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Macrotech Developers Ltd.

BSE: 543287 Sector: Infrastructure
NSE: LODHA ISIN Code: INE670K01029
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OPEN 877.00
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VOLUME 7033
52-Week high 1538.65
52-Week low 605.05
P/E 39.14
Mkt Cap.(Rs cr) 44,367
Buy Price 918.00
Buy Qty 2.00
Sell Price 920.75
Sell Qty 2.00

Macrotech Developers Ltd. (LODHA) - Director Report

Company director report

To the Members

The Directors are pleased to present the 26th Annual Report along withthe Audited financial statements of the Company for the financial year ended March 312021.

Highlights of Operating & Financial Results

OPERATING RESULTS

Particulars UoM Year ended March 31 2021 Year ended March 31 2020
Sales (Developable Area) Million square feet 5.1 6.2
Sales Number of units 5053 5912
Sales Value Rs. in crore 5968 6570
Gross Collections Rs. in crore 5052 8190
Completed Developable Area Million square feet 2.7 15.7
Completed units Number of units 2865 12228

FINANCIAL RESULTS

(Rs. in crore)

Standalone Consolidated
Particulars Year ended March 31 2021 Year ended March 31 2020 Year ended March 31 2021 Year ended March 31 2020
Revenue from operations 4299.69 8114.76 5448.57 12442.59
Other income 146.29 334.53 323.08 118.39
Total Income 4445.98 8449.29 5771.65 12560.98
Cost of projects 2955.69 5512.66 3603.82 9549.98
Employee benefits expense 256.51 280.09 286.35 390.44
Finance costs 817.89 782.05 1125.69 730.36
Depreciation impairment & amortization 57.29 243.26 73.43 292.40
Other expenses 102.25 416.30 186.43 594.89
Total Expenditure 4189.63 7234.36 5275.72 11558.07
Profit Before Exceptional Item 256.35 1214.93 495.93 1002.91
Exceptional Item 460.00 560.00 462.75 0.16
Share of Loss in Associate - - (0.02) (0.05)
Profit/(Loss) Before tax (203.65) 654.93 33.16 1003.02
Tax Credit/(Expenses) 17.93 (221.92) 14.73 (261.49)
Net Profit/(Loss) for the year (185.72) 433.01 47.89 741.53
Other Comprehensive income/(Loss) 1.25 (0.22) 6.48 (12.32)
Total Comprehensive Income/(Loss) for the year (184.47) 432.79 54.37 729.21

COVID 2019

During the first half of calendar year 2020 COVID-19 spread to amajority of countries across the world including India. In March 14 2020 India declaredCOVID-19 as a "notified disaster" and imposed a nationwide lockdown beginning onMarch 25 2020. The complete lockdown lasted until May 31 2020. Despite the lifting ofthe lockdown there is significant uncertainty regarding the duration and long-term impactof the COVID-19 pandemic. The pandemic caused a material decline in general businessactivity and consequently a slowdown in residential sales obtaining or renewing leasecommitments for commercial developments. It caused construction delays due to severalfactors such as lockdowns enforced by government agencies work-stoppage ordersdisruptions in the supply of materials and shortage of labour. It led to a closure of ouroffices and we moved to a work-from-home model. We resumed operations at our offices andconstruction sites in a staggered manner in compliance with government guidelines. OurTrust under the "Lodha Foundation" brand supplied ~ 350000 + warm meals to theneedy across Mumbai during the lockdown period. It also distributed safety items like facemasks sanitizers etc. Food grains vegetables and spices were also distributed to migrantlabourers who were stuck in Maharashtra during the lockdown. A Covid care centre has alsobeen opened in South Mumbai. Notwithstanding the near-term economic headwinds thelong-term outlook for economic growth in India is positive as the fundamentals of theIndian economy continue to remain strong. Although there are uncertainties due to theresurgence of pandemic in the form of Covid 2nd wave and reversal of the positive momentumgained in the last quarter of FY2021 the Company has taken necessary steps and is gettingprepared to navigate and overcome the challenges ahead.

Revenue & Profitability Analysis (Standalone)

Total revenue during the financial year 2020-21 was `4445.98 crore asagainst `8449.29 crore during the previous financial year a decrease of 47.38%. Revenuefrom operations decreased primarily due to significantly lower construction resulting indelays in project completion and thereby receipt of occupancy certificates andsignificantly lower sales momentum in the first six months of financial year 2021 onaccount of the lockdown and slowdown in business activity as a result of the COVID-19pandemic.

