Annual Report 2010-2011 - Gammon India

More documents

Recommendations

Info

Option Scheme-2007 of erstwhile ATSL are disclosed in compliance with Clause 12 of the Securities and Exchange Board of India (Employee Stock Option Scheme and Employee Stock Purchase Scheme) Guidelines, 1999 and set out in Annexure ‘A’ of this Report. 8. SUBSIDIARY COMPANIES: At the commencement of the year the Company had 43 (Forty Three) subsidiaries. It has further incorporated/acquired the following subsidiaries/step down subsidiaries during the year under review: (i) SAE Transmission India Limited (ii) Franco Tosi Hydro Private Limited (iii) Franco Tosi Turbines Private Limited (iv) Metropolitan Infrahousing Private Limited (v) AnsaldoCaldaie Boilers India Private Limited (vi) Preeti Townships Private Limited (vii) Lilac Infraprojects Developers Limited (viii) Chitoor Infra Company Private Limited (ix) Chitoor Infrastructure Projects Private Limited (formerly known as Satyavedu Infra Company Private Limited) (x) Tada Infrastructure Projects Private Limited (formerly known as Tada SEZ Private Limited) (xi) Gammon Holdings (Mauritius) Limited. The Ministry of Corporate Affairs, Government of India has, vide General Circular No. 2/2011 dated 8th February 2011, granted exemption under Section 212(8) of the Companies Act, 1956, for not attaching Annual Report of subsidiary companies, subject to fulfillment of certain conditions by the holding company. Pursuant to the Circular, the Board vide its Resolution dated 12th May, 2011 has given its consent for not attaching the Balance Sheet of the subsidiary company. In view of the said circular, the Financial Statements of the subsidiary companies have not been attached to the Company’s accounts for the year ended 31st March, 2011. The consolidated financial statements published by the Company include the financial results of its subsidiary companies. Information required to be provided in respect of subsidiary companies has been disclosed separately in the Annual report. The Financial Statements of the subsidiary companies are available for inspection by the shareholders at the registered office of the Company. Shareholders who wish to have a copy of the accounts of the subsidiaries will be provided the same on receipt of written request from them. 9. AUDITORS’ REPORT With reference to the Auditors’ observation in point no. 8 of their report on the Consolidated Financial Statements for the year ended 31st March, 2011, the management is of the opinion that the amount is contractually recoverable and the component company is in negotiations with its client and hence no provision is made towards the same. 10. AUDITORS: M/s. Natvarlal Vepari & Co., Chartered Accountants, Firm Registration no. 106971W, Statutory Auditors of the Company retire at the ensuing Annual General Meeting and are eligible for re-appointment. A certificate to the effect that their appointment, if made, will be within the prescribed limits u/s 224(1B) of the Companies Act, 1956 has been obtained from them. The Board on the recommendation of the Audit Committee, recommends the re-appointment of M/s. Natvarlal Vepari & Co., Chartered Accountants, Firm Registration no. 106971W as the Statutory Auditors of the Company and also as the Branch Auditors, Oman Branch and any other branch for the year 2011-12, subject to approval by the Shareholders. The Board also on the recommendation of the Audit Committee, recommends the re-appointment of M/s. Vinod Modi & Associates, Chartered Accountants, Firm Registration no. 111515W and M/s. M. G. Shah & Associates, Chartered Accountants, Firm Registration no. 112561W, as the Joint Branch Auditors of ‘Gammon India Limited – Transmission Business Headquarters, Nagpur’ subject to approval by the Shareholders. 11. REPORT ON CORPORATE GOVERNANCE AND MANAGEMENT DISCUSSION AND ANALYSIS: Report on Corporate Governance and Management Discussion and Analysis Report for the year under review, together with a Certificate from the Auditors of the Company regarding compliance of the conditions of Corporate Governance, as stipulated under Clause 49 of the Listing Agreement forms part of the Annual Report. A NNUAL R EPORT I 2010/11 25
