Ito Cementation India Limited: 'Menlo Rej Duality
Ito Cementation India Limited: 'Menlo Rej Duality
Ito Cementation India Limited: 'Menlo Rej Duality
Dear Sirs,
Sub: Notice of the 44 th Annual General Meeting of the Company and the Annual
Report under Regulation 34 of SEBI (Listing Obligations and Disclosure
Requirements) Regulations, 2015 ( SEBI Listing Regulations)
Pursuant to Regulation 34 of SEBI Listing Regulations, please find attached herewith the Annual
Report of the Company for the financial year 2021-22 alongwith the Notice convening the 44th
Annual General Meeting of the Company to be held on Thursday, 22 0d September, 2022 at 4.00
p.m. (1ST) through Video Conference I Other Audio Visual Means, which are being sent through
electronic mode to the shareholders of the Company.
The said Notice of 44 th Annual General Meeting of the Company and Annual Report 2021-22 are
available on the Company's website at www.itdcem.co.in
Thanking you,
Yours faithfully,
For I Cementation India Limited
Encl: As above
NOTICE
NOTICE is hereby given that the FORTY FOURTH ANNUAL SPECIAL BUSINESS:
GENERAL MEETING (AGM) of the Members of ITD Cementation 5. To consider, and, if thought fit, to pass the following
India Limited (“the Company”) will be held on Thursday, 22 resolution as an Ordinary Resolution:
September 2022 at 4:00 p.m. (IST) through Video Conferencing “ RESOLVED THAT pursuant to the provisions of
(VC) / Other Audio-Visual Means (OAVM) facility to transact the Section 148 and other applicable provisions, if any,
following business. The venue of the Meeting shall be deemed to of the Companies Act, 2013 read with Rule 14 of the
be the Registered Office of the Company at 9th Floor, Prima Bay, Companies (Audit and Auditors) Rules, 2014 (including
Tower - B, Gate No. 5, Saki Vihar Road, Powai, Mumbai-400072. any statutory modification(s) or re-enactment(s) thereof,
for the time being in force), the payment by the Company
ORDINARY BUSINESS: of remuneration of H 500,000/- (Rupees Five Lakh only)
1. To receive, consider and adopt: plus applicable taxes and out of pocket expenses, if
any, actually incurred during the course of audit, to Mr.
a. the Audited Standalone Financial Statements of Suresh Damodar Shenoy, Cost Accountant (Membership
the Company for the financial year ended 31 March Number 8318) appointed by the Board of Directors of
2022, together with the Reports of the Board of the Company as the Cost Auditor of the Company to
Directors and the Auditors thereon; and conduct the audit of the cost records of the Company
b. the Audited Consolidated Financial Statements of the for the financial year ending on 31 March 2023, be and is
Company for the financial year ended 31 March 2022, hereby confirmed, approved and ratified.
together with the Report of the Auditors thereon. RESOLVED FURTHER THAT any Director of the Company
or the Company Secretary be and is hereby authorised to do
2. To declare a dividend of H 0.45 per equity share of H 1/-
all such acts and take all such steps as may be necessary,
each (45%) for the financial year ended 31 March 2022. proper or expedient to give effect to this resolution.”
3. To appoint a Director in place of Mr. Piyachai Karnasuta 6. To consider, and, if thought fit, to pass the following
(DIN 07247974), who retires by rotation at this Annual resolution as an Ordinary Resolution:
General Meeting and, being eligible, offers himself for “ RESOLVED THAT pursuant to the provisions of Section 197
reappointment. (1) and other applicable provisions, if any, of the Companies
4. To consider, and, if thought fit, to pass the following Act, 2013 (“the Act”), so long as the Company has a Whole-
resolution as an Ordinary Resolution: time Director and /or Managing Director, such sum by way
of commission as may be determined by the Board of
“RESOLVED THAT subject to the provisions of Sections Directors but not exceeding in the aggregate 1% of the net
139 and 142 of the Companies Act, 2013 read with Rule profits of the Company computed in the manner laid down in
3(7) of the Companies (Audit and Auditors) Rules, 2014 and Section 198 of the Act, subject to a maximum of H 7,00,000/-
other applicable provisions, if any, (including any statutory (Rupees Seven lakh only) per annum to each Director for
modification(s) or re-enactment thereof, for the time being each financial year of the Company commencing on and
in force), and pursuant to the acceptance by the Board of from 01 April 2021, be paid to and distributed amongst the
Directors of the recommendations of the Audit Committee, Directors of the Company (including Alternate Directors but
M/s. T R Chadha & Co. LLP, Chartered Accountants (Firm excluding Whole-time Directors and / or Managing Director),
Registration No. 006711N/ N500028), be and are hereby the proportion and manner of such payment and distribution
appointed as Statutory Auditors of the Company, in place to be as the Board may from time to time determine.”
of the retiring Auditors M/s Walker Chandiok & Co., LLP, By Order of the Board
Chartered Accountants, Mumbai (Firm Registration
No. 001076N/N500013) to hold office for a term of five Rahul Neogi
consecutive years from the conclusion of this 44th AGM Company Secretary
of the Company until the conclusion of the 49th AGM of the Membership No A-10653
Company to be held in the year 2027, on such remuneration Registered Office:
as may be determined by the Board of Directors based 9th Floor, Prima Bay, Tower - B,
on the recommendations of the Audit Committee plus Gate No. 5, Saki Vihar Road,
applicable taxes and out of pocket expenses, if any, actually Powai, Mumbai-400072
incurred by them during the course of audit.” Dated: 12 August 2022
1
NOTES: for appointment of proxies will not be available for the
1. In view of the outbreak and continuance of Covid-19 AGM and hence the Proxy Form and Attendance Slip are
pandemic and the need to maintain social distancing not annexed to this Notice. Further, since the AGM will be
norms as per the directives of the Ministry of Home Affairs, held through VC/OAVM, the route map of the venue of the
the Ministry of Corporate Affairs, vide its General Circular meeting is not annexed.
dated 05 May 2020 read with General Circulars dated 6. Institutional/Corporate Members/Societies intending
08 April 2020, 13 April 2020, 13 January 2021, 8th to appoint their authorised representative to attend the
December 2021, 14 December 2021 and 05 May 2022 meeting through VC/OAVM are required to send a scanned
(collectively referred to as ‘MCA Circulars‘) has permitted copy (PDF/JPEG Format) of its Board or governing body
the holding of the Annual General Meeting (‘AGM‘) Resolution/Authorisation etc., authorising its representative
through Video Conferencing (‘VC’)/other audio visual to attend the AGM on its behalf and to vote either through
means (‘OAVM’), without the physical presence of the remote e-voting or during the AGM. The said Resolution/
Members at a common venue. Further, the Securities Authorisation should be sent electronically through their
and Exchange Board of India (‘SEBI’) vide its Circulars registered email addresses to the Scrutinizer at scrutinizer@
dated 12 May 2020, 15 January 2021 and 13 May 2022 itdcem.co.in with a copy marked to the Company at
(‘SEBI Circulars’) has also granted certain relaxations. investors.relation@itdcem. co.in.
Accordingly, in compliance with the provisions of the
Companies Act, 2013 (“the Act”), SEBI (Listing Obligations 7. The Members can join the AGM through VC/OAVM mode 30
and Disclosure Requirements) Regulations, 2015 (“SEBI minutes before the scheduled time of the commencement
Listing Regulations”), SEBI Circulars and MCA Circulars, of the AGM by following the procedure mentioned in the
the AGM of the Company is being held through VC/OAVM. Notice and the facility shall not be closed till the expiry of
Hence, Members can attend and participate in the AGM 15 Minutes after such scheduled time.
through VC/OAVM only. 8.
As per the MCA Circular, the facility of VC/OAVM
2. In terms of clause 3(A) (II) of General Circular No. will be made available to at least 1000 members on a
20/2020 dated 05 May 2020, issued by the MCA, the first-come first served basis. However, this restriction
Special Business appearing at Item Nos. 5 and 6 of the shall not apply to large Shareholders holding 2% or
accompanying Notice are considered to be unavoidable more shareholding, Promoters, Institutional Investors,
by the Board and therefore form part of the Notice. Directors, Key Managerial Personnel, Chairpersons of
the Audit Committee, Nomination and Remuneration
3. Pursuant to the provisions of Section 108 of the Act, Committee and Stakeholders Relationship Committee,
read with Rule 20 of the Companies (Management and Auditors etc.
Administration) Rules, 2014 (as amended) and Regulation
44 of SEBI Listing Regulations and the Circulars issued 9. Members attending the AGM through VC/OAVM shall be
by the Ministry of Corporate Affairs dated 08 April 2020, counted for the purpose of reckoning the quorum under
13 April 2020, 05 May 2020, 13 January 2021, 14 December Section 103 of the Act.
2021 and 05 May 2022 as amended from time to time, the 10. In terms of Secretarial Standard-2 (SS-2) relating to
Company is providing facility of remote e-Voting to its General Meetings issued by the Institute of Company
Members in respect of the business to be transacted at Secretaries of India (“ICSI”) read with clarifications issued
the AGM. For this purpose, the Company has entered into by the ICSI on applicability of Secretarial Standards 1 and
an agreement with National Securities Depository Limited 2 dated 15 April 2020, the proceedings of the AGM shall
(NSDL) for facilitating voting through electronic means, as be deemed to be conducted at the Registered Office of
the authorised agency. The facility of casting votes by a the Company which is the deemed venue of the AGM.
member using remote e-Voting system as well as remote
e-voting at the AGM will be provided by NSDL. 11. The relative Statement of material facts pursuant to
Section 102 (1) of the Act, in respect of the business at
4. In line with the MCA Circular No. 17/2020 dated 13 April Item Nos.4 to 6 of the Notice, is annexed hereto. The
2020, the Notice calling the AGM has been uploaded on relevant details of the Director seeking re-appointment
the website of the Company at www.itdcem.co.in. The under Item 3 of the Notice, as required by Regulation
Notice can also be accessed from the websites of the 36(3) of SEBI Listing Regulations and SS-2 on General
Stock Exchanges i.e. BSE Limited and National Stock Meetings issued by the ICSI, are also annexed.
Exchange of India Limited at www.bseindia.com and
www.nseindia.com respectively and is also available on 12. (a) The Register of Members and the Share Transfer
the website of NSDL (agency for providing the Remote Books of the Company will remain closed from Friday,
e-Voting facility) at www.evoting.nsdl.com. 16 September 2022, to Thursday, 22 September
2022 (both days inclusive) for the purpose of AGM
5. As the AGM is being held pursuant to the MCA Circulars and for determining the names of members eligible
through VC/OAVM and the requirement of physical for dividend on equity shares, if declared at the
attendance of Members has been dispensed with in AGM.
terms of the MCA Circulars and SEBI Circulars, the facility
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(b) The dividend, if any, that may be declared at the In order to provide exemption from withholding of tax, the
meeting will be paid on Monday, 10 October 2022, following organisations must provide a self-declaration as
to: listed below:
i) the members, in respect of shares held in i. Insurance companies: A declaration that they are
physical form, whose names appear as beneficial owners of shares held;
Members in the Register of Members as
ii. Mutual Funds: A declaration that they are governed
at the end of business hours on Thursday,
by the provisions of section 10(23D) of the IT Act
15 September 2022, after giving effect to valid
along with copy of registration documents (self-
transmission and transposition of shares in
attested);
respect of valid requests lodged with the
Company, and iii. Alternative Investment Fund (AIF) established
in India: A declaration that its income is exempt
ii) the members, in respect of shares held in
under section 10(23FBA) of the IT Act and they are
demat form, whose names appear as Beneficial
established as Category I or Category II AIF under
Owners in the Register and Index of Beneficial
the SEBI regulations. Copy of registration documents
Owners as at the end of business hours on
(self-attested) should be provided.
Thursday, 15 September 2022, as per details to
be furnished by National Securities Depository iv. Corporation established by or under a Central
Limited and Central Depository Services Act which is, under any law for the time being in
(India) Limited in respect of the shares held in force, exempt from income- tax on its income -
electronic form. Documentary evidence that the person is covered
under section 196 of the IT Act.
13. In terms of the provisions of the Income-tax Act, 1961, (“the
IT Act”) as amended by the Finance Act, 2020, dividend For non-resident shareholders: Tax is required to be
paid or distributed by a Company on or after 01 April withheld in accordance with the provisions of Section 195
2020 shall be taxable in the hands of the shareholders. of the IT Act at applicable rates in force. As per the relevant
The Company shall therefore be required to deduct tax provisions of the IT Act, the tax shall be withheld @ 20%
at source at the time of payment of dividend as follows: (plus applicable surcharge and cess) on the amount of
dividend payable. Further, as per section 206AB of the
or resident shareholders: Tax will be deducted at
F
IT Act, Tax will be deducted @ 40% plus surcharge and
source (“TDS”) under Section 194 of the IT Act @ 10 %
cess in case of “Non resident Specified Persons” as per
on the amount of dividend payable unless exempt under
database available on income tax website. A non resident
any of the provisions of the IT Act. However, in case of
specified person shall not include a person who does not
individuals, TDS would not apply if the aggregate of total
have a permanent establishment in India. However, as per
dividend distributed to them by the Company during FY
Section 90 of the IT Act, a non-resident shareholder has
2022-23 do not exceed H 5,000.
the option to be governed by the provisions of the Double
Tax at source will also not be deducted in cases where a Tax Avoidance Agreement (“DTAA”) between India and
shareholder provides Form 15G (applicable to any person the country of tax residence of the shareholder, if they are
other than a Company or a Firm) / Form 15H (applicable to more beneficial to the shareholder. For this purpose, i.e. to
an individual above the age of 60 years), provided that the avail the tax treaty benefits, the non-resident shareholder
eligibility conditions are being met. Blank Form 15G and will have to provide the following:
15H can be downloaded from the link given at the end of
i. Self-attested copy of PAN card, if any, allotted by the
this communication or from the website of the Company
Indian income tax authorities;
viz. www.itdcem.co.in.
ii. Self-attested copy of Tax Residency Certificate
However, the Permanent Account Number (“PAN”)
(“TRC”) for fiscal 2022 obtained from the tax
will be mandatorily required.
authorities of the country of which the shareholder
Further, as per section 206AB of the IT Act, Tax will be is resident;
deducted @ 20% in case of “Resident Specified Persons”
as per database available on income tax website. A iii. Self-declaration in Form 10F;
“Specified Person” is a person who has not filed his iv. Self-declaration by the non-resident shareholder
income tax return for the assessment year relevant to of having no permanent establishment in India in
the previous year immediately preceding financial year in accordance with the applicable Tax Treaty;
which tax is required to be deducted, for which time limit
for furnishing the return of income under sub-section (1) v. Self-declaration of beneficial ownership by the
of section 139 has expired and aggregate TDS and TCS non-resident shareholder.
in his case is more than H 50,000/- in the said preceding The documents referred to in point nos. (iii) to (v) can
previous year. be downloaded from the link given at the end of this
3
communication or from the Company’s website viz. www. the physical form, you will have to submit a scanned copy
itdcem.co.in. The Company is not obligated to apply of a covering letter, duly signed by the first shareholder,
the beneficial DTAA rates at the time of tax deduction/ along with a cancelled cheque leaf with your name and
withholding on dividend amounts. Application of beneficial bank account details and a copy of your PAN card,
DTAA rate shall depend upon the completeness and duly self-attested, with KFin. This will facilitate receipt
satisfactory review by the Company, of the documents of dividend directly into your bank account. In case the
submitted by non- resident shareholders. cancelled cheque leaf does not bear your name, please
attach a copy of the bank pass-book statement, duly self-
To enable the Company to determine the appropriate
attested. We also request you to register your email IDs
TDS/withholding tax rate applicable, you are requested
and mobile numbers with the Company or the KFin at the
to provide the above details and documents not later than
abovementioned emails.
Saturday, 10 September 2022.
14. In cases where the Members are unable to receive the
To summarise, dividend will be paid after deducting the
dividend directly in their bank accounts through National
tax at source as under:
Electronic Clearing Service (NECS) or any other means,
i. NIL for resident shareholders receiving dividend due to non-registration of the Electronic Bank Mandate,
upto H 5,000/- or in case Form 15G/Form 15H (as the Company shall despatch the dividend warrant/
applicable) along with self-attested copy of the PAN bankers’ cheque/demand draft to such Members at their
card is submitted registered addresses.
ii. 10% for resident shareholders in case copy of PAN 15. In order to eliminate the risk associated with fraudulent
card is provided/available encashment of warrants and to ensure proper receipt of
dividend, Members are advised to avail of the facility for
iii. 20% for resident shareholders if copy of PAN card
receipt of dividend through ECS/NECS. Members holding
is not provided/not available
shares in physical form are requested to send an email in
iv. 20% for resident shareholders who is a specified this regard along with details such as registered number,
person u/s 206AB of the IT Act. attaching photocopy of the cheque leaf of the active
bank account along with a self-attested copy of the PAN
v. Tax will be assessed on the basis of documents
card and Form ISR 1 at einward.ris@kfintech.com and
submitted by the non-resident shareholders
investors.relation@itdcem.co.in.
vi.
20% plus applicable surcharge and cess for
16. Pursuant to the provisions of Section 124 (5) of the Act,
non-resident shareholders in case the
the dividend(s) remaining unpaid or unclaimed for a
aforementioned documents are not submitted
period of seven years from the date of transfer to the
vii
40% plus applicable surcharge and cess for Unpaid Dividend Account of the Company is/are required
non-resident shareholders and specified persons to be transferred to the Investor Education and Protection
u/s 206AB of IT Act. Fund (IEPF), administered by the Central Government.
During the year, the dividend declared by the Company
viii. Lower/ NIL TDS on submission of self-attested copy
for the financial year ended 31 December 2013, which
of the certificate issued under section 197 of the IT
was unpaid or unclaimed, has been transferred to IEPF.
Act.
The Company has uploaded the details of the unpaid or
Kindly note that the aforementioned documents unclaimed dividend(s) of the Members on the website
should be uploaded with KFin Technologies Limited of the Company (www.itdcem.co.in) as per the Investor
(“KFin”), the Company’s Registrar and Transfer Agent Education and Protection Fund (Accounting, Audit,
(“RTA”) at https://ris.kfintech.com/form15 or emailed to Transfer and Refund) Rules, 2016 (“the IEPF Rules”), and
einward.ris@kfintech.com. You can also email the same the same can be accessed by clicking the link https://
at investors.relation@itdcem.co.in. No communication on www.itdcem.co.in/investors/iepf/
the tax determination / deduction shall be entertained
Members, who have not yet encashed their dividend(s)
after Saturday, 10 September 2022.
pertaining to the financial year ended 31 December
In case tax on dividend is deducted at a higher rate in 2016 and onwards, are advised to write to the
the absence of receipt of the aforementioned details / Company immediately, claiming dividend(s) declared by
documents, you would still have the option of claiming the Company.
refund of the excess tax paid at the time of filing your
17. Pursuant to the provisions of Section 124 (6) of the Act and
income tax return. No claim shall lie against the Company
the IEPF Rules and amendments thereto, the Company
for such taxes deducted.
has transferred the shares in respect of Members who
In case your shareholding is in demat form, you will have have not claimed/encashed dividend for the last seven
to submit / update your bank account details with your consecutive years, to the Demat Account of the IEPF
Depository Participant. In case your shareholding is in Authority. Details of the Members whose shares have been
4
transferred to the Demat account of the IEPF Authority are Regulations, no share certificate will be issued in physical
available at the Company’s website at www.itdcem.co.in form. Issuance of certificates in respect of subdivision,
and can be accessed by clicking the link https://www. split, consolidation, renewal, exchanges, endorsements,
itdcem.co.in/investors/iepf/. In the event Members do not duplicates, new certificates in cases of loss or old decrepit
claim dividend(s), the shares on which dividend has not or worn out certificates will be effected in dematerialised
been paid or claimed for seven consecutive years or more form only. The shareholders may please note that
shall be transferred to the demat account of the IEPF requests for effecting transfer of shares shall not be
Authority except for shares in respect of which there is processed unless they are held in the dematerialised form
a specific order of Court, Tribunal or Statutory Authority with a depository. Further, transmission or transposition
restraining any transfer of the shares. of securities held in physical or dematerialised form shall
be effected only in dematerialised form as per procedure
18. The Members/claimants, whose shares as well as unpaid/
given below:
unclaimed dividend have been transferred to the IEPF
Authority, may claim the shares or apply for refund of (i) he share holder/claimant shall submit duly filled up
T
dividend by making an application in Form IEPF-5 Web Form ISR- 4, which is posted on the website of the
(available on www.iepf.gov.in) along with requisite fee as Company and the RTA.
may be decided by the IEPF Authority from time to time
(ii) RTA/Issuer Companies shall verify and process
to the IEPF authority.
the service requests and thereafter issue a ‘Letter
19. The Register of Directors and Key Managerial Personnel of confirmation’ in lieu of physical securities
and their shareholding, maintained under Section 170 of certificate(s), to the share holder/claimant within 30
the Act, and the Register of Contracts or Arrangements in days of its receipt of such request after removing
which the Directors are interested and maintained under objections, if any.
Section 189 of the Act, will be available electronically
(iii) The ‘Letter of Confirmation’ shall be valid for a period
for inspection by the members during the AGM. All
of 120 days from the date of its issuance, within which
documents referred to in the Notice will also be available
the securities holder/claimant shall make a request
for electronic inspection without payment of any fee by
to the Depository Participant for dematerializing the
the members from the date of circulation of this Notice
said securities.
up to the date of AGM, i.e. Thursday, 22 September 2022.
Members seeking to inspect such documents can send (iv) The RTA/Issuer Companies shall issue a reminder
an email to investors.relation@itdcem.co.in. after the end of 45 days and 90 days from the date
of issuance of Letter of Confirmation, informing
20. In case of joint holders attending the AGM through video
the securities holder/claimant to submit the demat
conferencing, only such joint holder who is higher in the
request as above, in case no such request has been
order of names will be entitled to exercise the e-Voting.
received by the RTA/Issuer Company.
21. Members who have cast their votes on the resolutions by
(v) In case the securities holder/claimant fails to submit
remote e-voting prior to the AGM can participate in the
the demat request within the aforesaid period, RTA/
AGM through VC/OAVM, but shall not be entitled to cast
Issuer Companies shall credit the securities to the
their vote through e-voting on such resolutions again.
Suspense Escrow Demat Account of the Company.
22. Members holding shares in physical form are requested to
24. Members who would like to express their views/ask
send intimation pertaining to their bank account details,
questions during the meeting may register themselves
mandates, nominations, address, e-mail address etc. and
as a speaker by sending their request in advance at least
changes thereat, if any, immediately to the Company’s
3 days prior to the date of the meeting mentioning their
Registrar and Transfer Agents, KFin Technologies Limited
names, demat account number/ folio number, email id,
at Selenium Tower B, Plot 31-32, Gachibowli, Financial
mobile number at investors.relation@itdcem.co.in. The
District, Nanakramguda, Hyderabad - 500 032, Toll Free
Members who do not wish to speak during the AGM but
no. 1800-309-4001, Fax : +91 40 23420814, email ID :
have queries may send their queries in advance 3 days
einward.ris@kfintech.com and / or its Branch Office at 24-
prior to the date of the meeting mentioning their names,
B, Raja Bahadur Mansion, Ambalal Doshi Marg, Behind
demat account number/folio number, email id, mobile
BSE, Fort, Mumbai - 400023, Tel: +91 22 66235454
number at investors.relation@itdcem.co.in. These queries
email ID : ircfort@kfintech.com (hereinafter referred to as
will be suitably replied to by the Company.
RTA). Members holding shares in electronic form must
intimate the changes, if any, to their respective Depository 25. Due to the continuance of COVID-19 pandemic, MCA,
Participants only and Members holding shares in physical vide its General Circulars dated 05 May 2020 and 05
form must intimate the changes, if any, to the RTA. May 2022, as amended, and SEBI, vide its Circulars
dated 12 May 2020 and 13 May 2022, as amended, have
23. Pursuant to circular no. SEBI/HO/ MIRSD_RTAMB/P/
dispensed with the requirement of printing and despatch
CIR/ 2022/8 dated 25 January 2022 issued by SEBI and
of physical copies of the Annual Report. Accordingly, the
corresponding amended Regulation 40 of SEBI Listing
5
Notice of the AGM along with the Annual Report for the respect of the business to be transacted at the AGM.
