the quarter are placed beforethe audit committee for approval / ratification.

No Material Related Party Transactions i.e. transactions exceeding ten percent of theannual consolidated turnover as per the last audited financial statements were enteredduring the year by your Company. Accordingly the disclosure of Related Party Transactionsas required under Section 134(3)(h) of the Companies Act 2013 in Form AOC-2 is notapplicable.

OTHER INFORMATION

The Audit Committee of the Company reviewed the Consolidated and Standalone Financialstatements for the year under review at its meeting held on 17th May 2017 andrecommended the same for the approval of the Board of Directors.

HUMAN RESOURCES

Your Company operating in a competitive and dynamic environment places great importancein the overall training and development of its employees who make the decisive differencein the hotel industry.

The total strength of employees of your Company for the year under review was 536permanent employees consisting of Unit staff and Deputed staff and 1238 employees on FTCand on outsourced.

QUALITY

Your Company's Hotel properties at Hyderabad Chandigarh & Chennai are certified byFood Safety and Standards Authority of India (FSSAI) for the desired norms in F&Boperations and also TAJ Krishna Hyderabad certified and assessed as meeting GoldCertification requirements of the Earth Check Standards during the year under review.

LISTING

The Equity Shares of your Company are listed on Bombay Stock Exchange Limited andNational Stock Exchange of India Limited. It may be noted that there are no paymentsoutstanding to the Stock Exchanges by way of Listing Fees. The company has paid thelisting fee for the financial year 2017-18.

PREVENTION OF SEXUAL HARASSMENT AT WORKPLACE

As per the requirement of The Sexual Harassment of Women at Workplace (PreventionProhibition & Redressal) Act 2013 (‘Act') and Rules made thereunder yourCompany has constituted Internal Complaints Committees (ICC). The Company has designatedthe external independent member as a Chairperson for each of the Committees which wasbeyond the requirements of law. During the year there were no complaints received.

DISCLOSURE OF INFORMATION AS REQUIRED UNDER SECTION 134(3)(m) OF THE COMPANIES ACT2013 (ACT) READ WITH THE COMPANIES (ACCOUNTS) RULES 2014

(I) CONSERVATION OF ENERGY

The Company continued to focus on energy conservation measures during the year.Measures include replacement of incandescent lights with low power consumption LED lightscompact fluorescent and IR lights installation of solar films to reduce heat loads.Besides these operational measures were continued to reduce energy consumption byregulating chiller set points according to ambient temperatures minimizing steamconsumption by optimizing steam utilization in kitchens and laundries.

Some of the actions planned for next year include replacement of energy intensive pumpswith high efficiency pumping systems replacement of energy intensive fans with energyefficient fans and the increased use of Secondary Treatment Plant water for coolingtowers. Operational measures include close monitoring and control of energy consumptionand frequent energy audits by the hotel Engineering Department.

Your Company remains focused on giving importance towards conservation of energy whichresults in savings in consumption of electricity a significant component of the energycost in an ongoing process.

(II) TECHNOLOGY ABSORPTION

The Company continues to absorb and upgrade modern technologies and advanced hotelmanagement techniques in various guest contact areas which includes wireless internetconnectivity in all the hotels.

(III) FOREIGN EXCHANGE EARNINGS AND OUTGO

As required under Section 134(3) (m) of the Companies Act 2013 read with Rule 2 ofthe Companies (Disclosure of Particulars in the Report of Board of Directors) Rules1988the information relating to foreign exchange earnings and outgo is given in Note No.29(iii) is prepared and the same is hereunder.

(Rs. In lakhs)
Particulars March 31 2017 March 31 2016
Earned 4319.13 3832.04
Used 408.48 252.75

PREVENTION OF INSIDER TRADING CODE

As per SEBI (Prohibition of Insider Trading) Regulation 2015 the Company has adopteda Code of Conduct for Prevention of Insider Trading. The Company has appointed Mr. JSrinivasa Murthy CFO & Company Secretary as Compliance Officer who is responsiblefor setting forth procedures and implementation of the code for trading in Company'ssecurities. During the year under review there has been due compliance with the said code.

ACKNOWLEDGEMENTS

Your Directors would like to express their grateful appreciation for the assistance andcooperation received from customers bankers suppliers shareholders Central and StateGovernments and other statutory authorities and others associated with the Company. Yourdirectors also wish to place on record their deep sense of appreciation for the excellentcontribution made by employees at all levels during the year under review.

By Order of the Board of Directors For TAJGVK Hotels & Resorts Limited

Dr GVK Reddy
Place : Hyderabad Chairman
Date : 17th May 2017 DIN:00005212