12. CONSOLIDATED FINANCIAL STATEMENTS: 26 Your Directors have pleasure in attaching the Consolidated Financial Statements pursuant to Clause 32 of the Listing Agreement entered into with the Stock Exchanges and prepared in accordance with the Accounting Standards prescribed by the Institute of Chartered Accountants of India, in this regard. 13. DIRECTORS: Dr. Naushad Forbes resigned as the Director of the Company with effect from 11th November, 2010. The Board places on record its sincere appreciation for the valuable contribution made by him during his tenure as a Director of the Company. Mr. Himanshu Parikh a Non Whole Time Director was appointed as a Whole Time Director of the Company with effect from 1st July, 2011. Mr. Abhijit Rajan, Chairman & Managing Director whose term ended on 16th May, 2011 was re-appointed as the Chairman & Managing Director of the Company for a term of 5 (five) years with effect from 17th May, 2011. Pursuant to the provisions of Section 256 of the Companies Act, 1956 and the Articles of Association of the Company, Mr. C.C. Dayal, Mr. Naval Choudhary and Mr. Atul Kumar Shukla retire by rotation at the ensuing Annual General Meeting and being eligible, offer themselves for re-appointment. Brief profiles of the proposed appointees together with other disclosures in terms of Clause 49 of the Listing Agreement are part of the Annexure to the Notice of the Annual General Meeting. 14. DIRECTORS’ RESPONSIBILITY STATEMENT: Pursuant to Section 217 (2AA) of the Companies (Amendment) Act, 2000, the Directors confirm that: 1. The applicable accounting standards have been followed by the Company in preparation of the annual accounts for the period ended 31st March, 2011; 2. The Directors have selected accounting policies and applied them consistently and made judgments and estimates that are reasonable and prudent so as to give a true and fair view of the state of affairs of the Company as at 31st March, 2011 and of the profits of the Company for the year ended on that date; 3. Proper and sufficient care has been taken for the maintenance of adequate accounting records in accordance with the provisions of the Act for safeguarding the assets of the Company and for preventing and detecting fraud and other irregularities; 4. The annual accounts for the year ended 31st March, 2011 have been prepared on a going concern basis. 15. HEALTH, SAFETY & ENVIRONMENT: We are committed as an organization to ensure that all our work practices and procedures emphasize on the importance of safety and are in the process of implementing various new safety measures. We want to inculcate and integrate a strong safety culture in all our operations. There are over 126 safety personnel on permanent rolls of the organization. Over half our safety personnel are diploma holders and the next majority is engineers and post graduates. There are a lot of new processes and improvement of old processes that have been introduced in Gammon in the past year. One of the major changes has been to restructure and organize the reporting and functioning of the safety team. This was done to ensure that there is greater responsibility given as a line function so as to enhance the performance of the team. Certain major processes like third party inspection of equipment, safety related deficiency (SRD) process at site, communication channels, training and awareness programs have also been modified. It has been made mandatory for workers who are working at critical jobs, to undergo training before commencement of the job. A process of awards, recognitions and penalties has been intiated in the Company. Based on the safety performance, various types of recognitions and penalties shall be given to individual projects to encourage the practice of a strong pro-active positive safety culture. 16. RESEARCH & DEVELOPMENT: Increasing focus on developing infrastructure in the country has opened up many opportunities for construction companies. To rise up to the challenge of completing the huge quantum of work in a short time, it is essential to back up the onsite teams with continual improvement in construction technology. During the year under review the R&D activities undertaken by the company include: Pile concrete with a retention time of 7 hours and having 15 MPa strength in 24 hours successfully designed and implemented in Mumbai Port Trust Project. A NNUAL R EPORT I 2010/11