FY 2021-22 and instructions for e-voting are being sent For this purpose, the Company has entered into
only by electronic mode to those Members whose email an agreement with National Securities Depository
addresses are registered with the Company/Depository Limited (NSDL) for facilitating voting through
Participants/RTA, unless any Member has requested for electronic means, as the authorised agency. The
a physical copy of the same. Members may note that the facility of casting votes by a member using remote
Notice and Annual Report for the FY 2021-22 will also be e-Voting system as well as voting at the AGM will be
available on the Company’s website www.itdcem.co.in provided by NSDL.
and on the website of NSDL at https://www.evoting.nsdl.
b. The AGM has been convened through VC/OAVM
com. For any communication, the shareholders may send
in compliance with applicable provisions of the
requests to the Company’s email-id: investors.relation@
Companies Act, 2013 read with MCA Circulars.
itdcem.co.in.
26. SEBI has mandated the submission of PAN by every INSTRUCTIONS FOR MEMBERS FOR REMOTE
participant in securities market. Members holding shares E-VOTING AND ATTENDING THE AGM ARE AS
in electronic form are, therefore, requested to submit UNDER:-
their PAN to their Depository Participants with whom they The remote e-voting period begins on Monday, 19 September
are maintaining their demat accounts. Members holding 2022 (9.00 a.m. IST) and ends on Wednesday, 21 September
shares in physical form can submit their PAN card and 2022 (5.00 p.m. IST). The remote e-voting module shall be
KYC details alongwith Bank details and Form ISR 1 and disabled by NSDL for voting thereafter. The Members, whose
other requisite Forms to the Company’s RTA. The Forms names appear in the Register of Members / Beneficial Owners
are available on the website of the Company at http://www. as on the record date (cut-off date) i.e. Thursday, 15 September
itdcem.co.in 2022, may cast their vote electronically.
27. Members can avail of the nomination facility in respect How do I vote electronically using NSDL e-Voting
of shares held by them in physical form pursuant to the system?
provisions of Section 72 of the Act read with relevant
The way to vote electronically on NSDL e-Voting system
rules. Members desiring to avail this facility may send
consists of “Two Steps” which are mentioned below:
their nomination in the prescribed Form SH-13 duly filled
in, signed and send to the Company’s RTA. Members Step 1: Access to NSDL e-Voting system
holding shares in electronic form may contact their A) Login method for e-Voting and joining virtual
respective Depository Participants to avail this facility. meeting for Individual shareholders holding
28. Voting through electronic means securities in demat mode
In terms of SEBI circular dated 09 December 2020 on
a. Pursuant to the provisions of Section 108 of the
e-Voting facility provided by Listed Companies, Individual
Companies Act, 2013 read with Rule 20 of the
shareholders holding securities in demat mode are allowed
Companies (Management and Administration) Rules,
to vote through their demat account maintained with
2014 (as amended) and Regulation 44 of SEBI Listing
Depositories and Depository Participants. Shareholders
Regulations, and the MCA Circulars, the Company is
are advised to update their mobile number and email Id in
providing facility of remote e-Voting to its Members in
their demat accounts in order to access e-Voting facility.
6
Login method for Individual shareholders holding securities in demat mode is given below:
Individual Shareholders holding 1. Existing users who have opted for Easi / Easiest, they can login through their user id and password.
securities in demat mode with Option will be made available to reach e-Voting page without any further authentication. The URL
CDSL for users to login to Easi / Easiest are https://web.cdslindia.com/myeasi/home/login or www.
cdslindia.com and click on New System Myeasi.
2. After successful login of Easi/Easiest the user will be also able to see the E Voting Menu. The Menu
will have links of e-Voting service provider i.e. NSDL. Click on NSDL to cast your vote.
3. If the user is not registered for Easi/Easiest, option to register is available at https://web.cdslindia.
com/myeasi/Registration/EasiRegistration
4. Alternatively, the user can directly access e-Voting page by providing demat Account Number and PAN
No. from a link in www.cdslindia.com home page. The system will authenticate the user by sending
OTP on registered Mobile & Email as recorded in the demat Account. After successful authentication,
user will be provided links for the respective ESP i.e. NSDL where the e-Voting is in progress.
Individual Shareholders (holding You can also login using the login credentials of your demat account through your Depository
securities in demat mode) Participant registered with NSDL/CDSL for e-Voting facility. upon logging in, you will be able to see
login through their depository e-Voting option. Click on e-Voting option, you will be redirected to NSDL/CDSL Depository site after
participants successful authentication, wherein you can see e-Voting feature. Click on company name or e-Voting
service provider i.e. NSDL and you will be redirected to e-Voting website of NSDL for casting your vote
during the remote e-Voting period or joining virtual meeting & voting during the meeting.
Important note: Members who are unable to retrieve User ID/ Password are advised to use Forget User ID and Forget
Password option available at abovementioned website.
7
elpdesk for Individual Shareholders holding securities in demat mode for any technical issues related to login
H
through Depository i.e. NSDL and CDSL.
B) Login Method for e-Voting and joining virtual meeting for shareholders other than Individual shareholders
holding securities in demat mode and shareholders holding securities in physical mode.
How to Log-in to NSDL e-Voting website?
1. Visit the e-Voting website of NSDL. Open web browser by typing the following URL: https://www.evoting.nsdl.com/
either on a Personal Computer or on a mobile.
2. Once the home page of e-Voting system is launched, click on the icon “Login” which is available under ‘Shareholder/
Member’ section.
3. A new screen will open. You will have to enter your User ID, your Password/OTP and a Verification Code as shown
on the screen.
lternatively, if you are registered for NSDL eservices i.e. IDEAS, you can log-in at https://eservices.nsdl.com/ with your
A
existing IDEAS login. Once you log-in to NSDL eservices after using your log-in credentials, click on e-Voting and you can
proceed to Step 2 i.e. Cast your vote electronically.
4. Your User ID details are given below :
8
c) If you are still unable to get the password by Board Resolution / Authority Letter” displayed under
aforesaid two options, you can send a request “e-Voting” tab in their login.
at evoting@nsdl.co.in mentioning your demat
2. It is strongly recommended not to share your password
account number/folio number, your PAN, your with any other person and take utmost care to keep your
name and your registered address etc. password confidential. Login to the e-voting website will
d) Members can also use the OTP (One Time be disabled upon five unsuccessful attempts to key in
Password) based login for casting the votes on the correct password. In such an event, you will need to
the e-Voting system of NSDL. go through the “Forgot User Details/Password?” or
“Physical User Reset Password?” option available on
7. After entering your password, tick on Agree to www.evoting.nsdl.com to reset the password.
“Terms and Conditions” by selecting on the check
box. 3. In case of any queries, you may refer to the Frequently
Asked Questions (FAQs) for Shareholders and e-voting
8. Now, you will have to click on “Login” button. user manual for Shareholders available at the download
section of www.evoting.nsdl.com or call on toll free no.:
9. After you click on the “Login” button, Home page of
1800 1020 990 and 1800 22 44 30 or send a request to
e-Voting will open.
Ms.Sarita Mote, Assistant Manager or Ms. Soni Singh,
Step 2: Cast your vote electronically and join General Assistant Manager at evoting@nsdl.co.in
Meeting on NSDL e-Voting system.
Process for those shareholders whose email ids are not
How to cast your vote electronically and join General registered with the depositories for procuring user id and
Meeting on NSDL e-Voting system? password and registration of e mail ids for e-voting for
1. After successful login at Step 1, you will be able to see all the resolutions set out in this notice:
the companies “EVEN” in which you are holding shares 1. In case shares are held in physical mode please provide
and whose voting cycle and General Meeting is in active Folio No., Name of shareholder, scanned copy of the share
status. certificate (front and back), PAN (self attested scanned
copy of PAN card), AADHAR (self attested scanned copy
2. Select “EVEN” of company for which you wish to cast
of Aadhar Card) by email to the Company at investors.
your vote during the remote e-Voting period and casting relation@itdcem.co.in
your vote during the General Meeting. For joining virtual
meeting, you need to click on “VC/OAVM” link placed 2. In case shares are held in demat mode, please provide
under “Join Meeting”. DPID-CLID (16 digit DPID + CLID or 16 digit beneficiary
ID), Name, client master or copy of Consolidated Account
3. Now you are ready for e-Voting as the Voting page opens. statement, PAN (self attested scanned copy of PAN card),
4. Cast your vote by selecting appropriate options i.e. assent AADHAR (self attested scanned copy of Aadhar Card) to
or dissent, verify/modify the number of shares for which investors.relation@itdcem.co.in. If you are an Individual
you wish to cast your vote and click on “Submit” and also shareholders holding securities in demat mode, you
“Confirm” when prompted. are requested to refer to the login method explained at
step 1 (A) i.e. Login method for e-Voting and joining virtual
5. Upon confirmation, the message “Vote cast successfully” meeting for Individual shareholders holding securities in
will be displayed. demat mode.
6. You can also take the printout of the votes cast by you by 3. Alternatively shareholder/members may send a request
clicking on the print option on the confirmation page. to evoting@nsdl.co.in for procuring user id and password
for e-voting by providing above mentioned documents.
7. Once you confirm your vote on the resolution, you will not
be allowed to modify your vote. 4. In terms of SEBI circular dated 09 December 2020 on
e-Voting facility provided by Listed Companies, Individual
General Guidelines for shareholders shareholders holding securities in demat mode are
1. Institutional shareholders (i.e. other than individuals, allowed to vote through their demat account maintained
HUF, NRI etc.) are required to send scanned copy (PDF/ with Depositories and Depository Participants. Members
JPG Format) of the relevant Board Resolution/ Authority are required to update their mobile number and email
letter etc. with attested specimen signature of the duly ID correctly in their demat account in order to access
authorized signatory(ies) who are authorized to vote, e-Voting facility.
to the Scrutinizer by e-mail to scrutinizer@itdcem.co.in
with a copy marked to evoting@nsdl.co.in. Institutional INSTRUCTIONS FOR MEMBERS FOR E-VOTING ON
shareholders (i.e. other than individuals, HUF, NRI etc.) THE DAY OF THE AGM ARE AS UNDER:-
can also upload their Board Resolution / Power of 1. The procedure for e-Voting on the day of the AGM is same
Attorney / Authority Letter etc. by clicking on “Upload as the instructions mentioned above for remote e-voting.
9
2. Only those Members/ shareholders, who will be present GENERAL INSTRUCTIONS
in the AGM through VC/OAVM facility and have not cast 1. The voting rights of the Members shall be in proportion
their vote on the Resolutions through remote e-Voting and to the paid-up value of their shares in the equity share
are otherwise not barred from doing so, shall be eligible capital of the Company as on the cut-off date, being
to vote through e-Voting system in the AGM. Thursday 15 September 2022. A person whose name is
3. Members who have voted through Remote e-Voting will recorded in the Register of Members or in the Register of
be eligible to attend the AGM. However, they will not be Beneficial Owners maintained by the Depositories as on
eligible to vote at the AGM. the cut – off date only shall be entitled to avail the facility
of e-voting as well as voting at the meeting.
4. The details of the person who may be contacted for any
grievances connected with the facility for e-Voting on the 2.
A member may participate in the AGM even after
day of the AGM shall be the same person mentioned for exercising his right to vote through remote e-voting but
Remote e-voting. shall not be allowed to vote again at the AGM.
3. A person, whose name is recorded in the register of
INSTRUCTIONS FOR MEMBERS FOR ATTENDING members or in the register of beneficial owners maintained
THE AGM THROUGH VC/OAVM ARE AS UNDER: by the depositories as on the cut-off date only shall be
1. Member will be provided with a facility to attend the AGM entitled to avail the facility of remote e-voting or voting
through VC/OAVM through the NSDL e-Voting system. during the AGM through electronic means.
Members may access by following the steps mentioned
above for Access to NSDL e-Voting system. After 4. Mr. P. N. Parikh (Membership No. FCS 327) or failing him
successful login, you can see link of “VC/OAVM link” Mr. Mitesh Dhabliwala (Membership No. FCS 8831) or
placed under “Join meeting” menu against company failing him Ms. Sarvari Shah (Membership No. FCS 9697) of
name. You are requested to click on VC/OAVM link placed M/s Parikh & Associates, Practicing Company Secretaries
under Join General Meeting menu. The link for VC/OAVM has been appointed as the Scrutinizer to scrutinize the
will be available in Shareholder/Member login where the e-voting process in a fair and transparent manner.
EVEN of Company will be displayed. Please note that the 5. The Scrutinizer shall, immediately after the conclusion of
members who do not have the User ID and Password voting at the AGM, unblock the votes cast through remote
for e-Voting or have forgotten the User ID and Password e-voting prior to the AGM and e-voting during the AGM
may retrieve the same by following the remote e-Voting and make not later than 48 hours of conclusion of the
instructions mentioned in the notice to avoid last minute meeting, a consolidated Scrutinizer’s Report of the total
rush. votes cast in favour or against, if any, to the Chairman or a
2. Members are encouraged to join the Meeting through person authorised by him in writing, who shall countersign
Laptops for better experience. the same.
3. Further, Members will be required to allow Camera and 6. The Results declared alongwith the Scrutinizer’s Report(s)
use Internet with a good speed to avoid any disturbance will be available on the website of the Company (www.
during the meeting. itdcem.co.in) and on NSDL website (https://www. evoting.
nsdl.com/) and communication of the same will be made
4. Please note that Participants connecting from Mobile to BSE Limited and National Stock Exchange of India
Devices or Tablets or through Laptop connecting via Limited, where the shares of the Company are listed. The
Mobile Hotspot may experience Audio/Video loss due results shall also be placed on the Notice Board at the
to fluctuation in their respective network. It is therefore Registered Office of the Company.
recommended to use Stable Wi-Fi or LAN Connection to
mitigate any kind of aforesaid glitches. EXPLANATORY STATEMENT
5. Members who would like to express their views/ask Statement of material facts annexed to the Notice as
questions during the meeting may register themselves required under Section 102 (1) of the Companies Act,
as a speaker by sending their request in advance at least 2013 (‘the Act’)
3 days prior to the date of the meeting mentioning their Item 4
names, demat account number/ folio number, email id,
This explanatory statement is in terms of Regulation 36(5) of
mobile number at investors.relation@itdcem.co.in. The
the SEBI Listing Regulations, as the same is not required under
Members who do not wish to speak during the AGM but
Section 102 of the Act.
have queries may send their queries in advance 3 days
prior to the date of the meeting mentioning their names, The second term of present Statutory Auditors of the Company,
demat account number/folio number, email id, mobile Messrs Walker Chandiok & Co LLP, Chartered Accountants,
number at investors.relation@itdcem.co.in. These queries Mumbai, will be coming to an end at the conclusion of the
will be suitably replied to by the Company. ensuing 44th AGM of the Company.
10
As per the provisions of Section 139 (2) of the Act, no listed records of the Company for the year ending on 31 March 2023,
company, shall appoint or re-appoint, interalia, an audit firm at a remuneration of H 500,000/- (Rupees Five Lakh Only) plus
as auditor for more than two terms of five consecutive years. applicable taxes and out of pocket expenses, if any, actually
incurred during the course of audit. In terms of Section 148(3)
The Board at its meeting held on 26 May 2022, based on
of the Act read with the Companies (Audit and Auditors) Rules,
the recommendation of the Audit Committee and subject to
2014, as amended from time to time, the payment of the above
the approval of members at the General Meeting, appointed
remuneration to the Cost Auditor needs to be approved and
Messrs T R Chadha & Co. LLP, Chartered Accountants,
ratified by the Members of the Company.
(Registration No. 006711N/ N500028), as the Statutory
Auditors of the Company in place of the retiring Auditors, None of the Directors, Key Managerial Personnel of the
Messrs. Walker Chandiok & Co LLP, Chartered Accountants, Company and their respective relatives, are concerned in any
to hold office for a term of five consecutive years from the manner or interested, financially or otherwise, in the Resolution
conclusion of the 44th Annual General Meeting (AGM) till the set out at Item 5 of the Notice.
conclusion of the 49th AGM, to be held in the year 2027, for
undertaking statutory audits. For the financial year 2022-23, The Board recommends the Ordinary Resolution as set out
the remuneration proposed to be paid to the new Statutory at Item 5 of the Notice for approval of the Members of the
Auditors is H 61 Lakh plus applicable taxes and out of pocket Company.
expenses, if any, actually incurred during the course of audit. Item 6
The remuneration for the subsequent years of their five year The members of the Company, at the Annual General
term shall be fixed by the Board of the Company based on the Meeting held on 09 August 2019, had approved payment of
recommendation of the Audit Committee. commission not exceeding in the aggregate 1% of the net
There is no material change in the remuneration proposed to profits of the Company, as prescribed under Section 198 of
be paid to the new Statutory Auditors for the financial year the Companies Act, 2013 (“the Act”), subject to a maximum
2022-23 and the remuneration paid to the Retiring Auditors for of H 6 Lakh (Rupees Six Lakh only) per annum to each Director
the financial year 2021-22. for each of the financial years commencing on or after
01 April 2019 (including Alternate Directors but excluding
M/s. T R Chadha & Co., LLP, founded in 1946, is a reputed
Whole-time Director and/ or Managing Director), the proportion
firm of Chartered Accountants with over 75 years of legacy
and manner of such payment and distribution to be as the
and pan India presence at 10 locations offering wide array of
Board may from time to time decide.
services spanning across Assurance Services, Internal Audit
& Risk Advisory, Direct, Indirect and International Taxation & Taking into consideration the increased level of involvement
Consultancy Services. of all the Non-Executive Directors of the Company in the
affairs and activities of the Company as members of its Board
As required under the provisions of Section 139 (1) of the Act,
and also as Chairman / Members of the relevant committees
the Company has received written consent from Messers T R
of the Board, increase in the duties and responsibilities
Chadha & Co. LLP, Chartered Accountants, Mumbai informing
shouldered and collective guidance provided by them, the
that their appointment, if made, would be in accordance with
Board, at its meeting held on 26 May 2022, pursuant to the
the provisions of the Act read with Rule 4(1) of the Companies
recommendations of the Nomination and Remuneration
(Audit and Auditors) Rules 2014 and that they satisfy the criteria
Committee and subject to the approval of members of the
provided in Section 141 of the Act. As required under the SEBI
Company, approved payment of commission to all Non-
Listing Regulations, 2015, they have also confirmed that they
hold a valid certificate issued by the Peer Review Board of the Executive Directors whether resident in or outside India,
Institute of Chartered Accountants of India. not exceeding in the aggregate 1% of the net profits of the
Company subject to a maximum of H 7,00,000/- (Rupees Seven
None of the Directors, Key Managerial Personnel of the Lakh only) per annum to each of the Non-Executive Directors,
Company and their respective relatives, are concerned or for each of the financial years commencing on and from
interested, financially or otherwise, in the resolution set out at 01 April 2021, the proportion of commission thereof to each
Item 4 in the accompanying Notice. Director and the manner of its payment and distribution to be
The Board recommends the Ordinary Resolution as set out such as the Board may from time to time determine.
at Item 4 of the Notice for approval of the Members of the The Company presently has a whole time Director designated
Company. as the Executive Vice Chairman and a Managing Director.
Item 5 In view thereof, the commission payable to Non-Executive
Directors pursuant to Section 197(1) of the Act cannot exceed
The Board of Directors, on the recommendation of the Audit
in the aggregate 1% of the net profits of the Company.
Committee, has approved the appointment of Mr. Suresh
Damodar Shenoy, Cost Accountant in Practice (Membership The approval of the Members is necessary in view of the
No. 8318), as the Cost Auditor for audit of the cost accounting provisions of Section 197 (1) of the Act.
11
Each one of Mr. Piyachai Karnasuta (DIN 07247974), The Board recommends the Ordinary Resolution as set out
Ms. Ramola Mahajani (DIN 00613428), Mr. Sunil Shah Singh at Item 6 of the Notice for approval of the Members of the
(DIN 00233918) and Mr. Pankaj I. C. Jain (DIN 00173513), being Company.
Non–Executive Director, is eligible to receive remuneration
By Order of the Board
by way of commission as aforesaid and is interested in the
resolution in so far as it relates to the remuneration payable to
Rahul Neogi
them respectively. None of the other Directors, Key Managerial
Company Secretary
Personnel and their respective relatives are concerned or
Membership No.A-10653
interested, financially or otherwise, in the Resolution set out
at Item 6 of the Notice. Registered Office:
9th Floor, Prima Bay, Tower - B,
Gate No. 5, Saki Vihar Road, Powai, Mumbai-400072
Dated: 12 August 2022
The particulars of the Director, who is proposed to be re-appointed at this Annual General Meeting, are given below, as required
pursuant to Regulation 36 (3) of the Securities and Exchange Board of India (Listing Obligations and Disclosure Requirements)
Regulations, 2015, as amended from time to time and also other details as required under the Secretarial Standard on General
Meetings issued by the ICSI:
Item 3
Brief resume of Mr. Piyachai Karnasuta (DIN 07247974) proposed to be re-appointed as Director liable to
retire by rotation
Age 47 years
Qualifications Bachelor of Civil Engineering from Washington University, USA and MBA from Waseda University, Japan.
Experience & Justification (including Mr. Piyachai Karnasuta is a Director of the Company since 2015. He has been appointed as the Non-
expertise in specific functional area)/ Executive Chairman of the Company with effect from 01 April 2019. He has experience and knowledge
Brief Resume in Civil Engineering and Construction of over 19 years. He is an Executive Vice President of Italian-Thai
Development Public Company Limited, Thailand, the promoter of the Company.
Terms and Conditions of Appointment Appointment as a Non-Executive Director liable to retire by rotation.
Remuneration last drawn (including Commission: H 7.00 Lakh
sitting fees, if any) Sitting Fees: H 7.50 Lakh
Remuneration proposed to be paid Commission and Sitting fees
Date of first appointment on the Board 05 August 2015
Shareholding in the Company as on None
31 March 2022
Relationship with other Director / Key Not related to any Director / Key Managerial Personnel
Managerial Personnel
Number of meetings of the Board Board: 5 (out of 5 held)
attended during the year 2021- 22
Directorships of other Boards None
Membership/ Chairmanship of None
Committee of other Boards
Rahul Neogi
Company Secretary
Membership No.A-10653
Registered Office:
9th Floor, Prima Bay, Tower - B,
Gate No. 5, Saki Vihar Road,
Powai, Mumbai-400072
Dated: 12 August 2022
12
Delivering Growth
With Excellence
ITD Cementation India Limited
Annual Report 2021-22
CONTENTS FY 2021-22
1-9 Consolidated Financial Highlights
CORPORATE IDENTITY
1 ITD Cementation at a Glance
4
6
8
Our Presence
Board of Directors
Management Team
K 3,809 Cr K 338 Cr
Revenue from operations EBITDA
10-17
PERFORMANCE REVIEW
10 Chairman’s Message
12
In conversation with
Top Management
K 69 Cr K 1,135 Cr
Net profit Net worth
14 Financial Review
16 Value Proposition
18-31
SECTORAL PRESENCE
19
Urban Infrastructure, MRTS
0.5x
Debt to equity
A (Stable Outlook)
Rating by ICRA & CARE
and Airports
20 Maritime Structures
22 Hydro, Dams, Tunnel, Irrigation
24 Industrial Structures and Buildings
25 Water and Wastewater
26
Foundation and Specialist
Engineering
27 Highway, Bridges and Flyovers
28 Key Projects
32-35
OUR APPROACH
32 Environment
33 People
34 Corporate Social Responsibility
35 Awards
36-83
STATUTORY REPORTS
36 Board’s Report
56
Management Discussion and
Analysis
64 Report on Corporate Governance
77 Business Responsibility Report
84-201
FINANCIAL STATEMENTS
84 Standalone Financial Statements
145 Consolidated Financial Statements
Delivering growth
with excellence
Our continued focus on creating long-term value through focused
execution, visionary management, strong pre-qualification credentials and
global parentage. Our commitment to reliability and quality has enabled
us to secure our position as one of India’s leading EPC (Engineering,
Procurement and Construction) players in the heavy civil and infrastructure
sector.
With nine decades of rich industry experience and a robust order book, we
are poised for the challenges of tomorrow. We will continue to increase the
value we deliver and the growth we bring to our ecosystem by capitalising
on upcoming opportunities and keeping an eye on excellence.