Loss for the year 2020-21 is `185.72 crore as compared to profit of`433.01 crore during the previous financial year. Loss for the year was due to reductionin operating revenue and an exceptional item of `460.00 crore towards provision for loangiven to overseas subsidiaries predominantly representing interest on Parent Equityinvested as debt. Deferred Tax Asset created on said provision is `160.74 crore resultingin net impact of `299.26 crore on profitability.

Revenue & Profitability Analysis (Consolidated)

CONSOLIDATED FINANCIAL STATEMENTS

The Audited Consolidated Financial Statements for the financial yearended March 31 2021 have been prepared in accordance with the Indian Accounting Standardsprescibed by the Institute of Chartered Accountants of India and are in compliance withsection 129 of Companies Act 2013.

Total Revenue for the year ended March 31 2021 stood at `5771.65crore as compared to `12560.98 crore during the year ended March 31 2020. In view of thelockdown delay in receipt of occupancy certificate in some projects deferred revenuerecognition for these projects to the next financial year. Total expenditure for the yearended March 31 2021 stood at `5275.72 crore as against `11558.07 crore during theprevious financial year. Finance costs increased by 54.13% to `1125.69 crore for the yearended March 31 2021 from `730.36 crore incurred during the previous financial yearprimarily due to lower interest inventorisation.

Profit stood at `47.89 crore for the year ended March 31 2021 ascompared to `741.53 crore during the previous financial year. The reduction in profit wason account of lower operating revenue due to Covid-19 pandemic and losses of overseasproject predominantly representing interest on parent equity invested as debt.

Overview of Operations

We have a balanced portfolio of affordable and mid-income housingprojects premium and luxury housing projects industrial and logistics park segments. Wealso have commercial projects as part of mixed use strategy in larger developments.Despite being impacted severely by Covid during the year we managed to achieve pre-salesof `5968 crore across all segments. This was primarily driven by company'sperformance in the second half year of FY21 the first half being deeply impacted by Covidinduced lockdowns in the MMR. This included one of our best ever quarterly pre-salesperformance in Q4 FY21 where we sold real estate worth `2513 crore. FY21 was also a yearwhere our industrial & logistics parks vertical got a great impetus and signedmultiple deals. Our large ongoing portfolio of affordable and mid-income housing projectsinclude Palava (Navi Mumbai Dombivali Region) Upper Thane (Thane outskirts) Amara(Thane) Lodha Sterling (Thane) Lodha Luxuria (Thane) Crown Thane (Thane) Bel Air(Jogeshwari) Lodha Belmondo (Pune) Lodha Splendora (Thane) and Casa Maxima (Mira Road).Our large townships are located at Palava (Navi Mumbai Dombivali Region) and Upper Thane(Thane outskirts). Our affordable and mid-income housing developments accounted for 58%and 57.8% of our total residential Pre-Sales during FY 2021 and the FY 2020 respectively.Our premium and luxury housing projects include Lodha Park (Worli) Lodha World Towers(Lower Parel) Lodha Venezia (Parel) and New Cuffe Parade (Wadala). In addition we have afew projects under the "Lodha Luxury" brand which comprise small-scalehigh-value developments such as Lodha Altamount (Altamount Road) Lodha Seamont(Walkeshwar) and Lodha Maison (Worli). The Company received several awards during the yearwhich showcase the strength of the brand that it possesses. Notable awards received duringthe year are "Top Developer of the Year" by Times Real Estate Icons of WestIndia in 2020 "Project of the Year and Top Super Luxury Segment Homes" for TheWorld Towers by Times Real Estate Icons of West India in 2020 "Top Township Project(above 350 acres)" for Palava by Times Real Estate Icons of West India in 2020"Experiential Digital Marketing Excellence" for Palava by DIGIXX 2021. As partof our industrial & logistics park portfolio to begin with we are developing alogistics and industrial park spread over 800 acres of land near Palava which isstrategically located near the Jawaharlal Nehru Port the proposed international airportin Navi Mumbai and the industrial hub of Taloja. As we progress further in this segmentwe look to utilize more of our land parcel in Palava & Upper Thane and aim to take itup to 3500 acres over a period.