Page 2 and 3: Contents A NNUAL R EPORT I 2010/11
Page 4 and 5: Gammon House the second largest con
Page 6 and 7: 4 Board of Directors Mr. Peter Gamm
Page 8 and 9: 6 A NNUAL R EPORT I 2010/11 Beas Br
Page 10 and 11: 8 Sohar Jetty, Oman A NNUAL R EPORT
Page 12 and 13: 10 Region-wise Projects as on 31st
Page 14 and 15: 12 Financial Highlights of the deca
Page 16 and 17: 14 A NNUAL R EPORT I 2010/11 Off-Sh
Page 18 and 19: 6000 5000 4000 3000 2000 1000 0 16
Page 20 and 21: 18 Key Projects Chennai Metro Proje
Page 22 and 23: 20 Public Private Partnership Proje
Page 24 and 25: Pebble Bay at Dollars Colony, Benga
Page 26 and 27: Your Directors have pleasure in pre
Page 30 and 31: Considering the continuous scarcity
Page 32 and 33: Statement showing details of Option
Page 34 and 35: Name and Designation of Director Mr
Page 36 and 37: (a) AUDIT COMMITTEE : The Audit Com
Page 38 and 39: Name, Designation and Address of Co
Page 40 and 41: (iii) Approval of the Members sough
Page 42 and 43: 6. MEANS OF COMMUNICATION : (a) Fin
Page 44 and 45: STOCK PERFORMANCE IN COMPARISION TO
Page 46 and 47: 18. Widening & strenghtening of exi
Page 48 and 49: CEO/CFO CERTIFICATION To The Board
Page 50 and 51: after USA and China. Indian road ne
Page 52 and 53: (a) Thermal power: In the present s
Page 54 and 55: • Growing urbanization has also r
Page 56 and 57: The Company sees immense opportunit
Page 58 and 59: The operative margin for financial
Page 60 and 61: 4. Your Company has entered into Jo
Page 62 and 63: 4. Patna Highway Projects Limited (
Page 64 and 65: VI. NON-FINANCIAL ORGANISATIONAL IN
Page 66 and 67: A uditors' report to the M e M bers
Page 68 and 69: A nnexure to the A uditors' report
Page 70 and 71: Name of the Statute State Nature of
Page 72 and 73: PROFIT AND LOSS ACCOUNT FOR THE YEA
Page 74 and 75: SCHEDULES FORMING PART OF BALANCE S
Page 76 and 77: SCHEDULE 5 FIXED ASSETS (` in Crore
Page 78 and 79:
Face Value Nos. as on Nos. as on 31
Page 80 and 81:
As at 31 st March, 2011 As at 31 st
Page 82 and 83:
2010-2011 2009-2010 ` in Crores ` i
Page 84 and 85:
(c) Depreciation on revalued compon
Page 86 and 87:
9.95% - Redeemable Non-Convertible
Page 88 and 89:
(b) Sundry Debtors include the foll
Page 90 and 91:
13. In respect of the road projects
Page 92 and 93:
20. Additional information pursuant
Page 94 and 95:
23. The Company is engaged mainly i
Page 96 and 97:
33. The balance with The Freyssinet
Page 98 and 99:
(d) Transactions of Oman Branch and
Page 100 and 101:
SCHEDULE - 1 Related Party Disclosu
Page 102 and 103:
Nature of Transactions/Relationship
Page 104 and 105:
Nature of Transactions/Relationship
Page 106 and 107:
BALANCE SHEET ABSTRACT OF COMPANY
Page 108 and 109:
Metropolitan Infrahousing Private L
Page 110 and 111:
Patliputra Highway Limited * Patna
Page 112 and 113:
Gammon Holdings B.V. Gammon Interna
Page 114 and 115:
Sr. No. Particulars No. of shares/
Page 116 and 117:
existing at the date of preparation
Page 118 and 119:
CONSOLIDATED PROFIT AND LOSS ACCOUN
Page 120 and 121:
C. CASH FLOW FROM FINANCING ACTIVIT
Page 122 and 123:
SCHEDULE 4 FIXED ASSETS (` in Crore
Page 124 and 125:
As at 31 st March, 2011 As at 31 st
Page 126 and 127:
April 10 - March 11 April 09 - Marc
Page 128 and 129:
The cash compensation on account of
Page 130 and 131:
10. Investments Investments are cla
Page 132 and 133:
When the hedge concerns the fair va
Page 134 and 135:
Name of Subsidiaries Country of Inc
Page 136 and 137:
(b) In Case of Sofinter the financi
Page 138 and 139:
The particulars of Investment in As
Page 140 and 141:
K. SOFINTER: The loan envisages the
Page 142 and 143:
12. Retention Bonus for employees:
Page 144 and 145:
(b) In respect of the road projects
Page 146 and 147:
(b) In respect of currency swap der
Page 148 and 149:
VSPL, a subsidiary of the Company,
Page 150 and 151:
Annexure I Related party Disclosure
Page 152:
vakils
show all

Annual Report 2010-2011 - Gammon India

You also want an ePaper? Increase the reach of your titles

Delete template?

Save as template?