ITD CEMENTATION AT A GLANCE
Vision
Committing to Our aim is a satisfied client, a
strong and proactive workforce
15 States, 2 UT
• We prioritise state-of-the art
Cementing a strong
operational footprint
Our pan-India presence helps 4
us gauge diverse geographic
nuances and tailor our solutions
15
to complex projects without
boundaries.
16 11
14
6
7 Telangana Tunnels
STATE/UNION SECTOR
TERRITORY PRESENT
9 Sikkim Building
17
3
INTERNATIONAL SECTOR
PROJECT PRESENT
13
3 4
2) MR. SANTI JONGKONGKA
Executive Vice Chairman
Director. During his association with 4) MS. RAMOLA MAHAJANI Works India. He has over 54 years of
the Company, he had monitored and Independent Director experience in Industry with Engineered
coordinated execution of work such as product manufacturing and construction
Airport Terminal, Tunnel, Port, Barrage, Ms. Ramola Mahajani is a Director companies covering varied fields. He
Spillway, Highway, Mass Transit System, of the Company since 2014. She is has served on a number of national
Diaphragm Wall, Box/Pipe Pushing a Human Resources Development level industry bodies and on government
Micro tunnelling, Bored/Precast Pile and Management professional with panels including for ‘Standards’ setting
and foundation. Mr. Jongkongka was 50 years of experience in The Indian and ‘Industry development’ and has
last associated with Bangkok Steel Wire Hotels Company Ltd. and extended been a National Council Member of
Company Limited, Thailand holding the experience in Consulting as Managing Construction Federation of India,
position of Managing Director. Director of SHL, South Asia. She has Construction Industry Development
her own Consulting firm. She holds Council and on the Governing Body
two Masters’ Degrees in advanced of National Institute of Construction
Applied Psychology and is a Chartered Management and Research.
Occupational Psychologist as also
3) MR. JAYANTA BASU He was on the development panel
an Associate Fellow of the British
Managing Director Psychological Society. Her areas of of Director General of Trade and
expertise include application of the Development for pumps and currently
Mr. Jayanta Basu assumed the position principles of Occupational Psychology serves on the boards of several
of Managing Director of the Company in Employee Selection, Training, companies in the position of Chairman/
on 23rd April 2019. A graduate in Civil Management Development and HR Director. He is a B.Tech. from Indian
Engineering from the Indian Institute Planning. Institute of Technology, Delhi.
of Science and Technology (formerly
Bengal Engineering College), Calcutta She is a winner of British Council Award
University, he has over 36 years of (UK); Qimpro Silver Standard Award,
hands-on experience in Engineering, Indira Group of Institutes’ Super Achiever 6) MR. PANKAJ I.C. JAIN
Construction, Project Management and Award, Lifetime Achievement Award at
Contracts Management of Heavy Civil Independent Director
World HRD Congress; Nominee of the
Engineering Projects. He started his Government of Maharashtra: World
career with the Company as a Graduate Mr. Pankaj I. C. Jain has been
Trade Centre Management Council;
Engineer Trainee in 1986 and rose through appointed as an Independent Director
Convener – Human Resources Sub
the ranks to take over the mantle of Chief of the Company in the year 2018. He is
Commit tee: Bombay Gymkhana
Operating Officer of ITD Cementation a qualified Chartered Accountant and
Limited; Member – Ladies Wing, Vision
in the year 2017. Mr. Basu is a domain is the Managing Partner at Khandelwal
Foundation of India; Past President:
expert in the area of Engineering and Jain & Company – Char tere d
Rotary Club of Bombay Seaface. She is
Construction of Maritime Structures Accountants. He has wide knowledge
a Key Associate with “insightGURU”, a
in India, has been instrumental in of Tax Litigation, Tax Advisory & Audits
technology driven people Assessment
creation and growth of this sector in of large Corporates, Stock Exchanges,
Company. She serves as a Non-
the Company. Government Corporations, Financial
Executive Independent Director on the
Institutions, Banks & Insurance
boards of several listed companies. She
His core competencies are in the area Companies. He was a Council
participates actively in the proceedings
of Project Management, Contracts Member of the Institute of Chartered
of the Board and Committee Meetings
Management, Advancement of Accountants of India from 2001 to
as an Independent Director.
Tendering, Estimation models on 2016. He has been a member in many
assigned benchmarks and Business committees constituted by SEBI, RBI,
Development. He has a proven track ICAI etc.
record as an operation strategist to
meet growth objectives and in leading 5) MR. SUNIL SHAH SINGH Currently, he is also an Independent
multiple improvement initiatives within Independent Director Director and Chairman of Silver
the Company by way of providing Bank, Mauritius and Member of Audit
strategic direction, diverse perspectives Mr. Sunil Shah Singh has been Advisory Board of Office of Director
and a positive leadership. He has appointed as an Independent Director General of Audit (Central), Mumbai.
successfully contributed and led the of the Company in the year 2018. He
Company to its growth trajectory. He has served as the Managing Director
is also a National Council member on of ITD Cementation India Limited from
the Construction Federation of India June 2000 to December 2009 and
(CFI) for the year 2021-2023, which is an thereafter as its Corporate Advisor
apex representative body of the leading from January 2010 to December 2013.
infrastructure construction firms of the Mr. Singh has been the President of
country. He is also a member of the Kirloskar Pneumatic Company Limited,
Board of Governors, NICMAR, Mumbai. Pune and Tetra Pak Processing and
also served as Country head of Energy
Steered
by experience
Our management comprises industry
experts with extensive understanding of the
engineering, procurement and construction
business. Their vision, guidance and able
leadership enable the seamless execution of
our projects.
DEAR SHAREHOLDERS,
I begin this letter with the hope that
INDUSTRIAL LANDSCAPE
India’s construction sector is a K 15,550 Cr
Orderbook as on 31 March 2022
you and your loved ones are in significant contributor to the country’s
better health and vaccinated. The economic development. Investment
bygone year came with its own set in infrastructure has multiplier
of volatilities in the form of two new effects on India’s economic growth
COVID-19 variants, rising geo-political
tensions with the Russia-Ukraine war,
an inflationary environment and large-
through demand creation, increased
private investments and creation of
employment opportunities amongst
K 7,770 Cr
New Orders secured in 2021-22
scale supply chain disruptions. Having others.
said that, the agility of human beings
and companies in coping with these Over the last 5 years, the Government
new realities have been nothing short inve s tme nt to m o de r nis e the
of inspiring. country’s ageing infrastructure has Some of the major announcements in
increased heavily in response to the the budget for the infrastructure sector
It gives me immense pleasure to Government’s vision of turning India include extending national highway by
share that despite these challenges, into a self-reliant economy with an 25,000 kms in FY 2022-23, another
your Company is going strong and enhanced presence in the global 1,016 kms of metro and regional
delivering growth with excellence. economic system. Infrastructure has rapid transit system (RRTS) under
We have maintained the tenacity in been given a further push in the Union construction in 27 cities, monetising
pursuing our goals and at the same Budget with 35.4% increase in capital Dedicated Freight Corridor assets for
time, we have demonstrated a strong expenditure to ` 7.5 Lakh Crore. The operations and maintenance to create
financial performance with record Government infrastructure initiatives future ready railway system by 2030,
project wins and thereby reaffirmed are centred around building roads, privatising major ports of the country for
our stakeholders’ trust even during railways, airports, urban infrastructure operational excellence, 100 new airports
these unprecedented times. and clean energy infrastructure. to be built over next 10 to 15 years etc.
Overall budget re-emphasises virtuous
investment cycle which is likely to of ` 69 crore. We have been able to sustainable value for our stakeholders
create employment opportunities maintain a deleveraged balance sheet and propel us to contribute to India’s
and propel sustainable economic with net debt:equity strengthening to infrastructure growth story.
growth. In addition, there are 0.11x in FY 2021-22 from 0.26x in FY
several other programs launched by 2020-21 and efficient working capital
PRIORITISING RESPONSIBLE
Government of India which include management.
ACTIONS
the National Infrastructure Pipeline
(NIP) opportunities worth over ` 111 This was a landmark year for the While maintaining robust financial
lakh crore, National Monetisation Company with highest-ever order performance was on top of our mind,
Pipeline, Bharatmala, Sagarmala, inflow of ` 7,770 crore and all-time high we also channelised our energies
Gati Shakti etc. to boost infrastructure order book of ` 15,550 crore. in focusing on priorities such as
developments in the country. India ensuring that all the workers in our
continues to remain an attractive Some of the major projects that we project sites were provided with
destination for foreign investments have secured during the year are food and accommodation during
with 100% FDI approval policy for as follows: the pandemic, under took mass
the sector. vaccination drive for employees and
• Chennai Underground Metro (2 their dependants at various sites,
packages i.e., UG01 and UG02), charted out strict protocols and SOP’s
The government has also undertaken
Surat Metro depot building related to COVID. We have been
multiple reforms to boost the
construction sector such as setting • Captive Jetty at Kamarajar Port in accredited with ISO 9001:2015 (Quality
up the National Bank for Financing Chennai Management Systems), ISO 14001:2015
Infrastructure and Development, (Environmental Management Systems)
• Modification and Refurbishment and ISO 45001:2018 (Occupational
which will provide long-term finance
of airport terminal buildings in Health and Safety) by TUV-Nord,
for projects. The government has
Ahmedabad which reflects our commitment towards
notified a new public procurement
policy that targets to introduce • Marine infrastructure project in quality, environment, safety and health
Quality-cum-Cost-basis for selection Karwar, Karnataka principles.
of contractors, improve payment
• Aerospace Museum in Palam, Delhi
terms to the contractors and allow VOTE OF THANKS
and Buildings for Sikkim University
surety bonds as a substitute to Bank
I would like to take this opportunity to
Guarantees. • Brahmaputra Riverfront
extend my gratitude to our stakeholders
Development in Guwahati
for the faith and support they have
The financial institutions and
continued to show in us. I also thank
multi-lateral agencies like Asian I would like to highlight some of the
my fellow Directors for their invaluable
Development Bank, World Bank, major operational achievements of
insights in aiding the fulfilment of the
Japan International Cooperation the year:
organisation's vision and goal. For the
Agency, European Investment Bank,
• Successfully completed agility and assistance of our suppliers
Asian Infrastructure Investment Bank,
underground tunneling work for and vendors during these difficult times,
National Development Bank etc. are
Mumbai underground metro and the Company is truly grateful. Finally,
supporting multiple infrastructure
Kolkata underground metro in the I end by expressing appreciation for
projects in the country. In addition,
most challenging stretches our financial institutions and banks for
announcement of project exports
their support in our path to delivering
through EXIM bank line of credit has • Tunneling work started at Bengaluru
growth for all our stakeholders.
opened up new avenues to bid and underground metro and both
execute projects internationally. the tunnel boring machines have
We are optimistic that our robust
commenced tunneling
business strategy, innovation focus and
PERFORMANCE IN • Marine project at Haldia Multi Modal execution excellence will continue to
FY 2021-22 Terminal and our international take the business onto new pinnacles
During FY 2021-22, we demonstrated project in Yangon, Myanmar is under of growth.
resilience in our operations and advanced stages of completion
made significant progress towards Warm Regards,
• Successfully completed longest
exe c u tin g o u r p r oj e c t s w i th balanced cantilever bridge over
commitment, reliability and quality Piyachai Karnasuta
railway line in Nagpur Metro with
to the satisfaction of our clients challenges of working over 25,000 Chairman
despite the market headwinds Volts high-tension line of Indian
and unprecedented operating Railways
environment. The Company
has delivered robust financial We are confident and keen on
performance with solid execution delivering growth with excellence
capabilities by registering top-line driven by our committed workforce,
growth of 40% y-o-y to ` 3,809 crore, advanced technologies and prudent
EBITDA margin of 8.9% and PAT capital management that will create
K 3,809 Cr
the short term. It must yet be noted that
We are modernising and upgrading
we have long-term relationships with our
the integrated and new passenger
Revenue from operations key suppliers and service providers and
terminal buildings at airports in Trichy,
have long-term contracts with several
Pune and Ahmedabad. We have also
vendors to ensure on-time delivery of the
under taken several major marine
required materials and services. Majority
0.5
debt:equity
projects, including the captive coal
jetty and a coal unloading and conveyor
system for the Udangudi Super Critical
of our contracts have price variation
clause, but this unprecedented price
increase might result in some pressure strategic alliances with companies We will continue to keep our focus
on costs and margins. whose resources, skills and strategies laser-sharp on increasing our footprint
are helpful for synergies. Over the year, in neighbouring countries, especially in
We enjoy healthy credit rating for long- we undertook project specific joint core sector like Marine. We are aligning
term and short-term banking facilities, ventures or sub-contracting relationships ourselves with emerging opportunities
which is derived from our established that have helped us boost our profile and announced by the Government of
track record in EPC business, extensive further bid for larger and more complex India, participating and submitting
experience of promoters, satisfactory projects. Combined with our execution bids across several high growth
project execution capabilities, healthy excellence, compelling business sectors with strong visibility, including
and diversified orderbook position portfolio, customer connect and cost Metro rail, Marine structures, Airport
catering to multiple sectors and focused approach, we have delivered modernisation, Industrial buildings,
comfortable debt coverage metrics. All robust performance demonstrating the Water and Wastewater, among others.
these factors provide comfort to our strength of our resilient business model, While selecting any project, we carefully
lenders with whom we actively engage with which we are confident of achieving review the overall margins vis-a vis
for their support for our working capital success in any operating environment. the risk associated with the project
requirements and term loans that with respect to geography, clients,
enable us to make the most of emerging How would you describe the future financing arrangement, among others.
opportunities in the sector. of the Company and industry in the Our endeavour is to follow a strategy
short as well as the long term? Tell us of financial prudence, operational
In an ever-changing operating about some of the endeavours that excellence by minimising waste and
landscape, what would you describe will take centre stage, going forward. improved productivity and overall growth
as the differentiators that will of the Company.
We are optimistic of the road ahead
continue to make the Company a
with our strong order book position
preferred contractor of choice while Warm Regards,
providing multi-year revenue visibility,
winning projects?
comfortable balance sheet position
Santi Jayanta
With demonstrated experience of over and controlled working capital cycle.
Jongkongka Basu
nine decades, we have developed In addition, our strong brand recall
strong execution capabilities that has among clients, execution expertise Executive Managing
helped strengthen our orderbook and with a well-diversified presence and Vice Chairman Director
diversify our business offerings. We support from the parent company with
have strong, integrated, in-house design advanced technologies and skilled
and engineering expertise, modern and personnel will enable us to capitalise
new technologies and experienced on the massive opportunities in the
management team that are the pillars sector. We are confident of creating
of continuous growth and efficient long-term value for all stakeholders with
operation management. We have robust growth in top line, improvement
maintained strong long-term relationship in margins and cash flows to align with
with our esteemed clients backed by our our mission of becoming the country’s
ability to deliver high quality work and a leading construction company in terms
solid track record. We have maintained of customer choice, quality and safety.
STANDALONE FINANCIALS
In ` crore
FY 2019-20 FY 2020-21 FY 2021-22
Order book 9,147 9,850 14,392
Revenue from operations 2,142 2,208 3,250
PBT (before exceptional item) 94 19 82
PBT (after exceptional item) 53 19 82
EBITDA 265 213 309
EBITDA margin (%) 12.4 9.7 9.5
Net profit 43 16 69
Net profit margin (%) 2.0 0.7 2.1
Net worth 1,053 1,066 1,131
Total debt 293 397 515
Debt Equity ratio 0.3 0.4 0.5
Book value per share (Face value of `1 each) 61.3 62.0 65.8
Earnings per share (`) 2.5 0.9 4.0
Return on capital employed (%) 10.4 9.0 12.9
Return on equity (%) 4.2 1.5 6.3
CONSOLIDATED FINANCIALS
In ` crore
FY 2019-20 FY 2020-21 FY 2021-22
Order book 11,743 11,732 15,550
Revenue from operations 2,861 2,728 3,809
PBT (before exceptional item) 101 20 94
PBT (after exceptional item) 60 20 94
EBITDA 328 258 338
EBITDA margin (%) 11.5 9.5 8.9
Net profit 44 16 69
Net profit margin (%) 1.5 0.6 1.8
Net worth 1,055 1,069 1,135
Total debt 474 409 515
Debt Equity ratio 0.4 0.4 0.5
Book value per share (Face value of `1 each) 61.4 62.2 66.1
Earnings per share (in `) 2.5 0.9 4.0
Return on capital employed (%) 11.3 10.2 13.5
Return on equity (%) 4.2 1.5 6.3
Financial Graphs
STANDALONE
3,250 309
265
2,142 2,208 213
47% 45%
y-o-y y-o-y
Growth FY 20 FY 21 FY 22 Growth FY 20 FY 21 FY 22
82 69
53 43
19 16
331% 331%
y-o-y y-o-y
Growth FY 20 FY 21 FY 22 Growth FY 20 FY 21 FY 22
CONSOLIDATED
39% 31%
y-o-y y-o-y
Growth FY 20 FY 21 FY 22 Growth FY 20 FY 21 FY 22
94 69
60 44
20 16
370% 331%
y-o-y y-o-y
Growth FY 20 FY 21 FY 22 Growth FY 20 FY 21 FY 22
Combining execution
excellence with deep expertise
ORDERBOOK BREAKUP
In ` crore
Sector FY 2019-20 FY 2020-21 FY 2021-22
Diverse offerings
for holistic value
creation
CUSTOMERS
Chennai Metro Rail Limited
Maritime Structures
ITD Cementation is one of the leading companies
SERVICES PROVIDED IN
in the construction of Maritime structures and THE SECTOR
have executed projects in most of the major and • Jetties, dolphins and service
minor ports of the country. platforms
• Quay, berths on concrete and
steel piles as well as solid
We have the experience, capability and equipments to undertake projects
gravity type wharf structures
and deliver high-quality work on complex Maritime Structures. Every project
executed helped us expand sustainably and build a strong foothold in the • Ship lift, dry dock, wet basin
sector. and inclined berth
• Breakwater and piled approach
K 3,400 Cr
Order book
trestles
• Steel piles and bored cast in
situ concrete pile foundations
as on 31 March 2022
• Undersea ground improvement
• Dredging and land reclamation
• Coastal erosion protection and
rock bund
• Cargo and material handling
equipment and associated
entire MEP systems
• Por t-related onshore
infrastructures
• Port connectivity works
CUSTOMERS
Tamil Nadu Generation and
Distribution Corporation Limited
Indian Navy
K 1,680 Cr
Order book
as on 31 March 2022
CUSTOMERS
IRCON INTERNATIONAL
LIMITED
CUSTOMERS
Central Public Works Department
K 1,785 Cr
Order book
MAJOR PROJECTS UNDER
EXECUTION
Public Wo r ks D e pa r tme nt,
Government of West Bengal
• Redevelopment of General Pool
as on 31 March 2022 Residential colony at Kasturba
Nagar in New Delhi
• Circuit bench of Calcutta High
SERVICES PROVIDED IN THE
Court in West Bengal
SECTOR
• Constructing civil structures for • Aerospace Museum at Air Force
academic institution, residential Station in Palam, Delhi
complexes • Construction of buildings for
• C o n s t r u c ti n g s t r u c tu r e s fo r Sikkim University
refineries, petrochemicals, power,
steel and fertiliser plants
Government of Tripura
K 450 Cr
Order book
as on 31 March 2022
CUSTOMERS
Sabarmati River Front
SERVICES PROVIDED IN THE MAJOR PROJECTS UNDER Development Corporation Limited
SECTOR EXECUTION
Indian Oil Corporation Limited
• Geotechnical investigations, piling, • Brahmaputra riverfront development
diaphragm walling project in Assam Tecnimont Private Limited
• Sandwick /band drain, drilling & • Diaphragm Wall, earth filing and
grouting, rock/soil anchors repairs, allied works in Sabarmati Riverfront
tube heading, box pushing Development in Ahmedabad
• Piling works at Paradip refinery
CUSTOMERS
Rail Vikas Nigam Limited
K 150 Cr
Order book
SERVICES PROVIDED IN THE
SECTOR Reliance Utility Engineers
Private Limited
• Roads, bridges and flyovers
as on 31 March 2022 construction
Projects that
tell the story
of strength
With each new project we
execute, new learnings are
gained, which we build on to
improve our capabilities for
our impending projects. This
enables us to take on big
and complex projects across
different infrastructure sectors
MARINE PROJECT IN UDANGUDI
and deliver them with strong Owing to our extensive experience and expertise in the
execution capabilities. marine sector, we were awarded the construction of a
captive coal jetty with unloading facilities and a pipe
conveyor for the 2*660 MW Udangudi Supercritical
Thermal Power Project in Tamil Nadu by Tamil Nadu
Generation and Distribution Corporation Limited.
NAGPUR METRO
We were trusted with the construction of the
ten elevated metro stations in Reach 3 and
eight elevated metro stations, including the
construction of an elevated viaduct on Reach
4 connecting the East to West Corridor for
Nagpur Metro Rail Project by Maharashtra Metro
Rail Corporation Limited. The project is in the
advanced stages of completion. During the year,
we completed the longest balanced cantilever
bridge over the railway line connecting East
to West, shouldering the challenge of working
with over 25,000 Volts high tension line of Indian
Railways.
PEOPLE
Fostering a culture of
continuous growth
In an ever-changing business environment and marketplace, the major
competitive advantage for a leading organisation revolves around skill,
experience and engagement with its employees. The success of an
organisation essentially depends upon its employees’ commitment and
dedication.
At ITD Cementation, our employees’
health, safety and morale remain
our top priorities that enable
us to create an inclusive and
productive working environment
that encourages dialogue and free
exchange of ideas. It also goes a
long way in facilitating the crafting
of a talent management system
for engagement across the
employment lifecycle.
SKILL DEVELOPMENT
A s a s tr a te g i c e n a b l e r a n d
business partner, Human Resource
strongly focuses on organisational
development and employee
engagement to accelerate our
businesses with ability, agility and
adaptability.
EDUCATION
The Company contributed to the Relearn
Foundation in West Bengal for digital
classrooms, online training, laptops,
computers and other digital accessories
to support underprivileged students.
AWARDS
Recognised for
making a difference
FASTEST GROWING INDIAN
COMPANY EXCELLENCE
AWARD - ITD Cementation
India Limited
Won Fastest Growing Indian Company
Excellence Award for Outstanding
contributions to National Development
– Atmanirbhar Bharat. The award
was presented by Indian Economic
Development and Research Association
(IEDRA)
Projects
The Directors present herewith their Report and the Audited Financial Statements for the financial year ended 31 March 2022.
FINANCIAL HIGHLIGHTS
` in lakhs
Standalone Consolidated
Particulars Financial Year ended Financial Year ended
31 March 2022 31 March 2021 31 March 2022 31 March 2021
Revenue from Operations 324,952.73 220,831.88 380,901.65 272,773.11
Profit before Finance costs, Depreciation, Exceptional 30,934.85 21,343.66 30,492.13 22,531.19
item and share of profit/ (loss) from joint ventures
Finance costs 13,240.97 11,133.68 14,159.96 13,819.52
Depreciation and amortisation expense 9,490.74 8,284.07 10,254.86 10,015.09
Share of profit/ (loss) from joint ventures - - 3,298.86 3,303.80
Profit before Tax 8,203.14 1,925.91 9,376.17 2,000.38
Less: Tax Expense 1,321.73 349.98 2,442.07 405.15
Profit after Tax 6,881.41 1,575.93 6,934.10 1,595.23
Add: Other Comprehensive Income (126.56) 249.54 (126.56) 249.54
Total Comprehensive income for the financial year 6,754.85 1,825.47 6,807.54 1,844.77
carried to Other Equity
PERFORMANCE OF THE COMPANY and demonstrate a resilient financial performance with strong
Standalone performance execution capabilities by registering topline growth of 40% year
on year basis and healthy EBITDA margin of 8.9%, despite the
Revenue from operations for the financial year ended 31 March
challenging economic environment.
2022 is H 324,953 Lakhs (H 220,832 Lakhs in FY 2020-21), an
increase of about 47% over the previous year. The Company has also taken proactive measures to safeguard
its people and business while addressing the COVID-19
The Company has made profit before finance costs, depreciation,
challenge.
exceptional item and share of profit/ (loss) from joint ventures of
H 30,935 Lakhs, which is 9.5% of revenue from operations. The Total value of new contracts including the Company’s share in
Company has made a profit before tax of H 8,203 Lakhs and Joint Ventures secured during the financial year aggregated H
profit after tax of H 6,881 Lakhs in the FY 2021-22. 776,931 Lakhs (FY 2020-21 H 281,200 Lakhs).