We have monetized nearly 165 acres of land in the Palava Logistics& Industrial Park (PLIP) either through JVs with reputed investors such as MorganStanley or through outright sales to some of the marquee global players e.g. FM Logistics-a French 3PL firm. Thus far the Company has already monetized more than 255 acres of theindustrial park segment through JV or outright sale.

Dividend and Reserves

The Board does not recommend any dividend for the financial year underreview. No amount was transferred to reserves during the year. The dividend distributionpolicy is available on the website at https://www.lodhagroup.in/investor/policies.

Major Corporate Events During The Year

Initial Public Offering

The Company has completed an Initial Public Offering (IPO) of itsequity shares comprising a fresh issue of 51440328 equity shares having a face value of`10 each at premium of `476 per share aggregating `2500 crore. The equity shares of theCompany are listed on BSE Limited and National Stock Exchange of India Limited with effectfrom April 19 2021. The IPO witnessed strong participation from marquee anchor investorsincluding some of the largest long only pension and sovereign funds amidst extremelyvolatile market conditions due to increasing Covid cases.

Corporate reorganization

The following schemes of arrangement were approved by the NationalCompany Law Tribunal ("NCLT") under sections 230 to 232 of the Companies Act2013. a. Demerger of ‘One Lodha Place' into One Place Commercials PrivateLimited effective September 25 2020. b. Amalgamation of Copious Developers and FarmsPrivate Limited and Ramshyam Infracon Private Limited effective June 18 2021.

The following schemes have been filed and are pending for approvalbefore NCLT Mumbai bench:

a. Demerger of EVOQ Tower situated at New Cuffe Parade Wadala intoHomescapes Constructions Private Limited (a wholly owned subsidiary) filed on February 242021

b. Amalgamation of Palava Dwellers Private Limited with the Companyfiled on March 29 2020

Withdrawal application for demerger of residential towers from theBelmondo and Splendora projects into two wholly owned subsidiaries viz Luxuria ComplexPrivate Limited and Renovar Green Consultants Private Limited respectively was approved byNCLT Mumbai Bench vide order dated December 18 2020.

Changes in Share Capital

The paid-up equity share capital of the Company as on March 31 2021 is`395.88 crore divided into 395878000 equity shares of face value of ` 10 each.Subsequent to the IPO the paid-up equity share capital of the Company was increased to`447.32 crore divided into 447318328 equity shares of face value of `10 each. Thepromoter's holding in the company post IPO is 88.50%. The company shall comply withminimum public shareholding requirements in due course as per applicable laws.

Extract of Annual Return

Pursuant to Section 92(3) of the Companies Act 2013 and rule 12(1) ofthe Companies (Management and Administration) Rules 2014 Annual Return of the Companyfor the year ended on March 31 2021 is available on the Company's website at www.lodhagroup.in

Directors and Key Managerial Personnel

Appointment

Mr Mukund Chitale was appointed as an independent director for thefirst term of five years effective November 23 2016. His office of directorship is duefor retirement on November 22 2021. Based on the recommendation of the Nomination andRemuneration Committee and after taking into account the performance evaluation during hisfirst term of five years and considering his knowledge acumen expertise experienceintegrity proficiency and substantial contribution made to the Company during his tenurethe Board at its meeting held on May 14 2021 approved the reappointment of Mr. Chitaleas an independent director of the Company with effect from November 23 2021 to November22 2026 whose office shall not be liable to retire by rotation. The Board recommends hisreappointment to the shareholders. The Board at its meeting held on July 30 2021 basedon the recommendation of the Nomination and Remuneration Committee approved theappointment of Mr. Lee Polisano as an independent director of the Company for a period offive years whose office shall not be liable to retire by rotation subject to theapproval of shareholders. In the opinion of the Board he brings wide internationalexperience proficiency and expertise in architectural design which will provide valuableinsights to the Company. The Board recommends his appointment to the shareholders.

Retiring by rotation

Mr. Rajinder Pal Singh retires by rotation and being eligible offershimself for re-appointment. Necessary resolutions for the above are included in theaccompanying notice of the Annual General Meeting.

Cessation

Mr Berjis Desai resigned as an Independent Director with effect fromAugust 172020 due to personal commitments. The Board places on record its appreciationfor the services rendered by him during his tenure as director.

Key Managerial Personnel

Mr. Jayant Mehrotra resigned as CFO w.e.f. June 26 2020. The Boardplaces on record its appreciation for the services rendered by him during his tenure asCFO. Mr. Sushil Kumar Modi was appointed as Chief Financial Officer w.e.f. June 26 2020.

Key Managerial Personnel as per Section 203 of the Act as on March 312021 are:

• Mr. Abhishek Lodha Managing Director & CEO

• Mr. Rajendra Lodha Whole time Director

• Ms. Raunika Malhotra Whole time Director

• Mr. Sushil Kumar Modi Chief Financial Officer

• Ms. Sanjyot Rangnekar Company Secretary

MEETINGS OF THE BOARD

The Board met seven times during the financial year ended March 312021; on June 26 2020 September 4 2020 November 8 2020 December 9 2020 January 292021 February 13 2021 and March 30 2021.

BOARD EVALUATION

The Board carried out an annual evaluation of its own performanceChairman board committees and individual directors pursuant to the provisions of theAct. Performance of the board was evaluated after seeking inputs from all the directors onthe basis of criteria such as board composition and structure effectiveness of boardprocesses information and functioning etc. Performance of committees was evaluated bythe Board after seeking inputs from the committee members. The Board and the Nomination& Remuneration Committee reviewed the performance of individual directors on the basisof criteria such as the contribution of the individual director to the board and committeemeetings. In a separate meeting of independent directors performance of the Chairmannon-independent directors and the board as a whole was evaluated taking into account theviews of executive directors and non-executive directors. Performance evaluation ofindependent directors was done by the entire board excluding the independent directorbeing evaluated.

DECLARATION BY INDEPENDENT DIRECTORS

The independent directors of the Company have submitted declarations ofindependence as required under Section 149(7) of the Companies Act confirming that theymeet the criteria of independence under Section 149(6) of the Companies Act and Regulation16 of the Listing Regulations.The Independent directors have also confirmed that they havecomplied with the company's code of conduct.

CORPORATE SOCIAL RESPONSIBILITY

Corporate Social Responsibility (CSR) Committee has been constituted inaccordance with Section 135 of the Companies Act. The contents of the CSR Policy andrevised format of the CSR Report notified in the Companies (Corporate SocialResponsibility Policy) Amendment Rules 2021 dated January 222021 is attached at AnnexureI to this Report. The CSR policy is available on the website of the company athttps://www.lodhagroup.in/investor/ policies.

POLICY FOR APPOINTMENT OF DIRECTORS KEY MANAGERIAL PERSONNEL AND OTHEREMPLOYEES

The Company's policy on appointment of directors Key managerialpersonnel and other employees ("Nomination & Remuneration Policy") isavailable on the Company's website at https://www. lodhagroup.in/investor/policies.Extracts from the policy are reproduced in Annexure II to this report.

AUDITORS & AUDITOR'S REPORTS

Statutory Auditor

MSKA & Associates Chartered Accountants were appointed asStatutory Auditors of the Company at the Annual General Meeting held on September 22 2016for a term of five consecutive years and hold office till the conclusion of theforthcoming Annual General Meeting. The Board of Directors at its meeting held on May 142021 after considering the recommendations of the Audit Committee has recommended there-appointment of MSKA & Associate as the Statutory Auditors of the Company forapproval of the Members to hold office for a period of five consecutive years from theconclusion of the ensuing 26th Annual General Meeting until the conclusion of the 31stAnnual General Meeting to be held in the calendar year 2026. A resolution proposingre-appointment of MSKA & Associates Chartered Accountants as the Statutory Auditorsof the Company pursuant to Section 139 of the Companies Act 2013 forms part of the Noticeof Annual General Meeting.

Secretarial Auditor

Pursuant to the provisions of Section 204 of the Companies Act 2013read with the Companies (Appointment and Remuneration of Managerial Personnel) Rules2014 Shravan A. Gupta & Associates Practicing Company Secretary was appointed asSecretarial Auditor to conduct secretarial audit for the financial year 2020-21.

Cost records and cost audit

In terms of Section 148 of the Act read with the Companies (CostRecords and Audit) Rules 2014 as amended from time to time D. C. Dave & Co CostAccountants have been appointed as Cost Auditor for conducting Cost Audit of cost recordsfor the financial year 2021-22. A resolution seeking members' ratification for theremuneration payable to the Cost Auditor forms part of the accompanying Notice of the 26thAnnual General Meeting.