Consolidated performance Major contracts secured during the FY 2021-22 having a value
Revenue from operations for the financial year ended 31 March of H 20,000 Lakhs and above were as under: –
2022 is H 380,902 Lakhs (H 272,773 Lakhs in FY 2020-21), an • Construction of Under Ground Stations at Light House,
increase of about 40% over the previous year. The Company Kutchery Road, Alwarpet, Bharathidasan Road and
has made profit before finance costs, depreciation, exceptional Associated Twin Tunnel, Chennai for Chennai Metro Rail
item and share of profit/ (loss) from joint ventures of ` 30,492 Corporation Limited
Lakhs which is 8% of revenue from operations. The Company
has made a profit before tax of H 9,376 Lakhs and profit after • Construction of Under Ground Stations at Light House,
tax of H 6,934 Lakhs in the FY 2021-22. At Boatclub, Nandanam, Panagalpark, Kodambakkam,
Kodambakkam Flyover and associated Twin Tunnel,
REVIEW OF OPERATIONS Cut & Cover Box etc., Chennai for Chennai Metro Rail
Corporation Limited
Indian Industry continued to be affected by the disruptions
caused by the COVID-19 pandemic for a significant part of • Construction of Roads & Bridges, Drains, Water Supply,
the year 2021-22, impacting people’s lives, livelihood and Sewerage and associated works, Karwar
business. However, gradual unlocking of the economy, record
• Construction of IOC Captive Marine Jetty and Associated
vaccinations and continued Government support towards
works at Kamarajar Port Limited, Ennore for IOCL
industries have led to a significant improvement in the industrial
sector and resulted in Indian businesses gaining the desired • Construction of Aero Space Museum at Air Force Station
momentum. Despite the surge in COVID-19 cases in the third Palam, Delhi for Military Engineer Services
wave of pandemic in December 2021 and January 2022, the
• Construction of Dream City Depot including Metro
Company’s operations had largely remained unaffected. The
Bhavan and Associated Works, Surat for Gujarat Metro
Company has thus been able to register an overall improved
Rail Corporation
operational performance in the later part of the financial year
• Work Modification and Refurbishment of T-2 Building above dividend amounting to H 773 Lakhs, if approved at the
at Sardar Vallabhbhai Patel International Airport, ensuing Annual General Meeting (AGM) of the Company, will
Ahmedabad for Adani Ahmedabad International Airport represent 11.23% of distributable profits of H 6,881 Lakhs for
Limited the financial year.
• Construction of various Buildings for Sikkim University at Pursuant to the Finance Act, 2020, since dividend income is
Yangang, Sikkim for The Registrar, Sikkim University taxable in the hands of the shareholders, the Company will
• Development of Brahmaputra Riverfront from New DC be required to make deduction of tax at source from dividend
Bungalow to Kacharighat, Guwahati for Guwahati Smart payable to the members at prescribed rates under the Income
City Limited Tax Act for the said financial year.
During the financial year, a number of contracts were In terms of the provisions of Regulation 43A of the SEBI (Listing
completed including- Obligations and Disclosure Requirements) Regulations,
2015, as amended (“Listing Regulations”), the Company has
• Construction of Underpass, Noida for Noida Authority formulated and adopted a Dividend Distribution Policy. It is
• Construction of Civil foundations and retaining wall, available on the Company’s website and can be accessed
Jaigarh for Jindal Steel Works at https://www.itdcem.co.in/wpcontent/uploads/Dividend
Distribution_Policy
• Construction of Civil Foundation for Material Handling
Structure, Jaigarh for Jindal Steel Works
TRANSFER TO RESERVE
• Constructions of Liquid cum LPG Jetty at Krishnapatnam The Company has not transferred any amount to the reserves
Port, Andhra Pradesh for Karnataka Power Corporation during the financial year.
Limited
• Construction of Seven Stations Including Related Works PERFORMANCE AND FINANCIAL POSITION OF
at Kolkata for Rail Vikas Nigam Limited SUBSIDIARY AND JOINT VENTURES
As required under Regulation 34 of the Listing Regulations and
DIVIDEND Section 129 of the Companies Act, 2013 (hereinafter referred
In view of the performance of the Company during the to as ‘the Act’), the Consolidated Financial Statements, which
financial year under consideration, the Directors are pleased have been prepared by the Company in accordance with the
to recommend a dividend of H 0.45 per equity share on applicable provisions of the Act and the applicable Accounting
171,787,584 equity shares of H 1/- each fully paid up. The Standards, form part of this Annual Report.
The performance and financial position of the Company’s subsidiary and joint ventures are summarised herein below:
` in lakhs
Profit/ (Loss) Share of Profit/
Name Total income for the % share (Loss)*
financial year
Subsidiary:
• ITD Cementation Projects India Limited 34.92 (0.89) 100% (0.89)
Joint Ventures:
• ITD Cemindia JV 34,700.95 (5,599.45) 80% (5,577.98)
• ITD-ITD Cem JV 14,728.99 887.43 49% 434.84
• ITD- ITD Cem JV (Consortium of ITD – ITD Cementation) 2.73 (72.19) 40% (28.88)
• ITD Cem-Maytas Consortium 26,836.79 1,501.13 95% 1,426.07
• CEC-ITD Cem-TPL JV 32,433.48 4,821.50 60% 2,892.90
• ITD Cem-BBJ JV 13,559.89 - 51% -
Pursuant to the provisions of Section 129(3) of the Act, a Further, pursuant to the provisions of Section 136 of the
statement containing the salient features of the performance Act, the financial statements of the Company, consolidated
and financial position of the said Subsidiary and Joint Ventures financial statements along with relevant documents and
as required under Rule 5 of the Companies (Accounts) Rules, separate audited financial statements in respect of Subsidiary,
2014, as amended, is provided in Form AOC-1 marked as are also available on the website of the Company https://www.
Annexure 1 and forms part of the Consolidated Financial itdcem.co.in/investors.
Statements.
ENERGY CONSERVATION, TECHNOLOGY M/s T R Chadha & Co., Chartered Accountants, Mumbai
ABSORPTION AND FOREIGN EXCHANGE informing that their appointment, if made, would be in
EARNINGS AND OUTGO accordance with the provisions of the Act read with Rule 4(1)
The Company lays significant emphasis on improvements of the Companies (Audit and Auditors) Rules, 2014 and that
in methods and processes in its areas of construction and they satisfy the criteria provided in Section 141 of the Act. As
operations. The primary focus of this effort is to continually required under the Listing Regulations, 2015, the Statutory
refine the frequently used systems at the Company’s project Auditors have also confirmed that they hold a valid certificate
sites to derive optimisation, reduction in the breakdowns, issued by the Peer Review Board of the Institute of Chartered
improve effectiveness and efficiency of use and hence provide Accountants of India.
a competitive edge for any project. Information on Energy Cost Auditors
Conservation, Technology Absorption, Foreign Exchange
In terms of Section 148 of the Act read with the Companies
Earnings and Outgo, as required under Section 134(3)(m) of the
(Cost Records and Audit) Rules, 2014, as amended, the
Act read with Rule 8 of the Companies (Accounts) Rules, 2014,
Company is required to prepare and maintain cost records
is attached herewith and marked as Annexure 2 to this Report.
and also have the same audited by a Cost Accountant.
AUDITORS AND AUDITORS’ REPORTS The Cost Audit Report and the Compliance Report of the
Statutory Auditors Company for the year ended 31 March 2021 was filed with
the Ministry of Corporate Affairs by Mr. Suresh D. Shenoy,
Pursuant to the provisions of Section 139 of the Act, M/s Walker
Cost Accountant, before the due date as prescribed under
Chandiok & Co LLP, Chartered Accountants, Mumbai, having
Companies (Cost Records and Audit) Rules, 2014, as
Firm Registration No. 001076N/N500013 were re- appointed
amended. Further, the cost accounts and records as required
as the Auditors of the Company at the 39th Annual General
to be maintained under Section 148 of the Act, are duly made
Meeting (AGM) for a period of five years from the conclusion of
and maintained by the Company.
the 39th AGM until the conclusion of the 44th AGM to be held
in the year 2022. The term of office of M/s Walker Chandiok The Board, based on the recommendation of the Audit
& Co LLP, Chartered Accountants, Mumbai, as Statutory Committee, has re-appointed Mr. Suresh D. Shenoy, Cost
Auditors of the Company, will be coming to an end upon the Accountant, as Cost Auditors of the Company for conducting
conclusion of the forthcoming AGM of the Company. cost audit for the year 2022-23.
The Board places on record its appreciation for the services The Company has received consent from Mr. Shenoy for his
rendered by M/s. Walker Chandiok & Co LLP, Chartered re-appointment. He has also provided confirmation that he is
Accountants, during their tenure as the Statutory Auditors of free from any disqualification specified under Section 141(3)
the Company. and proviso to Section 148(3) read with Section 141(4) of the
Act. He has further confirmed his independent status and an
The Statutory Auditor’s report does not contain any
arm’s length relationship with the Company.
qualifications, reservations, adverse remarks or disclaimers.
The consent of the members is being sought at the ensuing
The Board of Directors, at its meeting held on 26 May 2022,
Annual General Meeting for ratification of the remuneration
upon the recommendation of the Audit Committee, have
payable to the Cost Auditor for the financial year 2022-23.
considered, approved and recommended to the Shareholders
for their approval, the appointment of M/s. T R Chadha & The Cost Auditor’s report does not contain any qualifications,
Co. LLP, Chartered Accountants (ICAI Firm Registration reservations, adverse remarks or disclaimers.
Number:006711N/N500028), as the Statutory Auditors of
Secretarial Auditors
the Company in place of the retiring Auditors, M/s. Walker
Chandiok & Co. LLP, Chartered Accountants (ICAI Firm Pursuant to the provisions of Section 204 of the Act, read with
Registration Number 001076N /N500013), for a period of 5 the Companies (Appointment and Remuneration of Managerial
years from the conclusion of the 44th AGM to be held in the Personnel) Rules, 2014, the Board has appointed M/s Parikh
year 2022 till the conclusion of the 49th AGM to be held in & Associates, Practicing Company Secretaries, Mumbai, as
the year 2027, subject to the approval of the shareholders of the Secretarial Auditor for conducting Secretarial Audit of the
the Company. The Statutory Auditors have confirmed their Company for the year 2022-23. The Secretarial Audit Report
independent status and eligibility for the said appointment. issued by M/s Parikh & Associates is attached herewith and
marked as Annexure 3 to this Report.
As required under the provisions of Section 139 (1) of
the Act, the Company has received written consent from
The Secretarial Auditor’s report does not contain any 149(6) of the Act as well as Regulation 16(1) (b) of the
qualifications, reservations, adverse remarks or disclaimers. Listing Regulations.
There has been no change in the circumstances affecting
DIRECTORS AND KEY MANAGERIAL PERSONNEL
their status as independent directors of the Company.
a) Key Managerial Personnel (KMP)
d) Pecuniary Relationship of Non-Executive Directors
In accordance with the provisions of Section 203 of the
Act, the following persons are the KMPs of the Company During the financial year under review, the non-executive
as at 31 March 2022: directors of the Company had no pecuniary relationship
or transactions with the Company, other than being in
Name of the KMP Designation receipt of sitting fees, commission and reimbursement of
Mr. Santi Jongkongka Executive Vice Chairman expenses incurred by them for the purpose of attending
meetings of the Board/Committees of Board of the
Mr. Jayanta Basu Managing Director
Company.
Mr. Prasad Patwardhan Chief Financial Officer
Mr. Rahul Neogi Company Secretary e) Performance Evaluation
Pursuant to the provisions of Section 134 (3)(p), Section
b) Directors 149 (8) and Schedule IV of the Act and applicable Listing
Appointment /Re-appointment: Regulations, Annual Evaluation of Performance of the
Subsequent to the financial year under review, Mr. Santi Board, the individual Directors as well as Committees
Jongkongka (DIN 08441312) was re-appointed as Whole- of the Board had been carried out. The performance
time Director designated as Executive Vice Chairman of of the Board was evaluated by the Board after seeking
the Company for a period of three years from 02 May inputs from all the Directors on the basis of criteria such
2022 to 01 May 2025 (both date inclusive), liable to retire as the Board composition and structure, effectiveness
by rotation duly approved by the Members through Postal of Board processes, information and functioning, etc.
Ballot on 18 July 2022. The performance of the Committees was evaluated by
the Board, based on the inputs from the Committee
During the same period, Mr. Jayanta Basu (DIN 08291114) members on the basis of criteria such as the composition
was re-appointed as Managing Director of the Company of committees, effectiveness of committee meetings, etc.
for a period of three years from 23 April 2022 to 22 April
2025, (both date inclusive), not liable to retire by rotation, At a separate Meeting of Independent Directors held on
duly approved by the Members through Postal Ballot on 10 February 2022, performance of Non-Independent
18 July 2022. Directors, the Board as a whole and the Chairman of the
Company were evaluated, taking into account the views
Mr. Piyachai Karnasuta (DIN 07247974) retires by rotation of Executive Directors and Non-Executive Directors.
at the ensuing Annual General Meeting and, being eligible,
offers himself for re-appointment. The Board and the Nomination and Remuneration
Committee reviewed the performance of individual
Cessation Directors on the basis of meaningful contribution made
During the financial year under review, Mr. D. P. Roy by the individual Director while participating in the Board
ceased to be a Director of the Company with effect from and Committee meetings, etc.
06 August 2021 upon completion of his second term as
Based on the meeting of the Independent Directors and
an Independent Director.
the meeting of Nomination and Remuneration Committee,
The Board placed on record its deep appreciation of the the performance of the Board, its Committees and
valuable services rendered and notable contributions Individual Directors was also deliberated upon at the
made by Mr. D. P. Roy during his tenure as Director of Board Meeting. Performance Evaluation of Independent
the Company. Directors was done by the entire Board, excluding the
Independent Director being evaluated.
The disclosures made in this regard are available at http://
www.itdcem.co.in/about-us/board-of-directors- and- f) Number of Meetings of Board of Directors
committees-of-directors/ Five meetings of Board of Directors were held during the year
c) Declarations by Independent Directors under report. For details pertaining to the composition and
number of meetings of the Board, please refer to the Report
The Company has received necessary declarations
on Corporate Governance which forms part of this Report.
from each Independent Director of the Company under
Section 149(7) of the Act and Regulation 25 (8) of the
REMUNERATION OF DIRECTORS AND KMPS
Listing Regulations confirming that they meet with
the criteria of independence as laid down in Section Disclosures with respect to the remuneration of Directors, KMPs
and employees as required under Section 197 of the Act read with
Rule 5(1) of the Companies (Appointment and Remuneration of and justification thereof and point out if there are any
Managerial Personnel) Rules, 2014 is given below: exceptional circumstances for increase in the managerial
remuneration:
(a) The ratio of the remuneration of each Director to the
median remuneration of the employees of the Company
for the financial year: Sr.
Other Employees Managerial Remarks
No
Ratio to median 1 6.10 % 9.59 % NIL
Directors
remuneration*
Non - Executive Directors (f)
Affirmation that the remuneration is as per the
- Mr. D.P. Roy@ 0.64 : 1 remuneration policy of the Company:
- Ms. Ramola Mahajani 0.64 : 1 The Company affirms that the remuneration is as per the
- Mr. Piyachai Karnasuta 0.64 : 1 remuneration policy of the Company.
- Mr. Sunil Shah Singh 0.64 : 1
- Mr. Pankaj I. C. Jain 0.64 : 1 DIRECTORS’ RESPONSIBILITY STATEMENT
Executive Directors Pursuant to Section 134(5) of the Act, the Board of Directors,
to the best of their knowledge and ability, confirm that:
- Mr. Santi Jongkongka 22.98 : 1
- Mr. Jayanta Basu 20.09 : 1 • in the preparation of the annual accounts for the year
ended 31 March 2022, the applicable accounting
@ Mr. D.P. Roy ceased to hold office as an Independent Director
of the Company upon completion of his 2nd term with effect from
standards have been followed and there have been no
06 August 2021. material departures;
*Non - Executive Directors were also paid sitting fees as per details • the Directors have selected such accounting policies
given in the Report on Corporate Governance. Sitting fees do not
and applied them consistently and made judgments and
constitute an element of remuneration.
estimates that are reasonable and prudent, so as to give
(b) The percentage increase in remuneration of each director, a true and fair view of the state of affairs of the Company
chief executive officer, chief financial officer, company at the end of the financial year and of the profit of the
secretary during the year: Company for that year;
Directors, Chief Executive Officer, Chief • the Directors have taken proper and sufficient care for
Financial Officer and Company Secretary the maintenance of adequate accounting records, in
Mr. D.P. Roy@ - accordance with the provisions of the Act for safeguarding
Ms. Ramola Mahajani - the assets of the Company and for preventing and
Mr. Piyachai Karnasuta -
detecting fraud and other irregularities;
Mr. Sunil Shah Singh - • the Directors have prepared the annual accounts on a
Mr. Pankaj I.C. Jain - going concern basis;
Mr. Santi Jongkongka, Executive Vice 9.94 % • the Directors have laid down internal financial controls
Chairman to be followed by the Company and that such internal
Mr. Jayanta Basu, Managing Director 8.27 % financial controls are adequate and operating effectively;
Mr. Prasad Patwardhan, Chief Financial 13.02 % and
Officer
• the Directors have devised proper systems to ensure
Mr. Rahul Neogi, Company Secretary 6.45 %
compliance with the provisions of all applicable laws and
@ Mr. D.P. Roy ceased to hold office as an Independent Director of that such systems are adequate and operating effectively.
the Company upon completion of his 2nd term with effect from 06
August 2021 AUDIT COMMITTEE
(c) The percentage increase in the median remuneration of As required under Section 177(8) of the Act read with Regulation
employees in the year: 5.19% 18 of SEBI Listing Obligations and Disclosure Requirements)
Regulations, 2015, as amended, the details pertaining to the
(d) The number of permanent employees on the rolls of the
composition, terms of reference and number of meetings of
Company: 2071 (As on 31 March 2022)
the Audit Committee are included in the Report on Corporate
(e) Average percentile increase already made in the salaries Governance, which forms part of this Report.
of employees other than the managerial personnel
During the year under review, there was no instance wherein
in the last financial year and its comparison with the
the Board had not accepted any recommendation of the Audit
percentile increase in the managerial remuneration
Committee.
VIGIL MECHANISM FOR DIRECTORS AND In terms of Section 134(3) and (4) read with Section 188(2) of
EMPLOYEES the Act, no material contract or arrangement with any related
The Company has formulated and published Whistle party was entered into by your Company during the year
Blower Policy. This Policy has adequate safeguards against under report. Therefore, there is no requirement to report any
victimisation of the whistle blower and ensures protection of transaction in Form No. AOC-2 in terms of Section 134 of the
the whistle blower’s identity. The Audit Committee oversees Act, read with Rule 8 of the Companies (Accounts) Rules, 2014.
the functioning of this Policy. A Whistle Blower shall be entitled The related party disclosures as specified in Para A of Schedule
to direct access to the Chairperson of the Audit Committee V read with Regulation 34(3) of the Listing Regulations are
in appropriate or exceptional cases. In case of any Whistle given in the Financial Statements.
Blowing Disclosure, the Managing Director shall constitute a
Committee from amongst Senior Management Team members A Policy, governing the related party transactions, which
as stipulated in the said Policy. This Policy is available on the is in line with the requirements of the Act and the Listing
website of the Company at www.itdcem.co.in. Regulations, and duly approved by the Board of the Company,
has been adopted and the same has been uploaded on the
INTERNAL FINANCIAL CONTROLS Company’s website at www.itdcem.co.in.
The Company has an internal control system commensurate
RISK MANAGEMENT
with the size, scale and complexity of its operations. In order
to enhance controls and governance standards, the Company The Board of Directors of the Company has constituted Risk
has adopted Standard Operating Procedures, which ensure Management Committee (RMC) to implement and monitor
that robust internal financial controls exist in relation to the risk management plan for the Company. The details
operations, financial reporting and compliance for orderly pertaining to the composition, terms of reference and number
and efficient conduct of its business, including adherence of the meetings held for the RMC are included in the Report
to Company’s Policies, the safeguarding of its assets, the on Corporate Governance, which forms part of this Report.
prevention and detection of frauds and errors, the accuracy The Company has a well-documented and robust risk
and completeness of the accounting records and the timely management framework in place. Under this framework, risks
preparation of reliable financial information. In addition, Internal are identified across all business processes of the Company
Audit monitors and evaluates the efficacy and adequacy of the on a continuous basis. These risks are further broken down into
internal control system in the Company, its compliance with various sub-categories of risks and monitored by respective
operating systems, accounting procedures and policies at all divisional/ functional heads.
locations. Periodical reports on the same are also presented
to the Audit Committee. The Company has adopted a risk management policy and has
in place a mechanism to inform the Audit / Board Members
During the financial year under report, the internal controls about risk assessment and minimisation procedures and its
were tested and found effective, as a part of the Management’s periodical review.
control testing initiative. Accordingly, the Board, with the
concurrence of the Audit Committee and the Auditors, is of More details in respect to the risk management are given in
the opinion that the Company’s Internal Financial Controls Management Discussion and Analysis (MD&A).
were adequate and operating effectively for the financial year
ended 31 March 2022. CORPORATE SOCIAL RESPONSIBILITY (CSR)
The Board of Directors has a CSR Committee in place
PARTICULARS OF LOANS, GUARANTEES AND comprising Mr. Piyachai Karnasuta, Mr. Sunil Shah Singh, Mr.
INVESTMENTS Santi Jongkongka and Mr. Jayanta Basu as members of the
Particulars of loans, guarantees and investments as required Committee as at 31 March 2022. Mr. Piyachai Karnasuta is the
under the provisions of Section 186 of the Act have been Chairman of this Committee. During the year, the Committee
disclosed in the Financial Statements. was reconstituted by appointing Mr. Sunil Shah Singh in place
of Mr. D. P. Roy who ceased to be the Director of the Company
PARTICULARS OF CONTRACTS OR with effect from 06 August 2021 upon completion of his 2nd
ARRANGEMENTS WITH RELATED PARTIES term of office as an Independent Director of the Company.
None of the transactions entered into with related parties The Company has framed and adopted the CSR Policy and
falls under the purview of Section 188(1) of the Act and Rules the same has been uploaded on the Company’s website
framed thereunder. All contracts or arrangements entered www.itdcem.co.in. Your Company strives to adopt a balanced
into with related parties during the year, were at arm’s length approach to overall community development through CSR
basis and in the ordinary course of the Company’s business, activities in and around the areas where it operates touching
and with prior approval of the Audit Committee / Board, as upon various aspects of society such as education, health,
applicable.
disaster management, environment and empowerment of Annual Return of the Company is uploaded on the website of
economically weaker sections of the society. the Company and can be accessed at https://www. itdcem.
co.in/investors/financial/annual-returns/.
Based on average net profit earned by the Company in the
three immediately preceding financial years as computed in
accordance with the CSR Rules, the Company has spent an DEPOSITS
amount of H 123.85 Lakhs on CSR activities for the financial The Company has not accepted any deposit from the public
year ended 31 March 2022. falling under Section 73 of the Act and the Companies
(Acceptance of Deposits) Rules, 2014.
The disclosures required to be given under Section 135 of
the Act read with Rule 9 of the Companies (Corporate Social
Responsibility Policy) Rules, 2014 are provided in Annexure 4
MANAGEMENT DISCUSSION AND ANALYSIS
and form part of this Report. Pursuant to Listing Regulations, 2015, the Management
Discussion and Analysis is attached hereto and forms part of
COMPANY’S POLICY ON DIRECTORS’ this Annual Report and marked as Annexure 7 to this Report.
APPOINTMENT AND REMUNERATION AND
THEIR ATTRIBUTES CORPORATE GOVERNANCE
In accordance with the provisions of Section 178(3) of the Act Pursuant to Listing Regulation, 2015, the Report on Corporate
and Regulation 19 read with Part D of Schedule II of the Listing Governance alongwith a certificate of compliance from the
Regulations, the Nomination and Remuneration Committee Auditors is attached hereto and marked as Annexure 8 to this
(NRC) is responsible for determining qualification, positive Report.
attributes and independence of a Director and recommend
to the Board, a Policy relating to the remuneration of the BUSINESS RESPONSIBILITY REPORT
Directors, Key Managerial Personnel and other employees.