Auditor's Reports

The statutory auditor's report for financial year 2020-21 does notcontain any qualifications reservations or adverse remarks. The Auditor's report isenclosed with the financial statements with this Annual Report. No frauds have beenreported by the Auditor during financial year 2020-21.

The Secretarial Audit Report of the company and Palava Dwellers PrivateLimited (material subsidary) for financial year 2020-21 does not contain anyqualifications reservations or adverse remarks. The Secretarial Audit Reports areprovided in Annexure III to this Report.

PARTICULARS OF LOANS GUARANTEES AND INVESTMENTS

In terms of Section 134 of the Companies Act 2013 the particulars ofloans guarantees and investments made by the Company under Section 186 of the CompaniesAct 2013 are detailed in Notes to the standalone financial statements.

RELATED PARTY TRANSACTIONS

Transactions/contracts/arrangements falling within the purview ofprovisions of Section 188(1) of the Companies Act 2013 entered by the Company withrelated parties as defined under the provisions of Section 2(76) of the Companies Act2013 during the financial year under review were in the ordinary course of business andhave been transacted at arm's length basis.

Material contracts arrangements or transactions with related partiesreferred to in Section 188 entered during the year ended March 31 2021 in Form AOC-2are provided in Annexure IV.

Disclosures as required pursuant to para A of Schedule V of the ListingRegulations form part of the Audited Financial Statements for the financial year 2020-21.

As required under Regulation 23 of the Listing Regulations the Companyhas formulated a Related Party Transactions Policy which is available on the website ofthe Company at https://www. lodhagroup.in/investor/policies.

PARTICULARS OF REMUNERATION TO EMPLOYEES

Disclosures with respect to the remuneration of Directors and employeesas required under Section 197 of the Companies Act and Rule 5(1) of the Companies(Appointment and Remuneration of Managerial Personnel) Rules 2014 has been appended as AnnexureV to this Report. The information required pursuant to Section 197 of the CompaniesAct read with Rule 5(2) & (3) of the Companies (Appointment and Remuneration ofManagerial Personnel) Rules 2014 in respect of employees of the Company is available forinspection by the Members at registered office of the Company during business hours onworking days up to the date of the ensuing Annual General Meeting. If any Member isinterested in obtaining a copy thereof such Member may write to the Company Secretary.

MACROTECH DEVELOPERS LIMITED EMPLOYEE STOCK OPTION SCHEME 2021 (ESOPSCHEME 2021)

No options were granted / vested / exercised during year under review.After completion of the financial year the Nomination and Remuneration Committee videcircular resolution dated April 10 2021 approved grant of 1140000 options to 14eligible employees of the Company pursuant to the eligibility criteria stipulated underthe ESOP Scheme 2021. The ESOP Scheme 2021 is being administered and monitored by theNomination & Remuneration Committee of the Company. The scheme is in compliance withthe SEBI (Share Based Employee Benefits) Regulations 2014.

The Company proposes to implement an ESOP Scheme 2021-II which issubject to shareholders' approval. Necessary resolutions for implementing this schemeform part of the accompanying Annual General Meeting notice.

SUBSIDIARIES JOINT VENTURES ASSOCIATES

The Company is a subsidiary of Sambhavnath Infrabuild and Farms PrivateLimited. The Company has 49 subsidiaries / associates on March 31 2021. A statementcontaining the salient features of financial statements and details of performance of theCompany's subsidiaries and associates is attached to the financial statements of theCompany in Form AOC-1. The following entities were added as subsidiaries during theyear:

1. Brickmart Constructions and Developers Private Limited

2. Primebuild Developers and Farms Private Limited

3. Homescapes Constructions Private Limited

4. Classichomes Developers and Farms Private Limited

5. Palava Induslogic 2 Private Limited

6. 1GS Properties Investments Limited

7. 1GS Investments Limited

MATERIAL UNLISTED INDIAN SUBSIDIARY

As at March 31 2021 Palava Dwellers Private Limited is a materialun-listed Indian subsidiary under Regulation 24 of the Listing Regulations.

CORPORATE GOVERNANCE REPORT

The Company's shares are listed with BSE Limited and NationalStock Exchange of India Limited with effect from April 19 2021. The Report on CorporateGovernance forming part of this annual report is prepared and presented on a voluntarybasis in keeping with the Management's commitment and belief in maintaining thehighest standards of Corporate Governance and adheres to the Corporate Governancerequirements set out by the Securities and Exchange Board of India. A certificate from theStatutory auditor confirming compliance with the conditions of Corporate Governance asstipulated under Schedule V to the Listing Regulations and applicable provisions of theCompanies Act forms part of the Corporate Governance Report.

BUSINESS RESPONSIBILITY REPORT

As the company's shares are listed on BSE Limited and NationalStock Exchange of India Limited with effect from April 19 2021 the BusinessResponsibility Report for FY2020-21 is prepared and presented on a voluntary basis andforms part of this Annual Report.

BUSINESS RISK MANAGEMENT

Your Company has adopted a Risk Management policy which is based onthree pillars: Business Risk Assessment Operational Controls Assessment and PolicyCompliance processes. Major risks identified by the businesses and functions aresystematically addressed through mitigating actions on a continuing basis. Though notmandatory at present the Company has constituted a Risk Management Committee consistingof members of the Board and key executives of the Company to identify and assess businessrisks and opportunities. The scope of the Risk Management Committee includes identifyingand reviewing risks at both enterprise level and at project level risk mitigationplanning implementation and monitoring. The key risks and mitigation actions shall beplaced before the Audit Committee of the Company. The composition scope and terms ofreference of the Committee are in compliance with Regulation 21 of the the ListingRegulations.

INTERNAL FINANCIAL CONTROL SYSTEM

The Company has an internal financial control system commensurate withthe size scale and complexity of its operations. The internal controls over financialreporting have been identified by the management and are checked for effectiveness acrossall locations and functions by the management and tested by the Auditors on sample basis.The controls are reviewed by the management periodically and deviations if any arereported to the Audit Committee periodically.

WHISTLE BLOWER POLICY AND VIGIL MECHANISM

The Company's Whistle Blower Policy is in line with the provisionsof Section 177 of the Companies Act 2013 and as per Regulation 22 of the ListingRegulations. This Policy establishes a vigil mechanism for Directors and employees toreport genuine concerns regarding unethical behaviour actual or suspected fraud orviolation of the Company's Code of Conduct. The said mechanism also provides foradequate safeguards against victimisation of persons who use such mechanism and makesprovision for direct access to the chairperson of the Audit Committee in appropriate orexceptional cases.

CONSERVATION OF ENERGY TECHNOLOGY ABSORPTION FOREIGN EXCHANGEEARNINGS AND OUTGO

Particulars as required under the provisions of Section 134(3)(m) ofthe Companies Act 2013 read with Rule 8 of the Companies (Accounts) Rules 2014 inrespect of conservation of energy technology absorption foreign exchange earnings andoutgo etc. are furnished below:

A. Conservation of Energy i. Steps taken or impact onconservation of energy

• Increased focus on passive designs to reduce the energyfootprint of a building

• Keeping walkability quotient high on township projects

• LEED USGBC and BEE rated commercial portfolio

• Glazing used across our offices projects is better than theglazing recommended in the ECBC/ECBC+ categories

• Fine tuning of electrical demands based on historical data analysis.

• Deployment of roof insulation high solar reflectance index(SRI) paints and green terrace together or separately across produce to reduce theoverall building air conditioning requirements thereby improving the building performance

• Use of premium efficiency motors in our projects

• Installation BEE 5-star AC units across apartments in our highend and flagship projects despite higher upfront capex.

• Use of variable frequency drives for all elevators and selectair conditioning equipment.

• Lighting control systems in select common areas; and extensiveuse of LED lights

• Use of extensive use of materials like fly ash GGBS etc. atall our projects resulting in saving of cement thus indirectly saving energy consumed inmanufacturing of cement.

• Prefabricated dwelling units for labour accommodation withbunkers to minimise the areas utilized by the camps reducing transportation needs andcontrolling environmental degradation by proper waste disposal facilities. Regulated waterand power supply to labour camps across all sites.

• Use of reusable aluminium formwork in place of wooden formworkduring construction

ii. Steps taken for utilizing alternate sources of energy

• Installation of solar water heaters for the residentialbuildings at our projects.