As required under Regulation 34(2)(f) of the Listing Regulations,
The details pertaining to the composition, terms of reference the Business Responsibility Report, describing the initiatives
and number of the meetings held for the NRC are included taken by the Company from an environmental, social and
in the Report on Corporate Governance, which forms part of governance perspective, forms part of this Annual Report.
this Report.
During the year under review, the Company has revised the MATERIAL CHANGES AND COMMITMENTS
Nomination and Remuneration policy to bring the same in AFFECTING THE FINANCIAL POSITION OF THE
alignment with the provisions of the Act and Listing Regulations COMPANY
and relevant extracts of the said Policy covering, inter-alia, There are no material changes and commitments affecting
Directors’ appointments are given in Annexure 5 and form the financial position of the Company, which have occurred
part of this Report. between the end of the financial year under review and the
The Company has adopted the Nomination and Remuneration date of this Report.
Policy and the same has been uploaded on the Company’s
website at www.itdcem.co.in. SIGNIFICANT AND MATERIAL ORDERS PASSED
BY THE REGULATORS OR COURTS OR
PARTICULARS OF EMPLOYEES AND RELATED TRIBUNALS
DISCLOSURES During the financial year under review, there were no significant
Particulars of employees as required under Section 197 of the and material orders passed by any regulator or court or
Act read with Rule 5(2) and 5(3) of the Companies (Appointment tribunal, impacting the going concern status of the Company
and Remuneration of Managerial Personnel) Rules, 2014 is and its future operations.
annexed to the Board’s Report and marked as Annexure 6.
In accordance with the provisions of Section 136 of the Act, DISCLOSURE UNDER SEXUAL HARRASSMENT
the Annual Report and Accounts are being mailed to all the OF WOMEN AT WORKPLACE (PREVENTION,
Members of the Company excluding the aforesaid information PROHIBITION AND REDRESSAL) ACT, 2013
and the said particulars will be made available on request
During the financial year under review, there were no cases filed
and also made available for inspection at the Registered
pursuant to the Sexual Harassment of Women at Workplace
Office of the Company. Any Member interested in obtaining
(Prevention, Prohibition and Redressal) Act, 2013 and the
such particulars may write to the Company Secretary at the
Rules framed thereunder.
Registered Office of the Company.
The Company has complied with the provisions relating to
ANNUAL RETURN the constitution of Internal Complaints Committee under the
Pursuant to Section 92(3) of the Act read with Rule 12 of the Sexual Harassment of Women at Workplace (Prevention,
Companies (Management and Administration) Rules, 2014, Prohibition and Redressal) Act, 2013.
ANNEXURE 1
Form AOC-1
(Pursuant to first proviso to sub-section (3) of Section 129 of the Companies Act, 2013 read with Rule 5 of the Companies
(Accounts) Rules, 2014)
Statement containing salient features of the financial statement of subsidiaries/associate companies/joint ventures
Part “A”: Subsidiaries
(Information in respect of each subsidiary to be presented with amounts in H In Lakhs)
` in lakhs
Sl.
Particulars Details
No.
1 Name of the subsidiary ITD Cementation Projects India Limited
2 Reporting period for the subsidiary concerned, if different from the holding company’s 01 April 2021 to 31 March 2022
reporting period
3 Reporting currency and Exchange rate as on the last date of the relevant Financial year in -
the case of foreign subsidiaries
4 Share capital 5.00
5 Reserves & surplus (2.45)
6 Total assets 2.62
7 Total liabilities 0.07
8 Investments -
9 Turnover -
10 Profit / (Loss) before taxation (0.89)
11 Provision for taxation -
12 Profit / (Loss) after taxation (0.89)
13 Proposed Dividend -
14 % of shareholding 100%
Notes:
Names of subsidiaries which are yet to commence operations - None
Names of subsidiaries which have been liquidated or sold during the year - None
Part “B”: Associates and Joint Ventures
Statement pursuant to Section 129 (3) of the Companies Act, 2013 related to Associate Companies / Joint Ventures
` in lakhs
ITD-ITD Cem
JV ITDCem-
Name of associates/Joint ITD-ITD Cem ITD Cem India CEC-ITD Cem- ITD Cem- BBJ
(Consortium Maytas
Ventures JV JV TPL JV JV
ITD-ITD Consortium
Cementation)
1. Latest audited Balance Sheet Date 31-Mar-22 31-Mar-22 31-Mar-22 31-Mar-22 31-Mar-22 31-Mar-22
2. Shares of Associate/ Joint Ventures
held by the company on the year end
No. Nil Nil Nil Nil Nil Nil
Amount of Investment in Associates/ 495.44 (491.07) 8,723.11 25,144.29 2,009.51 (0.84)
Joint Venture
Extent of Holding % 40% 95% 49% 80% 60% 51%
3. Description of how there is Joint Venture Joint Venture Joint Venture Joint Venture Joint Venture Joint Venture
significant influence
4. Reason why the associate/ joint Consolidated Consolidated Consolidated Consolidated Consolidated Consolidated
venture is not consolidated Equity method as Subsidiary equity method as Subsidiary equity method equity method
5. Net worth attributable to 1,191.64 (348.14) 13,182.74 24,883.15 3,396.69 (1.91)
shareholding as per latest audited
Balance Sheet
` in lakhs
ITD-ITD Cem
JV ITDCem-
Name of associates/Joint ITD-ITD Cem ITD Cem India CEC-ITD Cem- ITD Cem- BBJ
(Consortium Maytas
Ventures JV JV TPL JV JV
ITD-ITD Consortium
Cementation)
6. Profit/(Loss) for the year (72.19) 1,501.13 887.43 (5,599.45) 4,821.50 -
i. Considered in Consolidation (28.88) 1,426.07 434.84 (5,577.98) 2,892.90 -
ii. Not Considered in consolidation (43.32) 75.06 452.59 (21.47) 1,928.60 -
Names of associates or joint ventures which are yet to commence operations: None
Names of associates or joint ventures which have been liquidated or sold during the year: None
Names of associates or joint ventures not consolidated: None
ANNEXURE 2
ENERGY CONSERVATION, TECHNOLOGY ABSORPTION AND FOREIGN
EXCHANGE EARNINGS AND OUTGO
Information pursuant to Section 134(3) (m) of the Companies Act, 2013 read with Rule 8 of the Companies (Accounts) Rules, 2014:
RESEARCH AND DEVELOPMENT barricades cement silos etc. for general lighting
resulting in savings in energy consumption .
The Company lays significant emphasis on improvements
in methods and processes in its areas of construction and (iii) The capital investment on energy conservation
operations. The Company has an in-house Technical Service equipment:
Department, under which Research & Development activities None
are carried out. The primary focus of research is to continually
refine the frequently used systems at our project sites to B) Technology absorption
derive optimisation, reduction in the breakdowns, improve (i) The efforts made towards technology absorption:
effectiveness and efficiency of use and hence, provide a None
competitive edge for any project.
(ii) The benefits derived like product improvement,
A) Conservation of Energy cost reduction, product development or import
(i) The steps taken or impact on conservation of substitution: None
energy: (iii) In case of imported technology (imported
The Company continues to increase use of Fly during the last three years reckoned from the
ash / GGBS as part replacement of ordinary port beginning of the financial year):
land cement (OPC) for concrete mixes (monitored (a) the details of technology imported: None
through corporate objectives to increase percentage
replacement year by year) is being used at project (b) the year of import: N.A.
sites as a significant measure towards energy (c) whether the technology been fully absorbed:
conservation by reducing the embodied energy N.A.
in concrete. Such replacement also improves
properties of concrete in terms of durability and (d) if not fully absorbed, areas where absorption
finishes and contributes towards cost savings has not taken place, and the reasons thereof:
compared with conventional concrete mixes with N.A.
OPC only.
and
Use of sensor based Lightings that automatically
turn on after detection of motion. It is currently under (iv) The expenditure incurred on Research and
installation at areas such as Toilet Blocks, office Development- Nil.
workstation etc. on trial basis at one of the Project C) Foreign Exchange Earnings and Outgo
Sites and in offices.
a. The Company did not have any export during the
Use of Shunt Capacitor Bank at identified sites now year under report.
becoming a practice. This is positioned parallel to
b. The foreign exchange received during the year was
the main distribution board. The capacitor bank
H 263.00 Lakhs from a foreign client for contract
primarily improves power factor (tries to maintain
execution in India (FY 2020-21 H 691.30 Lakhs).
close to unity), voltage level and reduces system
losses which lead to reduced consumption of c. The foreign exchange outgo on account of import of
energy. capital goods, consumables, tools and spare parts,
dividend payment, salary payment, director sitting
Light Dependent Resistor (LDR) is being used
fees, royalty payment and travelling expenses,
in series connection for area flood lights which
etc. aggregated H 4,217.55 Lakhs (FY 2020-21
prompts auto ON/OFF in the evening & morning
H 4,583.89 Lakhs).
respectively. Thus, manual intervention is avoided
leading to energy savings.
For and on behalf of the Board
(ii) The steps taken by the Company for utilising
alternate sources of energy:
Solar lights are being installed at various marine crafts Piyachai Karnasuta
(barges), mooring buoys, long piled approaches Date: 12 August 2022 Chairman
(i) Secretarial Standards issued by The Institute of Decisions at the Board Meetings were taken unanimously.
Company Secretaries of India with respect to Board
We further report that there are adequate systems and
and General Meetings.
processes in the Company commensurate with the size
(ii) The Listing Agreements entered into by the Company and operations of the Company to monitor and ensure
with BSE Limited and National Stock Exchange of compliance with applicable laws, rules, regulations and
India Limited read with the SEBI (Listing Obligations guidelines.
and Disclosure Requirements) Regulations, 2015.
We further report that during the audit period no events
During the period under review, the Company has complied occurred which had bearing on the Company’s affairs in
with the provisions of the Act, Rules, Regulations, pursuance of the above referred laws, rules, regulations,
Guidelines, standards etc. mentioned above. guidelines etc.
We further report that: For Parikh & Associates
The Board of Directors of the Company is duly constituted Company Secretaries
with proper balance of Executive Directors, Non-
Executive Directors and Independent Directors. There
P. N. Parikh
were no changes in the composition of the Board of
Directors that took place during the period under review. Partner
FCS No: 327 CP No: 1228
Adequate notice was given to all directors to schedule the
Board Meetings, agenda and detailed notes on agenda Place: Mumbai UDIN: F000327D000783661
were sent at least seven days in advance other than those Date: 12 August 2022 PR No.: 1129/2021
held at shorter notice, and a system exists for seeking
and obtaining further information and clarifications on This Report is to be read with our letter of even date which
the agenda items before the meeting and for meaningful is annexed as Annexure A and forms an integral part of this
participation at the meeting. report.
‘Annexure A’
To,
The Members,
ITD Cementation India Limited
Our report of even date is to be read along with this letter.
1. Maintenance of Secretarial record is the responsibility of the management of the Company. Our responsibility is to express
an opinion on these secretarial records based on our audit.
2. We have followed the audit practices and process as were appropriate to obtain reasonable assurance about the correctness
of the contents of the Secretarial records. The verification was done on test basis to ensure that correct facts are reflected
in Secretarial records. We believe that the process and practices, we followed provide a reasonable basis for our opinion.
3. We have not verified the correctness and appropriateness of financial records and Books of Accounts of the Company.
4. Wherever required, we have obtained the Management representation about the Compliance of laws, rules and regulations
and happening of events, etc.
5. The Compliance of the provisions of Corporate and other applicable laws, rules, regulations, standards is the responsibility
of management. Our examination was limited to the verification of procedure on test basis.
6. The Secretarial Audit report is neither an assurance as to the future viability of the Company nor of the efficacy or
effectiveness with which the management has conducted the affairs of the Company.
For Parikh & Associates
Company Secretaries
P. N. Parikh
Partner
FCS No: 327 CP No: 1228
Place: Mumbai UDIN: F000327D000783661
Date: 12 August 2022 PR No.: 1129/2021
*Mr. D. P. Roy ceased to be a Member of the Committee with effect from 06 August 2021 upon completion of his 2nd term as an Independent
Director.
**Mr. Sunil Shah Singh was appointed as a Member of the Committee with effect from 06 August 2021
6. Average net profit of the Company as per section 135(5). H 6,192.69 Lakhs
7. (a) Two percent of average net profit of the Company as per section 135(5) H 123.854 Lakhs
(b) Surplus arising out of the CSR projects or programmes or activities of the previous Nil
financial years
(c) Amount required to be set off for the financial year, if any Nil
(d) Total CSR obligation for the financial year (7a+7b-7c). H 123.854 Lakhs
8. (a) CSR amount spent or unspent for the financial year:
(1) (2) (3) (4) (5) (6) (7) (8) (9) (10) (11)
Item from Mode of Implementation
Location of the Amount Amount transferred Mode of
the - Through Implementing
Project allocated Amount spent to Unspent CSR Implementation
Sl. Name list of Local Agency
Project for the in the current Account for the -
No of the activities in area
duration project financial Year project as per Direct CSR
Project Schedule (Yes/ No)
State District (` in (` in Lakh) Section 135(6) (Yes/No) Name Registration
VII to the
Lakhs) (`in Lakhs) number
Act
1. NOT APPLICABLE
(c) Details of CSR amount spent against other than ongoing projects for the financial year
51
STATUTORY REPORTS
52
(1) (2) (3) (4) (5) (6) (7) (8)
Mode of Implementation
Item from Location of the project Amount Mode of - Through Implementing
the list of Local spent for Implementation Agency
Sl.
Name of the Project activities in area the project -
No. CSR
Schedule VII (Yes/No) (H in Direct
to the Act State District Lakhs) (Yes/No) Name Registration
number
5. Financial Contribution to Ravindra (i) Yes Maharashtra Mumbai 5.00 No RJMF CSR00008424
Joshi Medical Foundation, Andheri,
Board’s Report
Sl. Amount
Particular
No. (H in Lakhs)
(i) Two percent of average net profit of the Company as per section 135(5) 123.854
(ii) Total amount spent for the Financial Year 123.854
(iii) Excess amount spent for the financial year [(ii)-(i)] Nil
(iv) Surplus arising out of the CSR projects or programmes or activities of the previous financial years, if any Nil
(v) Amount available for set off in succeeding financial years [(iii)-(iv)] Nil
9. (a) Details of Unspent CSR amount for the preceding three financial years:
(b) Details of CSR amount spent in the financial year for ongoing projects of the preceding financial years
10. In case of creation or acquisition of capital asset, furnish the details relating to the asset so created or acquired through
CSR spent in the financial year (asset-wise details): None
a. Date of creation or acquisition of the capital asset(s): Not Applicable
b. Amount of CSR spent for creation or acquisition of capital asset: Not Applicable
c. Details of the entity or public authority or beneficiary under whose name such capital asset is registered, their address
etc.: Not Applicable
d. Provide details of the capital asset(s) created or acquired (including complete address and location of the capital
asset): Not Applicable
11. Specify the reason(s), if the Company has failed to spend two per cent of the average net profit as per section 135(5):
Not Applicable
In terms of Nomination and Remuneration Policy of the Company, b. consider candidates from a wide range of
present members of Nomination and Remuneration Committee backgrounds, having due regard to diversity;
are comprised of Ms. Ramola Mahajani (Chairperson), Mr. Sunil and
Shah Singh and Mr. Piyachai Karnasuta.
c.
consider the time commitments of the
candidates;
1.
THE NOMINATION AND REMUNERATION
COMMITTEE IS APPLICABLE TO: g)
whether to extend or continue the term of
Directors (Executive and Non-Executive) appointment of the independent director, on the
basis of the report of performance evaluation of
Key Managerial Personnel independent directors;
Senior Management Personnel h) recommend to the board, all remuneration, in
whatever form, payable to senior management;
2 . ROLE AND FUNCTIONS OF THE COMMITTEE
RELATING TO NOMINATION: i) devising a policy on diversity of board of directors.
a) Review the Board structure, size and composition
3. FUNCTIONS AND RESPONSIBILITIES OF THE
and make recommendations to the Board in this
COMMITTEE RELATING TO REMUNERATION:
regard;
The functions and responsibilities of the Committee in
b) To identify persons who are qualified to become relation to remuneration will be as under:
directors (including appointments to committees)
and who may be appointed in Senior Management in 3.1 Relating to the Company:
accordance with the criteria laid-down, recommend • The Committee to formulate and recommend to
to the Board their appointment and removal and the Board a policy relating to the remuneration
to specify the manner for effective evaluation of for the directors, key managerial personnel and
performance of Board, its committees and individual Senior Management.
directors to be carried out either by the Board, by
• The Committee while formulating the above
the Nomination and Remuneration Committee or
policy shall ensure that –
by an independent external agency and review its
implementation and compliance; (a) the level and composition of remuneration
be reasonable and sufficient to attract,
c) To formulate the criteria for determining qualifications,
retain and motivate directors of the quality
positive attributes and independence of a director
required to run the Company successfully;
and recommend to the Board of Directors a policy
relating to, the remuneration of the directors, key (b) relationship of remuneration to performance
managerial personnel and other employees; be clear and meets appropriate
performance benchmarks; and
d) To recommend to the Board plans for succession,
in particular, of the Managing Director, the Executive (c) remuneration to directors, key managerial
Directors, Key Managerial Personnel and Senior personnel and senior management
Management Personnel; personnel involves a balance between
fixed and incentive pay reflecting short
e) To evaluate the performance of the Board and Senior
and long term performance objectives
Management Personnel on certain pre-determined
appropriate to the working of the Company
parameters as may be laid down by the Board as
and its goals.
part of the self-evaluation process;
•
Evaluate and approve the Company’s
f) For every appointment of an independent director,
remuneration plan, annual salary increase
the Nomination and Remuneration Committee
principles and budgets, policies and programs
shall evaluate the balance of skills, knowledge and
such as succession planning, employment
experience on the Board and on the basis of such
agreements, severance agreements and any
evaluation, prepare a description of the role and
other benefits.
capabilities required of an independent director. The
person recommended to the Board for appointment • Review progress on the Company’s Leadership
as an independent director shall have the capabilities development programs, including for promotion
identified in such description. For the purpose of to the board, employee engagement initiatives
identifying suitable candidates, the Committee may: and employee surveys.
a. use the services of an external agencies, if • Evaluate issues pertaining to the appointment
required; of and remuneration payable to, Senior
Management Personnel.
Project Portfolio
Order Book
As on 31 March 2022
K 15,550 CR
GLOBAL ECONOMY
The year 2021 started with the mass spread of the Delta variant and uncertainty, global economic growth is expected to settle
of the COVID-19 across countries and continents, disrupting at 3.6 per cent in 2022. However, as compared to advanced
the mobility of people and goods to a greater extent. economies, emerging market is expected to grow at a faster
rate in 2023 i.e. growth rate of 2.4 per cent in advanced
According to the International Monetary Fund (IMF), in 2021,
economies compared to 4.4 per cent in emerging markets
the global economy saw a growth of 6.1%1. As the COVID
and developing economies.
cases spiralled down due to increased rate of vaccination,
there was an increase in demand and consumption in the World Economic Outlook Projections
market. All major trading economies saw rise in exports and
imports that were above pre-pandemic levels in 20212 . Also,
the growth in 2021 was driven by the support of various fiscal
and monetary policies that increased the liquidity in the market 8.00
and led to investments in the infrastructural development. 7.00
Despite the supply chain bottleneck due to ports and factories 6.00
not operating at full capacity, the global trade maintained its 5.00
sustained growth. 4.00
As we entered in 2022, the geopolitical conflict between 3.00
Ukraine and Russia turned into a full-fledged war that led to 2.00
rise in inflation in many countries and it became their central 1.00
concern. As per IMF, inflation in 2022 is estimated at 5.7 per 0.00
cent in advanced economies and 8.7 per cent in emerging Emerging Markets
markets and developing economies, driven by the war-induced Global Advanced
and Developing
commodity price increase. In emerging markets, the increase Economy Economies
Economies
in food and fuel prices is becoming a cause of social unrest.
2021 6.10 5.20 6.80
Due to China’s Zero Covid Policy, sizeable manufacturing hubs
2022 3.60 3.30 3.80
in major cities are under lockdown and this is hampering the
already disrupted supply chain globally. Amidst this volatility 2023 3.60 2.40 4.04
1
https://www.imf.org/en/Publications/WEO/Issues/2022/04/19/world-economic-outlook-april-2022
2
https://unctad.org/news/global-trade-hits-record-high-285-trillion-2021-likely-be-subdued-2022
3
https://www.investindia.gov.in/sector/construction
4
https://www.mordorintelligence.com/industry-reports/india-construction-market
improvement in 2021-22 due to strategic and gradual unlocking under the National Monetisation Pipeline by leasing of core
of the economy, good rate of vaccinations, improvement in assets of Central Government in roads, railways, power,
consumer demand, and continued policy support towards aviation sectors etc. on long-term basis to private players.
industries by the Government in the form of Aatmanirbhar The Government is focussed on developing an effective co-
Bharat Abhiyan and PLI schemes. working model between the public and private sectors to
In addition, several other initiatives, such as the National strengthen its infrastructure.
Infrastructure Pipeline (NIP), National Monetisation Plan
(NMP) and Gati Shakti have boosted infrastructure investment Sector-wise NIP Opportunities (FY 2020 – 25)
in the country. There has also been financial support from
Sectors (` crore)
multilateral agencies like Asian Development Bank (ADB),
Energy 26,90,000
Asian Infrastructure Investment Bank (AIIB), EXIM Bank,
Japan International Cooperation Agency (JICA) etc. to support Roads 20,33,800
infrastructure development in the country. For example, ADB Urban Infrastructure 19,19,300
has approved a loan worth $ 250 million for the development Railways 13,67,600
of the National Industrial Corridor Development Programme Airports 1,43,400
(NICDP). Ports 1,21,200
PM Gati Shakti Project, the multi-modal connectivity Irrigation 8,94,500
for the states, facilitates faster movement of people and Rural Infra 7,73,900
goods. The seven engines mentioned in the Union Budget Others 11,86,800
of FY 2022-23 to drive GatiShakti projects are roads,
Total 1,11,30,500
railways, airports, ports, mass transport, waterways and
logistics infrastructure. The Government has pushed
massive investments in the infrastructure sector through National Monetisation Pipeline Opportunities
various means since it is a core sector for driving the (FY 2022 – 25)
economy. In the recent Budget, the Government has Sectors (` crore)
envisaged investments worth ` 7.5 lakh crore ($ 100 Roads 1,60,200
billion) in FY 2022-23, which is a growth of 24.5% y-o-y Energy 1,31,998
for infrastructure development in the country.
Railways 1,52,496
Project exports by the Government of India through the Indian Ports 12,828
line of credit to foreign countries have also opened doors for Airports 20,782
Indian construction companies to enhance their presence in
Others 119,197
overseas markets.
Total 597,501
Budget Estimates Source: https://www.india.gov.in/spotlight/national-monetisation-pipeline-nmp
(` in crore)
Particulars 2021-2022 2022-2023 Urban Rail
Roads 1,21,250 1,87,744 To counter the problem of higher load on public transit
Railways 1,17,100 1,37,100 systems, the Indian Government started looking forward to
Defence 1,38,851 1,52,370 developing urban rail transit to facilitate intracity transport
Housing and Urban Affairs 25,956 27,341 in the highly populated cities. Metro rail is emerging as the
green and preferred sustainable mode of urban commute
Ports, Shipping and 609 574
Waterways in India, which will help cut down on emissions and reduce
dependency on petroleum-based vehicles. Budget 2022 takes
Others 1,98,945 2,45,116
cognisance of the same, and emphasises on long-term plans
Total 6,02,711 7,50,245
for the country. 702 km of the conventional metro is already
Source: https://www.indiabudget.gov.in/doc/eb/vol1.pdf operational in the country and an additional 1,016 km of metro
and the regional rapid transit system are under construction in
National Infrastructure Pipeline (NIP) and National 27 cities. The Government has identified two new innovative
Monetisation Pipeline (NMP) transport systems i.e., MetroLite and MetroNeo that will
These initiatives of the Government of India are focussed provide a metro rail network at a much lesser cost in tier 2
towards providing world class infrastructure to their citizens, cities and in the periphery of tier 1 cities. These initiatives will
in order to improve quality of life and contribute to the provide commuters with the same experience and ease of
economic development of the country. The total outlay travel in terms of comfort, convenience, safety, punctuality,
envisaged is worth $1.5 trillion over FY 2019-25. In addition, reliability and environment friendliness as that of conventional
the Government has also identified assets worth $ 80 billion metro systems.