• Installation of solar powered street lights at township projects

• Installation of 1MW land mounted solar plant which partiallymeets the power requirements of our Xperia Mall

iii. Capital investment on energy conservation equipment

The Company continues to make project level investments for reductionin consumption of energy. The capital investment on energy conservation is embedded inproject cost and is not separately quantified.

iv. Impact of measures for reduction of energy consumption

• Direct reduction in the electricity demand

• Reduction in costs of procuring the energy

• Reduced transportation needs improvement in health and wellbeingof construction workforce

• Reduction in overall carbon footprint of the comapay'soperations

B. Technology absorption

We continually implement initiatives which improve efficiency andreduce the overall carbon footprint of our operations:

i. Efforts made towards technology absorption a. We have designedthe air conditioning system of one of our upcoming building with DOAS (Dedicated outdoorair systems) so that we can deploy high temperature chillers to achieve exceptional energyperformance b. We have also initiated discussion to adopt newer renewable energyutilization models like green tariffs through utility companies. c. As part of ourpandemic resilience efforts we have started deploying UVGI filtration to all air handlingunits under our management d. We have entered into MoUs and agreements with EV charginginfra providers to enable EV charging progressively at all our projects.

ii. Benefits derived like product improvement cost reduction productdevelopment or import substitution

a. These initiatives will help us achieve very high energy performancethereby making our product more competitive

b. Our efforts also promote the use of electric vehicles which are goodfor environment and are aligned with the long- term vision of 2030 EV Policy of theGovernment of India

iii. Imported Technology

Nil

C. Foreign Exchange Earnings & Outgo

During financial year 2020-21 foreign exchange earnings and outgowas ` 12.46 crore and ` 36.66 crore respectively.

GENERAL DISCLOSURES

Your Directors state that for the financial year ended March 31 2021no disclosures are required in respect of the following items and accordingly confirm asunder:

i. The Company has neither revised the financial statements nor thereport of Board of Directors.

ii. No cases were filed pursuant to the Sexual Harassment of Women atWorkplace (Prevention Prohibition and Redressal Act 2013. The Company has complied withprovisions relating to the constitution of Internal Complaints Committee under thisAct.

iii. There are no material changes or commitments affecting thefinancial position of the Company between March 31 2021 and the date of this report.

iv. The Company has not accepted any deposits during financial year2020-21.

v. No instance of fraud has been reported to Board of Directors of theCompany by the Auditors or any other person.

vi. No significant or material orders were passed by theRegulators/Courts/Tribunals which impact the going concern status and Company'soperations in future.

vii. During the financial year 2020-21 there was no change in thenature of the business of the Company.

viii. There has been no issue of equity shares with differential rightsas to dividend voting or otherwise during the financial year 2020-21.

ix. The Company has complied with applicable Secretarial Standardsissued by the Institute of the Company Secretaries of India during the financial year2020-21.

x. No petition/application has been admitted under Insolvency &Bankruptcy Code 2016 by NCLT.

DIRECTORS' RESPONSIBILITY STATEMENT

Pursuant to the requirement clause (c) of sub-section (3) of Section134 of the Companies Act 2013 your Directors confirm that:

a. in the preparation of the annual accounts for the financial yearended March 31 2021 the applicable accounting standards have been followed and there areno material departures

b. they have selected such accounting policies and applied themconsistently and made judgments and estimates that are reasonable and prudent so as togive a true and fair view of the state of affairs of the Company as at March 31 2021 andof the profit/loss of the Company for the financial year ended on that date;

c. they have taken proper and sufficient care for the maintenance ofadequate accounting records in accordance with the provisions of the Act for safeguardingthe assets of the Company and for preventing and detecting fraud and other irregularities;

d. they have prepared the annual accounts on a going concern basis;

e. they have laid down internal financial controls to be followed bythe Company and such internal financial controls are adequate and operating effectively;

f. they have devised proper systems to ensure compliance with theprovisions of all applicable laws and that such systems were adequate and operatingeffectively.

MANAGEMENT DISCUSSION AND ANALYSIS

The Management Discussion and Analysis report forms a part of thisAnnual Report.

ACKNOWLEDGEMENT

Your Directors would like to express their grateful appreciation forthe assistance and support extended by all stakeholders.

.