The Government announced ` 18,998 crore ($ 2.61 billion) for and complex maritime structures. Under this vertical, the
metro projects. Company is currently executing a captive coal jetty, an island
break water and a coal unloading and conveyor system for the
ITD Cementation India Limited has already established its Udangudi Super Critical Thermal Power Project (Tamil Nadu),
position as one of the leading companies in the development the marine infrastructure project in Karwar (Karnataka), the
of elevated and underground metro rail, including tunnels, container terminal in Myanmar (international project), multi-
stations and track works. The Company is currently executing modal inland water terminal in Haldia (West Bengal), captive
elevated metro works at Kolkata, Bengaluru and Nagpur, oil jetty at Kamarajar Port in Chennai (Tamil Nadu), deep sea
alongwith underground metro stations and tunnels at Chennai, breakwater in Vizhinjam port in Kerala, the Pamban bridge in
Bengaluru, Kolkata and Mumbai. The Company is amongst the Tamil Nadu and the LNG jetty at the Dhamra port in Odisha etc.
first few construction companies in India to have implemented
the MetroNeo concept at Nagpur Maha Metro Reach 3 in Aviation
Maharashtra.
India has emerged as one of the world’s most rapidly increasing
aviation markets. In FY22, India’s passenger traffic stood at
Ports and Marine
131.62 million, higher than the pre-pandemic level [6]. Aviation
The performance of ports in any economy is critical to its trade infrastructure has grown due to low-cost carriers, foreign direct
competitiveness. India is the 16th largest maritime country in investment in local airlines, new information technology, and
the world, and the Indian Government has made the expansion airport modernisation programmes. However, there is much
of port capacity a top priority by implementing well-thought- room for improvement and penetration of airports in India. The
out infrastructure development projects. It has taken many Ministry of Civil Aviation envisages 100 new airports to be built
initiatives to improve port governance, augment capacity over the next 10 -15 years.
utilisation, and enhance port efficiency and connectivity.
To speed up the process of boosting the country’s infrastructural
Under the Sagarmala project, the Government has identified network, the Government has allowed 100% FDI under the
more than 574 projects worth $ 82 billion for ports through automatic route in scheduled air transport service, regional air
modernisation, new developments, connectivity enhancement, transport service, and domestic scheduled passenger airlines.
linked industrialisation and coastal community development Various initiatives are taken by the Government to boost the
between 2015 and 2035 to invest in the country’s seaports. This aviation sector, like disinvestment of Air India, privatisation and
is the flagship programme of the Ministry of Ports, Shipping modernisation of airports, boost to the regional connectivity
and Waterways to promote and develop ports in the country scheme through UDAN and incentivisation of maintenance,
by harnessing India’s 7,500 km long coastline, comprising 12 repair and overhaul operations.
major and 200+ non major ports and potentially navigable
waterways. The total cargo handling capacity of Indian ports There are 93 opportunities worth $19.14 billion in the Airports
is about 2,400 million tonnes per annum. The major ports in and Aviation Infrastructure sector 7.
India registered an impressive growth in traffic movement of ITD Cementation India Limited continues to make good
6.94 per cent to 719.38 million tonnes during FY 2021-22. contribution to the airport modernisation programme and
Maritime India Vision 2030 aims to establish world-class mega enhancement of airport capacity and facilities. The Company
ports, transhipment hubs and modernised infrastructure. A is currently executing modernisation and upgradation of
dedicated Maritime Development Fund will be created to integrated and new passenger terminal buildings at airports
oversee funding of the Maritime India Vision 2030, which in Trichy, Pune, and Ahmedabad.
will envisage investments of ` 3 lakh crore i.e. ~$ 41 billion
that is likely to generate 20 lakh employment opportunities. Irrigation
The Government has a consistent focus towards developing Irrigation is vital for agriculture. The Indian Government
port infrastructure in addition to having robust projects in
has announced the implementation of the Ken-Betwa Link
the pipeline including Sagarmala programme, the proposed
Project to enhance the irrigation facility for farmers with a
National Integrated Logistics Policy, and the Maritime India
budget allocation of ` 44,605 crore with an aim to irrigate
Vision etc. that are expected to drive investor interests in the
sector. 9.08 Ha of farmland and provide drinking water to the rural
areas 8. In terms of construction equipment, water transfer
There are 94 projects worth $ 10.22 billion under NIP for ports, procedures and irrigation system types, irrigation technology
11 projects worth $ 2.85 billion for inland waterways and two has advanced dramatically during the last decade. Irrigation
projects worth $ 139.55 million for shipyards5. systems based on cutting-edge technology such as solar-
Over the years, ITD Cementation India Limited has powered lift micro-irrigation are gaining traction as a viable
demonstrated its capabilities to build a variety of high value alternative to traditional flooding methods. Drip and sprinkler
5
https://indiainvestmentgrid.gov.in/opportunities/nip-projects/transport?subSector=37%2C110%2C111
6
https://www.ibef.org/industry/indian-aviation
7
https://indiainvestmentgrid.gov.in/opportunities/nip-projects/transport?subSector=112
8
https://assets.kpmg/content/dam/kpmg/in/pdf/2022/02/agriculture-and-allied-sectors-budget-2022-23.pdf
irrigation systems as well as water conservation methods are Water and wastewater
being given more attention. With all of these changes, the India’s water demand is expected to go thrice to the available
industry has a lot of potential for EPC contractors, technology supply by 2030. The Indian water and wastewater treatment
and equipment vendors. market is growing and gaining widespread attention. The World
There are about 568 NIP projects worth $ 167.25 billion in the Bank commented that India could comfortably achieve 7.5%
irrigation sector9. gross domestic product (GDP) growth every year, but not 8.0%
unless it implements effective water management strategies.
ITD Cementation India Limited has undertaken several irrigation The Indian Government has allocated ` 60,000 crore to provide
projects including dams, tunnels and other associated civil water to 3.8 crore households under its ‘Har Ghar Nal Se Jal’
structures. The Company is currently executing water project, which aims to be completed by 2024.
conveyor systems consisting of lined gravity canal/tunnels for
the Telangana Government. There are 510 NIP projects worth $ 109.3 billion to ensure
water supply, and rejuvenation of water bodies in addition
Industrial Civil Works to addressing the wastewater collection and treatment (Jal
Jeevan Mission) goal.
Design, construction and maintenance of key healthcare,
educational infrastructure, manufacturing capacity and ITD Cementation India Limited is executing several water
administrative buildings are part of industrial civil works. and waste water projects, including water infrastructure
Expenditure of approximately $ 28 billion and $ 20 billion for and allied works in Karwar (Karnataka), drainage system of
education and healthcare respectively is planned over 2020-25. Agartala Municipal Corporation in Tripura, and laying sewage
trunk mains by the micro tunnelling method for Ahmedabad
There are 1,013 NIP projects worth $ 68.19 billion under the
Municipal Corporation in Gujarat and so on.
sector10.
ITD Cementation India Limited has been instrumental in Road Transport
building various industrial structures like university buildings, In India, approximately 60 per cent of all goods and 90 per
high court buildings, residential colonies, museums, etc. cent of total passenger traffic use road network to commute.
The Company is currently executing a residential colony at Highway construction in India increased at 17 per cent CAGR
Kasturba Nagar in New Delhi, the Circuit Bench High Court between FY 2016-2021. Despite the pandemic-induced
building in Jalpaiguri (West Bengal), the Aerospace Museum lockdowns, India has constructed 13,298 km of highways
at Palam (Delhi) and buildings for Sikkim University among in FY 2021. The Bharatmala Pariyojana is a massive road
others. and motorways project that intends to connect Maharashtra,
Gujarat, Rajasthan, Punjab, and Haryana, as well as the entire
Hydroelectric Power Himalayan region. Under the PM Gati Shakti Plan, around
As of 31 March 2022, India has 46,723 MW of installed 25,000 kms of national highways and expressways are to be
hydroelectric capacity, contributing to 11.8% of the total added in the upcoming FY 2022-23, with an allocated budget of
installed capacity of generation11. To boost the renewable ` 23,000 crore.
energy sector, the parliamentary standing committee has
There are 3,549 NIP opportunities worth $ 413.21 billion12.
recommended increasing the loan limit for the sector. Also,
ITD Cem has varied experience in construction of bridges,
the Government is pushing for the public-private partnerships
flyovers, expressways, underpasses and is currently executing
model to bring in technological advancements and improve
the construction of the railway bridge over the river Ganga in
efficiency in the sector.
Allahabad (Uttar Pradesh).
9
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10
https://indiainvestmentgrid.gov.in/opportunities/nip-projects/social-infrastructure?subSector=131%2C128%2C129
11
https://powermin.gov.in/en/content/power-sector-glance-all-india
12
https://indiainvestmentgrid.gov.in/opportunities/nip-projects/transport?subSector=106
Business Disruptions The operations of the Company were impacted Drawing up of contingency plans and reviewing them as per
due to COVID 19, by the COVID 19 pandemic and subsequent the changing circumstances. Continued engagement with
Lockdowns lockdown which further impacted the supply customers, lenders, vendors and suppliers.
chain resulting in extended timelines for project Focus on cash flow management and improved efficiency of
completions. working capital.
Cyber security The pandemic has resulted in a shift towards The Company has in place systems and processes to
increased digitisation and building up the ensure the safety and security of the digital assets and flow
required infrastructure for working-from-home/ of information/data. We are constantly working on further
remote locations. This exposed the Company to upgrading and using the latest technologies to mitigate the
the risk of cyber attacks, loss/theft of data, which risk of cyber-attacks.
could have impacted the Company operations
and led to financial losses.
Retention of Skilled Availability of skilled and experienced workforce The Company has a robust employee retention and
Manpower is a key requirement to ensure the success of any succession policy. We also have systems in place to motivate
organisation. Inability to retain employees can the employees to give their best to the Company, and to
significantly impact the Company’s operations provide a safe and congenial working environment at all our
and profitability. offices.
Impact of Economic Economic slowdown and changes in regulatory The Company has an experience of multiple decades in
Slowdown framework and policies could have impacted the successfully completing a variety of construction projects in
Company operations. India. We regularly review our order book, execution strategies,
upcoming project opportunities, and changes in the regulatory
environment, and accordingly, carve out our strategies for
growth.
Cost of Inputs The prices and availability of materials and The Company has long-term relationships with its key
Including Material, services depend on a number of domestic and suppliers and service providers. The Company also enters
Labour and Services international factors. The availability and pricing of into long-terms contracts with some vendors to ensure on-
these materials and services may vary, resulting time delivery of the required materials and services. Majority
in inability to obtain the desired supplies and of contracts with customers generally have escalation
services in time and at the budgeted cost, thereby clauses, which partly compensate for any variation in the
impacting the project completion timelines and cost of inputs.
profitability.
Capital Risk The infrastructure industry in India is capital The Company enjoys a healthy credit rating for long-term
intensive, and requires support from the and short-term banking facilities. The Company has a strong
banking system for working capital and bank balance sheet, renowned foreign parent, and is well regarded
guarantees, and the Letters of Credit for material from a corporate governance perspective.
procurement. Non-availability of banking support The Company actively engages with all its lenders and enjoys
can impact the ability to win orders, future growth cordial relations with all.
and profitability.
INTERNAL CONTROL SYSTEMS AND THEIR of India and remain optimistic about the future prospects
ADEQUACY given the strong order book, prudent capital management
The Company’s policies and procedures consider the size and systems and delivery of projects as per client satisfaction while
structure of the business when designing, implementing and maintaining quality and safety standards.
maintaining adequate internal financial controls. With well- The Company has taken steps to mitigate the risks of pandemic
defined systems and operational processes, the Company based on preparedness of the first wave and encouraging
maintains a strict adherence to protocols described in the Government efforts for the sector. The Company ensured that
handbook (SOP). Authority is allocated across multiple its employees, workers and sub-contract workers received
managerial levels according to the handbook. An external proactive medical care by setting-up quarantine centres at
auditor is auditing the Company’s internal controls. project locations, hospital tie-ups, doctors on call, availability
Internal financial controls ensure that the Company’s of medical facilities, supply of nutritious food and motivational
operations are run in a timely and efficient manner. To ensure trainings.
that the Company processes run smoothly, a constant check The Company continues to strive and pursue profitable
on them is maintained. contracts across a wide range of infrastructure projects, heavy
civil engineering and turnkey projects. As on 31 March 2022,
BUSINESS OUTLOOK the Company has a robust orderbook of ` 15,550 crore across
The second wave of the pandemic had limited impact and high growth infrastructure verticals. Despite the challenging
the construction sector had witnessed good growth in FY pandemic environment, during the year, the Company has
2021-22, supported by significant infrastructure investments managed to secure new orders worth ` 7,770 crore, which is
made by the Government of India (GoI), resulting in new order the highest order book secured in a single financial year.
announcements, and recovery of order book execution.
During the year, the Company has also shown resilient financial
Meanwhile, the sector is facing the challenge of record increase
performance with strong execution capabilities by registering
in the prices of construction materials, such as cement, steel,
topline growth of 40% y-o-y to ` 3,809 crore, healthy EBITDA
fuel, etc. that could affect the profitability of the industry
margin of 8.9% and PAT of ` 69 crore, despite the challenging
players, going forward.
economic environment.
Also, the recently announced budget placed special emphasis
Armed with the requisite experience, qualifications, job
on increased allocation for the sector, ease of doing business,
knowledge, quality human resources, plant and equipment,
increase in FDI investment limits and loans at concessional
technology, innovation and capex, the Company is committed
rates encouraging more private participation that will provide
on pursuing profitable growth opportunities, both nationally
further boost to the economy and the sector.
and internationally with sizeable orders and efficient utilisation
The Company is well positioned to capitalise on the huge of its resources in order to create long-term value for all its
infrastructure opportunities announced by the Government stakeholders.
FINANCIAL PERFORMANCE
Standalone Consolidated
Particulars
2022-23 2021-22 2022-23 2021-22
Revenue from Operations (` in Lakh) 324,953 220,832 380,902 272,773
EBITDA (before exceptional item) (` in Lakh) 30,935 21,344 33,791 25,835
PAT (` in Lakh) 6,881 1,576 6,934 1,595
Return on Net Worth (%) 6.3 1.5 6.3 1.5
EPS (in `) 4.0 0.9 4.0 0.9
Debtors Turnover (days) 60 78 55 75
Interest Coverage Ratio 1.6 1.2 1.7 1.1
Current Ratio 1.0 1.0 1.1 1.1
Debt Equity Ratio 0.5 0.4 0.5 0.4
Operating Profit (%) 6.6 5.9 6.2 5.8
Net Profit (%) 2.1 0.7 1.8 0.6
2. BOARD OF DIRECTORS
(a) Composition
The Board has an optimum combination of Executive and Non-Executive Directors. The composition of the Board is in
conformity with Regulation 17 of the Listing Regulations. As on 31 March 2022, the Company has six (6) Directors with
Chairman being a Non- Executive Director. Of the remaining five (5) Directors, three (3) are Non- Executive Independent
Directors and two (2) are Executive Directors.
(b) The names and categories of the Directors on the Board, their attendance at Board Meetings and at the Annual
General Meeting (AGM) held during the year and the number of Directorships and Committee Chairmanships/
Memberships held by them in other companies are given below:
No of Board Meetings Total No. of
No. of
held during the year Memberships/
Directorships held
Whether Chairmanships
in other Indian
Last AGM of Committees
Name of the Director Category Public Limited
attended on 22 of Directors held
Held Attended Companies
September 2021 in other Indian
including as an
Public Limited
alternate Director
Companies
Mr. Piyachai Karnasuta Non- Independent, 5 5 Yes Nil Nil
(Chairman) Non- Executive
Mr. Santi Jongkongka Executive 5 5 Yes 1 Nil
(Executive Vice Chairman)
Mr. Jayanta Basu Executive 5 5 Yes 1 Nil
(Managing Director)
Mr. D. P. Roy1 Independent, 5 2 N.A. - -
Non– Executive
Ms. Ramola Mahajani Independent, 5 5 Yes 3 3
Non– Executive
Mr. Sunil Shah Singh Independent, 5 5 Yes 2 4
Non– Executive (includes 2
Chairmanship)
Mr. Pankaj I. C. Jain Independent, 5 5 No - Nil
Non– Executive
1
Mr. D. P. Roy ceased to be a Director of the Company with effect from 06 August 2021 upon completion of his 2nd term as an Independent
Director.
The details of the directorship held by the Directors in other listed entities:
1. Engineering & Construction Design, construction and maintenance of infrastructure projects and systems
encompassing: involving the following:
• Business Development, Customer • Maritime structures, Jetty, Wharfs, Breakwater, Dredging and Reclamation, Ship
relationship & Marketing; lift, Dry Docks, Wet Basin, Slipways
• Tender & Proposal; • Hydroelectric Power projects, Dams and Irrigation projects
• Engineering & Design; • Urban infrastructure projects, Mass Rapid Transit Systems, Underground and
Elevated Metros, Tunneling by TBM and NATM, Micro Tunneling
• Project Execution; • Highways, Bridges, Flyovers and Box Pushing
• Engineering Procurement & Logistics; • Buildings, Airport Terminal and other industrial civil works
• Construction machinery & Technology •
Water and Wastewater Treatment plant, Specialist ground improvement and
foundation engineering.
2. Contract Management Involves management of contracts with customers, vendors, partners or employees,
requiring negotiation skills and managing contracts effectively.
3. Financial / Accounting / Banking and Management of finance functions involving complex financial matter through funding
Taxation arrangements from Banks FIIs, Capital Markets, utilisation of funds, maintenance of
appropriate accounting system and taxation matters and financial reporting process.
4. Human Resources To evaluate policies on recruitment and retention of employees at all levels, training
and learning and providing guidance to the management towards creating a
conducive and motivated working environment.
5. Business leadership Demonstrating strategic planning skills and experience in driving business success
with an understanding of the complex environment in which the Company conducts
its business, the prevalent regulatory environment, managing risks inherent to the
business and underlying business opportunities available to the Company.
6. Governance in business Operations Ensuring the highest standards of Corporate Governance through integrity and
transparency of operations thereby serving the interests of all stakeholders.
II. In the below table, the specific area of skills / expertise / competence of the Directors of the Company have been
highlighted. However, the absence of a mark against a Director’s name does not necessarily mean the Director does
not possess such skills / expertise/ competence etc.
Engineering
Financial / Governance
encompassing Contract Human Business
Name of the Director Accounting / in business
as per point Management Resources leadership
Banking operations
no. h(I)(1)
Mr. Piyachai Karnasuta √ √ √ - √ √
(Chairman)
Mr. Santi Jongkongka √ √ √ - √ √
(Executive Vice Chairman)
Mr. Jayanta Basu √ √ √ √ √ √
(Managing Director)
Ms. Ramola Mahajani - - - √ √ √
(Independent Director)
Mr. Sunil Shah Singh √ √ √ - √ √
(Independent Director)
Mr. Pankaj I. C. Jain - - √ - √ √
(Independent Director)
(i) In the opinion of the Board, the Independent Directors Mr. Sunil Shah Singh, Chairman of the Audit
fulfil the conditions specified in the Listing Regulations Committee was present at the last Annual General
and are independent of the management. Meeting held on 22 September 2021 (AGM).
(j) During the year, none of the Independent Directors Mr. Rahul Neogi, Company Secretary, attended all
resigned before completion of his/ her tenure. the meetings of the Audit Committee held during the
financial year ended 31 March 2022.
3. AUDIT COMMITTEE
During the year, there were no recommendations of
Audit Committee of the Board of Directors was constituted by the Audit Committee which were not accepted by
the Company in March 1994, The Audit Committee was last the Board.
reconstituted on 05 August 2021 effective 06 August 2021.
(b)
Terms of reference, role and scope of the
(a) Composition, names of members and Chairman, Audit Committee are in line with Regulation
number of meetings held and attendance during 18(3) read with Part C of Schedule II of the
the year: Listing Regulations. The Company has also
During the financial year ended 31 March 2022, complied with the provisions of Section 177 of
the Audit Committee comprised three (3) Non- the Companies Act, 2013, and the Rules framed
Executive Directors of which two (2), namely Mr. thereunder pertaining to the Audit Committee
Sunil Shah Singh and Mr. Pankaj I. C. Jain were and its functioning.
the Independent Directors and one (1), namely Mr. Minutes of the Audit Committee meetings are
Piyachai Karnasuta, was the Non-Independent Non placed before the meetings of the Board of Directors
-Executive Director on the Committee. The Audit following that of the Audit Committee meetings.
Committee held four (4) meetings during the financial
year ended 31 March 2022, i.e. on 28 May 2021, 05 4.
NOMINATION AND REMUNERATION
August 2021, 10 November 2021, and 11 February COMMITTEE
2022. Attendance of the Directors was as under:
The erstwhile Remuneration Committee of the Board
No. of No. of of Directors was rechristened as the Nomination and
Name of the Director Meetings Meetings Remuneration Committee (NRC) on 08 May 2014. The
held attended NRC was last reconstituted on 11 February 2019, effective
Mr. Sunil Shah Singh- 4 4 01 April 2019.
Chairman
Mr. D. P. Roy1 4 2
(a) Composition, names of members and Chairperson,
number of meetings held and attendance during
Mr. Piyachai Karnasuta 4 4
the year
Mr. Pankaj I. C. Jain 4 4
During the financial year ended 31 March 2022, the
1
Mr. D. P Roy ceased to be a member of the Committee with NRC comprised three (3) Non-Executive Directors of
effect from 06 August 2021 upon completion of his 2nd term which two (2), namely Ms. Ramola Mahajani and Mr.
as an Independent Director. Sunil Shah Singh, were the Independent Directors and
one (1), namely Mr. Piyachai Karnasuta, was the Non- I.C. Jain, Independent Director, (2) Mr. Piyachai
Independent Non- Executive Director on the Committee. Karnasuta, Non-Executive Non-Independent
The Committee held two (2) meetings during the Director, (3) Mr. Santi Jongkongka, Executive Vice
aforesaid year, i.e. on 27 May 2021, and 10 February Chairman and (4) Mr. Jayanta Basu, Managing
2022. Attendance of the Directors was as under: Director.
No. of No. of The Committee held two (2) meetings during the
Name of the Director Meetings Meetings financial year, i.e. on 05 August 2021 and 10 February
held attended 2022. Attendance of the Directors was as under:
Ms. Ramola Mahajani- 2 2
Chairperson No. of No. of
Name of the Director Meetings Meetings
Mr. Sunil Shah Singh 2 2 held attended
Mr. Piyachai Karnasuta 2 2 Mr. Pankaj I. C. Jain- 2 1
Chairman2
Ms. Ramola Mahajani, Chairperson of the NRC, was
Mr. D. P. Roy1 2 1
present at the last AGM.
Mr. Piyachai Karnasuta 2 2
Mr Rahul Neogi, Company Secretary, attended all
Mr. Santi Jongkongka 2 2
the meetings of the NRC held during the financial
Mr. Jayanta Basu 2 2
year ended 31 March 2022.
1
Mr. D. P Roy ceased to be a member of the Committee with
During the year, there were no recommendation of effect from 06 August 2021 upon completion of his 2nd term
the NRC which were not accepted by the Board. as an Independent Director
(b)
Terms of reference of the NRC are in line with
2
Mr. Pankaj I. C. Jain was appointed as member and
Chairman of the Committee with effect from 06 August 2021
Regulation 19(4) read with Part D of Schedule II of
the Listing Regulations. The Company has also Mr. Pankaj Jain, Chairman of the SRC was unable to
complied with the provisions of Section 178 of attend the last AGM due to certain pre-occupation
the Companies Act, 2013 and the Rules framed and personal reasons. Mr. Jain had authorised Mr.
thereunder pertaining to NRC and its functioning. Jayanta Basu, Managing Director of the Company
Minutes of the NRC meetings are placed before the and member of the SRC to represent Mr. Jain at the
meetings of the Board of Directors following that of the last AGM on his behalf.
NRC meetings.
Mr. Rahul Neogi, Company Secretary, attended all
(c)
During the year, NRC evaluated performance of the meetings of the SRC held during the year ended
every Director, Chairman and Board as a whole 31 March 2022.
based on their roles, functions and duties and their
During the year, there were no recommendation of
contribution to the Board/Committees of the Board.
the SRC which were not accepted by the Board.
Further, one meeting of the Independent Directors of the
Company was held on 10 February 2022 at which all the (b)
The powers, role and terms of reference of the
Independent Directors were present. The performance SRC are in accordance with Section 178 (5) of
evaluation of the Chairman and Non – Independent the Companies Act, 2013 and the Rules framed
Directors was carried out by them. thereunder, read with Regulation 20, Part D of
Schedule II of the Listing Regulations pertaining to
The Board of Directors evaluated performance of the the SRC and its functioning.
Independent Directors based on the time spent, input
Minutes of the SRC meetings are placed before the
and guidance given from time to time by the Independent
meetings of the Board of Directors following that of the
Directors to the Board and Management of the Company.
SRC meetings.
5. STAKEHOLDERS RELATIONSHIP COMMITTEE (a) Number of shareholders’ complaints received and
The erstwhile Shareholders/Investors’ Grievance solved to the satisfaction of the shareholders
Committee of the Board of Directors was rechristened During the year ended 31 March 2022, 220 (Two
as Stakeholders Relationship Committee (SRC) on 08 Hundred Twenty) complaint letters/emails were
May 2014. The SRC was last reconstituted on 05 August received from the shareholders which were replied/
2021 effective 06 August 2021. resolved to the satisfaction of the shareholders. No
(a) Composition, names of members and Chairman, complaint was pending at the end of the year.
number of meetings held and attendance during (b) Name and designation of Compliance Officer
the year
Mr. Rahul Neogi is the Company Secretary and
During the financial year ended 31 March 2022, the Compliance Officer.
SRC comprised four (4) Directors viz. (1) Mr. Pankaj
c) Disclosure with respect to remuneration: Notice period is three months and no severance pay
Executive Directors are paid remuneration by way is payable on termination of appointment.
of salary, commission, perquisites and retirement The Company does not have any Stock Option Scheme.
benefits as recommended by the NRC and approved
by the Board and shareholders of the Company.
Details of remuneration payable to Executive and Non - Executive Directors of the Company for the year ended 31 March
2022 are given below:
Amount in `
Perquisites and
cost of providing
Sl. Service Contract Retirement Total sitting
Name of the Director Salary Commission furnished
No Years/ months Benefits$ Fees
residential
accommodation
(a) Executive Directors
1. Mr. Santi Jongkongka, 3 years from 1,70,45,028 90,00,000* 22,63,403 20,45,400** NIL
Executive Vice 02 May 2019
Chairman to 01 May 2022
2. Mr. Jayanta Basu, 3 years from 72,94,320 72,00,000* 93,34,160 19,69,466*** NIL
Managing Director 23 April 2019
to 22 April 2022
(b) Non-Executive Directors
1. Mr. Piyachai - NIL 7,00,000# NIL NIL 7,50,000
Karnasuta
2. Mr. D. P. Roy@ - NIL 3,50,000# NIL NIL 2,90,000
3. Ms. Ramola Mahajani - NIL 7,00,000# NIL NIL 6,00,000
4. Mr. Sunil Shah Singh - NIL 7,00,000# NIL NIL 7,60,000
5. Mr. Pankaj I. C. Jain - NIL 7,00,000# NIL NIL 6,90,000
Total 2,43,39,348 1,93,50,000 1,15,97,563 40,14,866 30,90,000
7.
CORPORATE SOCIAL RESPONSIBILITY Composition, names of members and Chairman and
(CSR) COMMITTEE attendance during the year:
The CSR Committee of the Board of Directors was During the financial year, the CSR Committee comprised
constituted by the Company on 08 May 2014. The CSR four (4) Directors, of which one (1), namely Mr. Sunil Shah
Committee was last reconstituted on 05 August 2021 Singh, was the Independent Director, one (1), namely
effective 06 August 2021. Mr. Piyachai Karnasuta, was the Non- Independent
Non-Executive Director and two (2), namely Mr. Santi
Jongkongka and Mr. Jayanta Basu, were the Executive Mr. Rahul Neogi, Company Secretary, attended all the
Directors. meetings of the CSR Committee held during the year
ended 31 March 2022.
The CSR Committee held two (2) meetings during the
aforesaid year, i.e. 27 May 2021 and adjourned meeting Terms of reference, role and scope of the CSR
on 28 May 2021, and 10 February 2022. Attendance of the Committee are in line with the provisions of Section
Directors was as under: 135 of the Companies Act, 2013, and the Rules framed
thereunder pertaining to the CSR Committee and its
No. of No. of
functioning.
Name of the Director Meetings Meetings
held attended Minutes of the CSR Committee meetings are placed
Mr. Piyachai Karnasuta- Chairman 2 2 before the meeting of the Board of Directors following
Mr. D. P. Roy1 2 1 that of the CSR Committee meetings.
Mr. Santi Jongkongka 2 2
Mr. Jayanta Basu 2 2 8. SUBSIDIARY COMPANY
Mr. Sunil Shah Singh 2
2 1 As on 31 March 2022, the Company has one wholly owned,
non-material and unlisted subsidiary company, namely
1
Mr. D. P Roy ceased to be a member of the Committee with ITD Cementation Projects India Limited. The Financial
effect from 06 August 2021 upon completion of his 2nd term as an
Statements of the subsidiary are reviewed by the Audit
Independent Director
Committee of the Company. All minutes of the meetings
2
Mr. Sunil Shah Singh was appointed as a member of the Committee
with effect from 06 August 2021
of the subsidiary are placed before the Company’s Board
regularly.
(b) Details of Special Resolution passed last year 10. MEANS OF COMMUNICATION
through Postal Ballot (a) The extracts of the quarterly Consolidated Unaudited
During the year ended 31 March 2022, no Special Financial Results and Consolidated Audited
Resolution was passed through Postal Ballot. Financial Results are published in prominent daily
newspapers. During the year, such Financial Results
There is no business proposed to be transacted at were published in the Financial Express and Mumbai
the ensuing Annual General Meeting which requires Lakshadeep. Quarterly Standalone and Consolidated
passing of a Special Resolution through Postal Unaudited Financial Results and Annual Standalone
Ballot. and Consolidated Audited Financial Results are
available on Company’s website: www.itdcem.co.in
under the heading “Investors”.
(b) Code of Ethical Conduct for Directors and Senior Venue: Registered office of the Company at Mumbai
Management Personnel of the Company; Whistle shall be deemed to be the venue of the Meeting.
Blower Policy, Prevention of Sexual Harassment
(b) Financial Year of the Company
Policy for Women at Workplace; Corporate Social
Responsibility Policy; Nomination and Remuneration The financial year of the Company is 01 April to 31
Policy; Related Party Transactions Policy; Board March.
Diversity Policy; Prevention of Insider Trading
(c) Dividend Payment dates
Policy; Preservation of Documents Policy; Policy
on Determination and Materiality of an Event/ The dividend, if declared at the ensuing 44th Annual
Information; Archival Policy and Dividend Distribution General Meeting, will be paid on 10 October 2022.
Policy are available on the Company’s website www.
(d) Stock Exchanges
itdcem.co.in.
The equity shares of the Company are listed on:
(c) Presentations on Quarterly Business Operations
BSE Limited,
Overview are disseminated to the Stock Exchanges
Phiroze Jeejeebhoy Towers, Dalal Street, Mumbai
and made available on the Company’s website www.
400 001
itdcem.co.in. These presentations are also shared
with the Institutional Investors/Analysts. National Stock Exchange of India Limited,
Exchange Plaza, C-1, Block ‘G’,
11. GENERAL SHAREHOLDER INFORMATION Bandra-Kurla Complex, Bandra (East), Mumbai
(a) Annual General Meeting 400 051
The Company is conducting the 44th Annual General The listing fees for the year 2022-2023 of the above
Meeting through Video Conferencing (VC) / Other mentioned stock exchanges have been paid.
Audio-Visual Means (OAVM) facility in terms of MCA (e) Stock Code
Circulars dated 05 May 2020, 13 January 2021 and
05 May 2022. BSE Limited (BSE): 509496
Date: 22 September 2022 The National Stock Exchange of India Limited (NSE):
ITDCEM
Time: 4.00 p.m.
High and Low prices of the Company’s shares at NSE with corresponding Nifty
April 2021 to March 2022
High Low Close
Months
ITD Cem Nifty ITD Cem Nifty ITD Cem Nifty
Apr 2021 84.00 15044.35 69.35 14151.40 71.60 14631.10
May 2021 89.45 15606.35 70.65 14416.25 81.50 15582.80
Jun 2021 90.50 15915.65 80.75 15450.90 81.80 15721.50
Jul 2021 97.45 15962.25 82.10 15513.45 85.70 15763.05
Aug 2021 87.80 17153.50 73.90 15834.65 78.25 17132.20
Sept 2021 84.70 17947.65 74.50 17055.05 76.20 17618.15
Oct 2021 96.80 18604.45 75.80 17452.90 81.10 17671.65
Nov 2021 83.05 18210.15 71.75 16782.40 73.30 16983.20
Dec 2021 83.90 17639.50 72.00 16410.20 80.60 17354.05
Jan 2022 89.95 18350.95 71.35 16836.80 74.90 17339.85
Feb 2022 80.40 17794.60 63.60 16203.25 66.10 16793.90
Mar 2022 69.60 17559.80 59.50 15671.45 63.10 17464.75
Sl
Category (Shares) No. of Holders % to Holders No. of Shares % to Equity
No.
1 1-500 45,596 80.71 6,174,559 3.60
2 501-1000 5192 9.19 4,337,398 2.52
3 1001-2000 2765 4.89 4,356,671 2.54
4 2001-3000 999 1.77 2,594,006 1.51
5 3001-4000 473 0.84 1,718,769 1.00
6 4001-5000 437 0.77 2,101,543 1.22
7 5001-10000 553 0.98 4,211,428 2.45
8 10001 & above 478 0.85 146,293,210 85.16
TOTAL 56,493 100.00 171,787,584 100.00
(o) There was no instance of suspension of trading of securities of the Company during the year ended 31 March
2022.
(p) The Company has not issued any Global Depository Receipts or American Depository Receipts or warrants or
any convertible instruments.
(q) List of credit ratings of the Company:
Sl
Name of Credit rating agency Credit rating obtained Details of revision during the year
No.
1. ICRA Limited ICRA A Outlook Stable ICRA A. Outlook revised to Stable
2. CARE Ratings Limited CARE A Outlook Stable Reaffirmed.
3. India Ratings and Research IND A+ (A plus) Outlook Negative Revised to IND A while removing Negative
Private Limited* Outlook
*At the request of the Company, withdrawn rating during the year.
(g) The Company was not required to and has not CEO/CFO Certification:
undertaken any commodity price risks and A Certificate from the CEO/CFO of the Company
commodity hedging activities. in terms of Regulation 17 (8) of Listing Regulations
read with Part B of Schedule II was placed before
(h) Details of utilisation of funds raised during the year
the Board at its meeting held on 26 May 2022, to
During the financial year ended 31 March 2022, the approve the Audited Financial Statements for the
Company did not raise any funds through preferential financial year ended 31 March 2022.
allotment or qualified institutions placement.
13. DISCRETIONARY REQUIREMENTS
(i) The Company has obtained a certificate from
(a) The Chairman of the Company is a Non-Executive
M/s Parikh & Associates, practicing Company
Director.
Secretaries confirming that none of the Directors
on the Board of the Company has been debarred (b) Shareholders’ Rights:
or disqualified from being appointed or continuing The quarterly, half yearly and yearly financial results
as directors of companies by the SEBI/Ministry of are published in the prominent newspapers and are
Corporate Affairs or any such statutory authority also available on the website of the Company and
during the financial year ended 31 March 2022. that of the Stock Exchanges where the shares of the
Company are listed i.e. BSE Limited and National
(j) During the financial year ended 31 March 2022,
Stock Exchange of India Limited. The Company
there were no instances where the Board had not has not sent any half yearly declaration of financial
accepted any recommendation of any Committee performance including summary of significant
of the Board which was mandatorily required. events in the last six months to any household of
(k) During the financial year ended 31 March 2022 shareholders of the Company.
total fees for all services paid by the Company and (c) Audit Qualifications: The Auditors opinion on the
its subsidiaries, on a consolidated basis, to the Financial Statements is unmodified.
statutory auditor and all entities in the network firm/
(d) Internal Auditor reports directly to the Audit
network entity of which the statutory auditor is a Committee.
part, amounted to H 126.40 Lakhs.
14.
T he Company has complied with the corporate
(l) Disclosures in relation to the Sexual Harassment of governance requirements as specified in Regulations
Women at Workplace (Prevention, Prohibition and 17 to 27 of the Listing Regulations regarding Board of
Redressal) Act, 2013 during the financial year ended Directors, Audit Committee, Nomination & Remuneration
31 March 2022: Committee, Stakeholders Relationship Committee, etc.
and clauses (b) to (i) of sub-regulation (2) of Regulation
a. number of complaints filed - Nil
46 of Listing Regulations pertaining to dissemination of
b. number of complaints disposed of - N.A. certain information on the Company’s website.
MANAGEMENT’S RESPONSIBILITY
3. The compliance of conditions of corporate governance is the responsibility of the management. This responsibility includes
the designing, implementing and maintaining operating effectiveness of internal control to ensure compliance with the
conditions of corporate governance as stipulated in the Listing Regulations.
AUDITOR’S RESPONSIBILITY
4. Pursuant to the requirements of the Listing Regulations, our responsibility is to express a reasonable assurance in the
form of an opinion as to whether the Company has complied with the conditions of corporate governance as stated in
paragraph 2 above. Our responsibility is limited to examining the procedures and implementation thereof, adopted by the
Company for ensuring the compliance with the conditions of corporate governance. It is neither an audit nor an expression
of opinion on the financial statements of the Company.
5. We have examined the relevant records of the Company in accordance with the applicable Generally Accepted Auditing
Standards in India, the Guidance Note on Certification of Corporate Governance issued by the Institute of Chartered
Accountants of India (‘ICAI’), and Guidance Note on Reports or Certificates for Special Purposes issued by the ICAI which
requires that we comply with the ethical requirements of the Code of Ethics issued by the ICAI.
6. We have complied with the relevant applicable requirements of the Standard on Quality Control (SQC) 1, Quality Control
for Firms that Perform Audits and Reviews of Historical Financial Information, and Other Assurance and Related Services
Engagements.
OPINION
7. Based on the procedures performed by us and to the best of our information and according to the explanations provided
to us, in our opinion, the Company has complied, in all material respects, with the conditions of corporate governance as
stipulated in the Listing Regulations during the year ended 31 March 2022.
We state that such compliance is neither an assurance as to the future viability of the Company nor the efficiency or
effectiveness with which the management has conducted the affairs of the Company.
RESTRICTION ON USE
8. This certificate is issued solely for the purpose of complying with the aforesaid regulations and may not be suitable for
any other purpose.
Rakesh R. Agarwal
Partner
Membership No.: 109632
UDIN: 22109632AJQDBU4107
Place: Mumbai
Date: 12 August 2022
SECTION D: BR INFORMATION
1. Details of Director/Directors responsible for BR
(a) Details of Director/Directors responsible for 1. Director Identification Number 08291114
implementation of the BR policy/ policies 2. Name Mr. Jayanta Basu
3. Designation Managing Director
(b) Details of the BR Head 1. Director Identification Number Not Applicable
2. Name Mr. Prasad Patwardhan
3. Designation Chief Financial Officer
4. Telephone No. 022 67680600
5. e-mail id prasad.patwardhan@itdcem.co.in
SI.
Questions P1 P2 P3 P4 P5 P6 P7 P8 P9
No.
10. Has the Company carried out independent Yes. Some of the policies in place have been evaluated internally and some
audit/ evaluation of the working of this policy have been evaluated externally.
by an internal or external agency?
(b) If answer to the question at serial number 1 against any principle, is ‘No’, please explain why: (Tick up to 2
options)
SI.
Questions P1 P2 P3 P4 P5 P6 P7 P8 P9
No.
1. The Company has not understood the
Principles
2. The Company is not at a stage where it finds
itself in a position to formulate and implement
the policies on specified principles
3. The Company does not have financial or Not applicable.
manpower resources available for the task
4. It is planned to be done within next 6 months
5. It is planned to be done within the next 1 year
6. Any other reason (please specify)
3. Governance related to BR
(a) Indicate the frequency with which the Board of Directors, Annually.
Committee of the Board or CEO to assess the BR
performance of the Company. Within 3 months, 3-6
months, Annually, More than 1 year :
(b)
Does the Company publish a BR or a Sustainability Yes, the Company publishes a BR Report as part of the Annual Report.
Report? What is the hyperlink for viewing this report? The link for viewing the report is http://www.itdcem.co.in/ investors/
financial/annual-reports/
How frequently it is published?: Annually.
Principle 2
Businesses should provide goods and services that are safe and contribute to sustainability throughout their life cycle
1. List up to 3 of your products or services whose design has The Company’s services cover the following areas:
incorporated social or environmental concerns, risks and/or (a) Maritime structures
opportunities
(b)
Urban infrastructure projects/ mass rapid transit systems/
Buildings and airports
(c) Tunnels
The Company has in place an Integrated Management System Policy
covering aspects on quality, environment, safety and health.
2. For each such product, provide the following details in respect Recycling of water used for tyre and vehicle wash -- Water used for
of resource use (energy, water, raw material etc.) per unit of washing of tyres of vehicles going out of site on to the public roads
product (optional): is recycled at most of our major sites through use of sedimentation
Reduction during Sourcing /production / distribution tanks.
(a)
achieved since the previous year throughout the value Recycling of left-over concrete is utilised for making, temporary crash
chain? : barriers, pots for plants, benches for rest rooms etc.
Broken/surplus concrete cubes are used in the making of walkways,
stub walls and for making garden paths.
Old scrap scaffolding pipes were welded and painted for use as
barricading pipes.
(b) Reduction during usage by consumers (energy, water) has As a part of conservation of energy, water, the Company continues to
been achieved since the previous year? : encourage use of fly ash and slag as a part replacement of Ordinary
Portland Cement for its concrete mixes which are being used at its
project sites and this helps the Company promote energy saving.
The Company continued Real time monitoring of Diesel Generator
performance at sites to optimise the use of captive energy.
3. Does the Company have procedures in place for sustainable Yes.
sourcing (including transportation)?
(a)
If yes, what percentage of your inputs was sourced The Company continually works with its vendors and suppliers to
sustainably? Also, provide details thereof, in about 50 reduce the environmental impact of sourcing of its inputs.
words or so:
4.
Has the Company taken any steps to procure goods and Yes. The Company attaches importance to local sourcing and
services from local & small producers, including communities provides encouragement for the surrounding communities for small
surrounding their place of work? : activities like hiring cars, sourcing construction material, hardware
items, manpower, workshop works like machining and strives to make
them an integral part of community for their economic prosperity. For
certain imported items, the Company has worked with local Vendors
and helped them develop suitable indigenous replacements and used
them on projects.
(a) If yes, what steps have been taken to improve their capacity The Company provides support to local and small vendors by
and capability of local and small vendors? : way of supply of machinery items including free issue of material
thereby building the capacity and capability for their development.
The Company largely sources bulk construction material such as
construction equipment, hardware items, sand, stone, water etc, from
local sources.
5. Does the Company have a mechanism to recycle products and Recycling the product is not applicable as the Company is not engaged
waste? If yes what is the percentage of recycling of products in manufacturing activities. Hazardous wastes are disposed off as per
and waste (separately as <5%, 5%-10%, >10%). Also, provide the statutory provisions. Reusable Scrap and associated recyclable
details thereof, in about 50 words or so : materials are disposed through authorised vendors for recycling and
possible reuse.
Principle 3
Businesses should recognise that over consumption results in unsustainable exploitation of our planet’s resources,
and should therefore promote sustainable consumption, including recycling of resources.
Principle 4
Businesses should respect the interests of, and be responsive towards all stakeholders, especially those who are
disadvantaged, vulnerable and marginalised.
1.
Has the Company mapped its internal and external Yes.
stakeholders? Yes/No :
2. Out of the above, has the Company identified the disadvantaged, Yes, the Company has identified disadvantaged and vulnerable
vulnerable & marginalised stakeholders: groups who are targeted for CSR initiatives.
3.
Are there any special initiatives taken by the Company to The Company’s CSR Policy has been designed to cater to the
engage with the disadvantaged, vulnerable and marginalised physically challenged or differently abled, socially and economically
stakeholders. If so, provide details thereof, in about 50 words backward groups in and around its area of operations.
or so :
Principle 5
Businesses should respect and promote human rights.
1. Does the policy of the Company on human rights cover only Yes, it covers the Company and also extends to Joint Ventures,
the Company or extend to the Group/Joint Ventures/Suppliers/ Subsidiary, Suppliers and Contractors.
Contractors/NGOs/Others? :
2. How many stakeholder complaints have been received in the The Company has not received any complaints in the area of human
past financial year and what percent was satisfactorily resolved rights.
by the management? :
Principle 6
Business should respect, protect and make efforts to restore the environment.
1. Does the policy of the Company on human rights cover only Yes, it covers the Company.
the Company or extend to the Group/Joint Ventures/Suppliers/
Contractors/NGOs/Others? :
2. Does the Company have strategies/ initiatives to address global No
environmental issues such as climate change, global warming,
etc? Y/N. If yes, please give hyperlink for webpage etc. :
3. Does the Company identify and assess potential environmental Yes
risks? Y/N :
4. Does the Company have any project related to Clean No
Development Mechanism? If so, provide details thereof, in
about 50 words or so. Also, if Yes, whether any environmental
compliance report is filed? :
5. Has the Company undertaken any other initiatives on – clean For Clean Technology initiative:
technology, energy efficiency, renewable energy, etc. Y/N. If •
The Company is actively promoting cleaner and more efficient
yes, please give hyperlink for web page etc.: technologies such as Spun Concrete Piles, CFA piles, Chemical
grouting, use of environment friendly polymer instead of bentonite etc.
For Energy efficiency initiative:
• Usage of efficient LED lighting systems at most of project sites
• Real time monitoring of diesel generator performance at project
sites to optimise the use of captive energy
• Use of variable frequency drives for gantries, cranes and other
material handling equipment
For Renewal Energy initiative:
• The Company has installed solar power panels at some of its projects
sites on marine crafts and in mechanical workshops at site.
•
The Company gradually replaces old less efficient plant and
equipment with more efficient ones in a continual process.
6. Are the Emissions/Waste generated by the Company within the Yes
permissible limits given by CPCB/SPCB for the financial year
being reported?:
7. Number of show cause/ legal notices received from CPCB/ Nil
SPCB which are pending (i.e. not resolved to satisfaction) as
on end of Financial Year :
Principle 7
Businesses, when engaged in influencing public and regulatory policy, should do so in a responsible manner.
1.
Is your Company a member of any trade and chamber or Yes
association? If Yes, Name only those major ones that your • Bombay Chamber of Commerce and Industry
business deals with: • Construction Federation of India
• National Highway Builders’ Association
• Builders’ Association of India
• Deep Foundation Institute of India (DFII)
2.
Have you advocated/lobbied through above associations Whenever Policy guidelines are issued, the Company has been
for the advancement or improvement of public good? Yes/ providing its suggestions to the Government and to Apex Trade
No; if yes specify the broad areas (drop box: Governance and Bodies/Chamber association as mentioned above. The Company
Administration, Economic Reforms, Inclusive Development officials attend meetings/participates/interact for facilitating views on
Policies, Energy Security, Water, Food Security, Sustainable the policies.
Business Principles, Others) :
Principle 8
Businesses should support inclusive growth and equitable development.
1.
Does the Company have specified Yes. The Company has a CSR policy and the activities laid down in the policy pertain to all the
programmes/ initiatives/projects focal areas for its social development projects/activities.
in pursuit of the policy related to
Principle 8? If yes details thereof. :
2.
Are the programmes/projects Yes. The CSR programmes/ projects have been directly taken up by the Company through its
undertaken through in- house team/ in-house team formed for the said purposes from time to time and also by making contribution
own foundation /external NGO/ towards relief activities directly or through Disaster Management Authorities.
government structures/any other
organisation?:
3.
Have you done any impact Yes. Response from the community has been satisfactory and they have requested for such
assessment of your initiative? : activities in the future for their betterment. The Company has been extending such initiatives &
these are informal assessments.
4.
What is your Company’s direct Total amount spent H 123.854 Lakhs on following projects:
contribution to community
development projects- Amount 1. Direct contribution made by setting up/ establishing a Medical Oxygen Generation and
in and the details of the projects Storage Plant at Hospital INH Dhanvantri Near Andaman Lakshadweep Harbour Works, Port
undertaken : Blair, Andaman & Nicobar. (Amount spent H 20.00 Lakhs)
2. (i)
Direct contribution made to Relearn Foundation computers / Laptops and other digital
accessories with internet connectivity for under privileged students (Amount spent H 5.00
Lakhs), and
(ii)
Financial contribution to Relearn Foundation, West Bengal for creating digital classrooms
at various locations and to offer online training for under privileged students at Jamshedpur,
Jharkhand. (Amount spent H 5.00 Lakhs).
3. Financial contribution to Soulfree’s Inspire Project, Integrated Spinal Centre, Thiruvannam Alai,
Chennai to improve the quality of handling the world’s most debilitating conditions of persons
living in permanent paralysis due to spinal cord injuries. (Amount spent H 25.00 Lakhs).
4. Financial Contribution to Deep Foundations Institute of India for Promotion of Education
Activities and vocational skill development programs (Amount spent H 10.00 Lakhs).
5. Financial Contribution to Ravindra Joshi Medical Foundation, Andheri, Mumbai, for Health
care activities like covid related maternity services and pediatric services to women and
children from weaker sections including fight against COVID-19 and also creating facilities for
MRI scanning. (Amount spent H 5.00 Lakhs).
6. Financial Contribution to Prabodhan Shikshan Sanstha (Sambhaji Raje Vidyalaya), Mumbai,
for distribution of groceries & medical support for covid patients & blood donation program
(Amount spent H 5.00 Lakhs).
7. Financial Contribution to Tamil Nadu Chief Minister (TN CM) CORONA Relief Fund, Chennai
(Amount spent H 25.00 Lakhs).
8. Financial Contribution to Shushrusha Hospital (Mumbai) for upgradation of Cathlab machine
meant for providing affordable health care to predominantly middle and lower middle income
citizens in Mumbai. (Amount spent H 18.854 Lakhs)
9. Direct contribution to Sarkari Hiraya Pratimika School, Kalthur for Civil and renovation work, providing
chairs, tables, cupboards etc for the classrooms of the said school (Amount spent H 5.00 Lakhs)
5.
Have you taken steps to ensure CSR activities have been pursued in line with the Company’s policy and framework. The Company
that this community development identifies communities that require the Company’s direct intervention for community development
initiative is successfully adopted by in or near about the Company’s project sites.
the community? Please explain in
50 words, or so:
Principle 9
Businesses should engage with and provide value to their customers and consumers in a responsible manner.
1. What percentage of customer complaints/consumer cases are pending as Customer complaints are regularly addressed at project
on the end of financial year : sites. Percentage of Customer complaints pending as at
the end of the financial year (31 March 2022): 23%
2. Does the Company display product information on the product label, over Not Applicable.
and above what is mandated as per local laws? Yes/No/N.A. / Remarks
(additional information) :
3. Is there any case filed by any stakeholder against the Company regarding Not to the Company’s knowledge.
unfair trade practices, irresponsible advertising and/or anti-competitive
behaviour during the last five years and pending as on end of financial year.
If so, provide details thereof, in about 50 words or so :
4. Did your Company carry out any consumer survey/ consumer satisfaction trends? : Yes
Annual Report 2021-22 83
INDEPENDENT AUDITOR’S REPORT
Key audit matter How our audit addressed the key audit matter
(a) Recognition of contract revenue, margin and contract costs (Refer note 2(xvi)(a) of the standalone financial statements)
The Company’s revenue primarily arises from construction contracts Our audit procedures to address this key audit matter included, but
which, by its nature, is complex given the significant judgements were not limited to the following:
and estimates involved in the assessment of current and future
•
Evaluating the appropriateness of the Company’s accounting
contractual performance obligations.
policy for revenue recognition in line with Ind AS 115 – Revenue
The Company recognises revenue and the resultant profit/loss from Contracts with Customers;
relying on the estimates in relation to forecast contract revenue and
•
Obtaining an understanding of the Company’s processes and
forecast contract costs on the basis of stage of completion which
evaluating the design and testing the effectiveness of key internal
is determined based on the proportion of contract costs incurred
financial controls around estimation of contract revenue and
at balance sheet date, relative to the total estimated costs of the
contract costs;
contract at completion. The contract revenue may also include
variable considerations which are recognised when the recovery of • For a sample of contracts, performed the following procedures:
such consideration is highly probable.
-
verifying the underlying documents such as contract
agreement and variation orders, if any, for reviewing the
significant contract terms and conditions;
- evaluating the identification of performance obligation of the
contract;
-
obtaining an understanding of and evaluating the
reasonableness of the assumptions applied in determining the
forecasted revenue and cost to complete;
Key audit matter How our audit addressed the key audit matter
These contract estimates are reviewed by the management on a - testing the existence and valuation of variable consideration
periodic basis. In doing so, the management exercises judgement with respect to the contractual terms and inspecting the
with respect to the completeness and accuracy of forecast contract related correspondences with customers;
revenue and forecast costs to complete as well as the ability to
- reviewing legal and/or contracting experts’ reports received on
deliver contracts within contractually determined timelines.
certain contentious matters;
Changes in the aforementioned judgements and/or related estimates
-
For cost incurred to date, testing samples to appropriate
as contracts progress can result in material adjustments to revenue
supporting documents and performing cut-off procedures;
and margins. As a result of the above judgments, complexities
and
involved and material impact on the related financial statement
elements, this area has been considered a key audit matter in the - Testing the forecasted cost by obtaining executed purchase
audit of the standalone financial statements. orders/ agreements and evaluating the reasonableness of
management judgements/ estimates;
• Evaluating the appropriateness and adequacy of the disclosures
related to contract revenue and costs in the standalone financial
statements in accordance with the applicable accounting
standards.
(b) Recoverability of Trade receivables and contract assets (Refer notes 11, 15 and 32 of the standalone financial statements)
As at 31 March 2022, the Company has trade receivables and unbilled Our audit procedures to address this key audit matter included, but
work-in-progress (contract assets) amounting to ` 59,472.57 lakhs were not limited to the following:
and ` 64,584.74 lakhs, respectively.
•
Obtaining an understanding of the Company’s processes,
The aforementioned trade receivables and unbilled work-in-progress evaluating the design and testing the effectiveness of key internal
(contract assets) as at 31 March 2022 include amounts aggregating financial controls over the recoverability of the trade receivables
` 813.05 lakhs and ` 2,510.61 lakhs, respectively, representing and contract assets;
receivables/ claims for which Company is at various stages of
• Circulating and obtaining confirmations for trade receivables, on
negotiations/ discussions/ arbitration/ litigation with the clients.
sample basis, with respect to outstanding balances;
In assessing the recoverability of the aforesaid receivables including
•
Performing additional procedures, in respect of material trade
impairment allowance thereon, management’s judgement involves
receivables and contract assets such as testing subsequent
consideration of the credit risk of the customer, ageing of receivables,
payments / certifications from customers, reviewing the
the likelihood of collection based on the terms of the contract and
correspondence with customers;
evaluation of likely outcome of litigations.
•
Performing inquiry procedures with senior management of the
Due to the materiality and the relative significance of the receivables
Company regarding the recoverability of the receivables;
to the standalone financial statements as well as the significant
estimates and judgements used in assessing the recoverability, •
Verifying contractual arrangements to evaluate management’s
we determined this to be a key audit matter in the audit of the assessment on the tenability and recoverability of these
standalone financial statements. receivables;
• Reviewing the legal opinions obtained by the management from
independent legal counsel in respect of certain contentious
matters under litigations;
• Assessing the allowance for impairment made by the management.
Further for material balances, discussing the basis for allowance
for impairment with the audit committee; and
• Evaluating the appropriateness and adequacy of the disclosures
related to trade receivables and unbilled work-in-progress (contract
assets) in the standalone financial statements in accordance with
the applicable accounting standards.
INFORMATION OTHER THAN THE FINANCIAL Our opinion on the standalone financial statements does
STATEMENTS AND AUDITOR’S REPORT not cover the other information and we do not express
THEREON any form of assurance conclusion thereon.
6. The Company’s Board of Directors are responsible for In connection with our audit of the standalone financial
the other information. The other information comprises statements, our responsibility is to read the other
the information included in the Management Discussion information and, in doing so, consider whether the other
and Analysis, Report on Corporate Governance and information is materially inconsistent with the standalone
Directors’ Report but does not include the standalone financial statements or our knowledge obtained in the
financial statements and our auditor’s report thereon. audit or otherwise appears materially misstated. If, based
on the work we have performed, we conclude that there is
a material misstatement of this other information, we are misstatement when it exists. Misstatements can arise
required to report that fact. We have nothing to report in from fraud or error and are considered material if,
this regard. individually or in the aggregate, they could reasonably
be expected to influence the economic decisions of users
RESPONSIBILITIES OF MANAGEMENT AND taken on the basis of these financial statements.
THOSE CHARGED WITH GOVERNANCE FOR
11. As part of an audit in accordance with Standards on
THE STANDALONE FINANCIAL STATEMENTS
Auditing, specified under section 143(10) of the Act we
7. The accompanying standalone financial statements have exercise professional judgment and maintain professional
been approved by the Company’s Board of Directors. The skepticism throughout the audit. We also:
Company’s Board of Directors are responsible for the
matters stated in section 134(5) of the Act with respect • Identify and assess the risks of material misstatement
to the preparation and presentation of these standalone of the financial statements, whether due to fraud
financial statements that give a true and fair view of the or error, design and perform audit procedures
financial position, financial performance including other responsive to those risks, and obtain audit evidence
comprehensive income, changes in equity and cash flows that is sufficient and appropriate to provide a basis
of the Company in accordance with the Ind AS specified for our opinion. The risk of not detecting a material
under section 133 of the Act and other accounting misstatement resulting from fraud is higher than for
principles generally accepted in India. This responsibility one resulting from error, as fraud may involve collusion,
also includes maintenance of adequate accounting forgery, intentional omissions, misrepresentations, or
records in accordance with the provisions of the Act the override of internal control;
for safeguarding of the assets of the Company and for • Obtain an understanding of internal control relevant to
preventing and detecting frauds and other irregularities; the audit in order to design audit procedures that are
selection and application of appropriate accounting appropriate in the circumstances. Under section 143(3)
policies; making judgments and estimates that are (i) of the Act we are also responsible for expressing our
reasonable and prudent; and design, implementation and opinion on whether the Company has adequate internal
maintenance of adequate internal financial controls, that financial controls system with reference to financial
were operating effectively for ensuring the accuracy and statements in place and the operating effectiveness
completeness of the accounting records, relevant to the of such controls;
preparation and presentation of the financial statements
that give a true and fair view and are free from material • Evaluate the appropriateness of accounting policies
misstatement, whether due to fraud or error. used and the reasonableness of accounting estimates
and related disclosures made by management;
8. In preparing the standalone financial statements, the
Board of Directors are responsible for assessing the • Conclude on the appropriateness of management’s use
Company’s ability to continue as a going concern, of the going concern basis of accounting and, based
disclosing, as applicable, matters related to going on the audit evidence obtained, whether a material
concern and using the going concern basis of accounting uncertainty exists related to events or conditions
unless the Board of Directors either intend to liquidate that may cast significant doubt on the Company’s
the Company or to cease operations, or has no realistic ability to continue as a going concern. If we conclude
alternative but to do so. that a material uncertainty exists, we are required to
draw attention in our auditor’s report to the related
9. Those Board of Directors are also responsible for disclosures in the financial statements or, if such
overseeing the Company’s financial reporting process. disclosures are inadequate, to modify our opinion. Our
conclusions are based on the audit evidence obtained
AUDITOR’S RESPONSIBILITIES FOR THE AUDIT up to the date of our auditor’s report. However, future
OF THE STANDALONE FINANCIAL STATEMENTS events or conditions may cause the Company to cease
10. Our objectives are to obtain reasonable assurance about to continue as a going concern; and
whether the financial statements as a whole are free from
• Evaluate the overall presentation, structure and content
material misstatement, whether due to fraud or error, and
of the financial statements, including the disclosures,
to issue an auditor’s report that includes our opinion.
and whether the financial statements represent the
Reasonable assurance is a high level of assurance, but
underlying transactions and events in a manner that
is not a guarantee that an audit conducted in accordance
achieves fair presentation.
with Standards on Auditing will always detect a material
12. We communicate with those charged with governance d) in our opinion, the aforesaid standalone financial
regarding, among other matters, the planned scope and statements comply with Ind AS specified under
timing of the audit and significant audit findings, including section 133 of the Act;
any significant deficiencies in internal control that we
e) On the basis of the written representations received
identify during our audit.
from the directors and taken on record by the Board
13. We also provide those charged with governance with of Directors, none of the directors is disqualified as
a statement that we have complied with relevant on 31 March 2022 from being appointed as a director
ethical requirements regarding independence, and in terms of section 164(2) of the Act;
to communicate with them all relationships and other
f) With respect to the adequacy of the internal financial
matters that may reasonably be thought to bear on our
controls with reference to financial statements of the
independence, and where applicable, related safeguards.
Company as on 31 March 2022 and the operating
14. From the matters communicated with those charged with effectiveness of such controls, refer to our separate
governance, we determine those matters that were of Report in Annexure II wherein we have expressed an
most significance in the audit of the financial statements unmodified opinion; and
of the current period and are therefore the key audit
g) With respect to the other matters to be included
matters. We describe these matters in our auditor’s report
in the Auditor’s Report in accordance with rule 11
unless law or regulation precludes public disclosure about
of the Companies (Audit and Auditors) Rules, 2014
the matter or when, in extremely rare circumstances, we
(as amended), in our opinion and to the best of our
determine that a matter should not be communicated in
information and according to the explanations given
our report because the adverse consequences of doing
to us:
so would reasonably be expected to outweigh the public
interest benefits of such communication. i. the Company, as detailed in notes 31(A)(ii) to (v)
and 32 to the standalone financial statements,
REPORT ON OTHER LEGAL AND REGULATORY has disclosed the impact of pending litigations
REQUIREMENTS on its financial position as at 31 March 2022;
15. As required by section 197(16) of the Act based on our ii. the Company did not have any long-term
audit, we report that the Company has paid remuneration contracts including derivative contracts for
to its directors during the year in accordance with the which there were any material foreseeable
provisions of and limits laid down under section 197 read losses as at 31 March 2022;
with Schedule V to the Act.
iii.
There has been no delay in transferring
16. As required by the Companies (Auditor’s Report) Order, amounts, required to be transferred, to the
2020 (‘the Order’) issued by the Central Government of Investor Education and Protection Fund by
India in terms of section 143(11) of the Act we give in the Company during the year ended 31 March
the Annexure I a statement on the matters specified in 2022;
paragraphs 3 and 4 of the Order, to the extent applicable.
iv. a. The management has represented that,
17. Further to our comments in Annexure I, as required by to the best of its knowledge and belief, as
section 143(3) of the Act based on our audit, we report, disclosed in note 44(v) to the standalone
to the extent applicable, that: financial statements, no funds have been
a) We have sought and obtained all the information and advanced or loaned or invested (either from
explanations which to the best of our knowledge and borrowed funds or securities premium or
belief were necessary for the purpose of our audit of any other sources or kind of funds) by
the accompanying standalone financial statements; the Company to or in any person(s) or
entity(ies), including foreign entities (‘the
b) in our opinion, proper books of account as required intermediaries’), with the understanding,
by law have been kept by the Company so far as it whether recorded in writing or otherwise,
appears from our examination of those books; that the intermediary shall, whether,
c) The standalone financial statements dealt with directly or indirectly lend or invest in
by this report are in agreement with the books of other persons or entities identified in any
account; manner whatsoever by or on behalf of the
Company (‘the Ultimate Beneficiaries’) or
provide any guarantee, security or the like
on behalf the Ultimate Beneficiaries;
b. The management has represented that, such dividend declared for the previous year
to the best of its knowledge and belief, as is in accordance with section 123 of the Act to
disclosed in note 44(vi) to the standalone the extent it applies to payment of dividend.
financial statements, no funds have As stated in note 43 to the accompanying
been received by the Company from any standalone financial statements, the Board
person(s) or entity(ies), including foreign of Directors of the Company have proposed
entities (‘the Funding Parties’), with the dividend for the year ended 31 March 2022
understanding, whether recorded in writing which is subject to the approval of the members
or otherwise, that the Company shall, at the ensuing Annual General Meeting. The
whether directly or indirectly, lend or invest dividend declared is in accordance with
in other persons or entities identified in any section 123 of the Act to the extent it applies to
manner whatsoever by or on behalf of the declaration of dividend.
Funding Party (‘Ultimate Beneficiaries’) or
For Walker Chandiok & Co LLP
provide any guarantee, security or the like
Chartered Accountants
on behalf of the Ultimate Beneficiaries; and
Firm’s Registration No.: 001076N/N500013
c. Based on such audit procedures performed
as considered reasonable and appropriate Rakesh R. Agarwal
in the circumstances, nothing has come to Partner
our attention that causes us to believe that Membership No.: 109632
the management representations under
sub-clauses (a) and (b) above contain any
UDIN: 22109632AJQCSP7480
material misstatement.
v. The dividend paid by the Company during Place: Mumbai
the year ended 31 March 2022 in respect of Date: 26 May 2022
Annexure I referred to in Paragraph 16 of the Independent Auditor’s Report of even date to the members of
ITD Cementation India Limited on the standalone financial statements for the year ended 31 March 2022
In terms of the information and explanations sought by us and (d) The Company has not revalued its Property, Plant
given by the Company and the books of account and records and Equipment and Right of Use assets or intangible
examined by us in the normal course of audit, and to the best assets during the year.
of our knowledge and belief, we report that:
(e) No proceedings have been initiated or are pending
(i) (a) (A) The Company has maintained proper records against the Company for holding any benami
showing full particulars, including quantitative property under the Benami Transactions (Prohibition)
details and situation of property, plant and Act, 1988 (45 of 1988) and rules made thereunder.
equipment and right of use assets. Accordingly, reporting under clause 3(i)(e) of the
Order is not applicable to the Company.
(B) The Company has maintained proper records
showing full particulars of intangible assets. (ii) (a) The management has conducted physical verification
of inventory at reasonable intervals during the year.
(b) The property, plant and equipment and right of
In our opinion, the coverage and procedure of such
use assets have been physically verified by the
verification by the management is appropriate and
management during the year and no material
no discrepancies of 10% or more in the aggregate
discrepancies were noticed on such verification. In
for each class of inventory were noticed.
our opinion, the frequency of physical verification
program adopted by the Company, is reasonable (b) The Company has a working capital limit in excess of
having regard to the size of the Company and the Rs 5 crore (` 500 lakhs) sanctioned by banks based
nature of its assets. on the security of current assets. The quarterly
return/statement, in respect of the working capital
(c) The title deeds of all the immovable properties held
limits have been filed by the Company with such
by the Company (other than properties where the
banks and such statements are in agreement
Company is the lessee and the lease agreements
with the books of account of the Company for the
are duly executed in favour of the lessee) are held in
respective periods, which were subjected to review,
the name of the Company.
except for the following:
Amount (` in lakhs)
Working Capital
Name of the Disclosed As per
limit sanctioned Quarter ended Particulars Remarks/ reason, if any
Banks as per books of Difference
(` in lakhs)
statement accounts
IDBI Bank 51,500 30 June 2021 Inventories 29,594.05 29,594.05 -
Indian Bank 43,050 Tools and 4,838.35 4,838.35 -
equipment
Bank of Baroda 39,500 Work-in-progress 78,610.13 78,610.13 -
(contract assets)
Union Bank of 35,960 Trade Receivables 55,012.98 52,120.25 2,892.73 Difference on account of
India (Book Debts) tax deduced by the clients
from running account
bills being considered as
Federal Bank 12,500
Trade Receivables pending
Axis Bank 38,500 receipt of TDS certificate.
Punjab National 45,000 30 September Inventories 32,814.95 32,814.95 -
Bank 2021
Central Bank of 29,650 Tools and 4,880.76 4,880.76 -
India equipment
Bank of India 30,000 Work-in-progress 78,843.81 78,843.81 -
(contract assets)
Bank of Bahrain 6,000 Trade Receivables 60,642.88 56,740.10 3,902.78 Difference on account of
and Kuwait (Book Debts) tax deduced by the clients
from running account
bills being considered as
IDFC First Bank 12,500
Trade Receivables pending
receipt of TDS certificate.
Exim Bank 40,000
Amount (` in lakhs)
Working Capital
Name of the Disclosed As per
limit sanctioned Quarter ended Particulars Remarks/ reason, if any
Banks as per books of Difference
(` in lakhs)
statement accounts
Bank of 17,500 31 December Inventories 34,004.89 34,004.90 -
Maharashtra 2021
Canara Bank 20,000 Tools and 5,147.14 5,147.14 -
equipment
IndusInd Bank 31,500 Work-in-progress 81,342.50 81,342.50 -
(contract assets)
Trade Receivables 65,314.17 62,614.59 2,699.58 Difference on account of
(Book Debts) tax deduced by the clients
from running account
bills being considered as
Trade Receivables pending
receipt of TDS certificate.
(iii) (a) The Company has not given any security or granted any loans or advances in the nature of loans to Subsidiaries or
Joint Ventures. However, the Company has provided guarantee to a subsidiary as per the details given below:
Particulars ` in lakhs
Aggregate amount provided/granted during the year:
- Subsidiary (unincorporated entity) 960.36
Balance outstanding as at balance sheet date in respect of above cases:
- Subsidiary (unincorporated entity) 960.36
(b) The Company has not given any security or granted of sections 73 to 76 of the Act and the Companies
any loans or advances in the nature of loans during (Acceptance of Deposits) Rules, 2014 (as amended).
the year. However, the Company has provided Accordingly, reporting under clause 3(v) of the Order is
guarantee amounting to ` 960.36 lakhs (year-end not applicable to the Company.
balance: ` 16,851 lakhs) and made an investment
vi. The Central Government has specified maintenance
amounting to ` 9,091.04 lakhs (year-end balance: `
of cost records under sub-section (1) of section 148 of
25,144,29 lakhs) in one (1) entity and in our opinion and
the Act in respect of the products of the Company. We
according to the information and explanations given
have broadly reviewed the books of account maintained
to us, such guarantees provided and investments
by the Company pursuant to the Rules made by the
made are, prima facie, not prejudicial to the interest
Central Government for the maintenance of cost records
of the Company.
and are of the opinion that, prima facie, the prescribed
(c) The Company has not granted any loans or advances accounts and records have been made and maintained.
in the nature of loans during the year. Accordingly, However, we have not made a detailed examination of the
reporting under clauses 3(iii)(c), 3(iii)(d), 3(iii)(e) and cost records with a view to determine whether they are
3(iii)(f) of the Order is not applicable to the Company. accurate or complete.
iv. The Company has not entered into any transaction vii. a) In our opinion, and according to the information and
covered under section 185 of the Act. As the Company explanations given to us, undisputed statutory dues
is engaged in providing infrastructural facilities as including goods and services tax, provident fund,
specified in Schedule VI of the Act, provisions of section employees’ state insurance, income-tax, sales-
186 except sub-section (1) of the Act are not applicable tax, service tax, duty of customs, duty of excise,
to the Company. In our opinion, and according to the value added tax, cess and other material statutory
information and explanations given to us, the Company dues, as applicable, have generally been regularly
has complied with the provisions of sub-section (1) of deposited with the appropriate authorities by the
section 186 in respect of investments, as applicable. Company, though there have been slight delays in a
few cases. Further, no undisputed amounts payable
v. In our opinion and according to the information and
in respect thereof were outstanding at the year-end
explanations given to us, the Company has not accepted
for a period of more than six months from the date
any deposits or there is no amount which has been
they became payable.
considered as deemed deposit within the meaning
(b) According to the information and explanations given to us, there are no statutory dues referred to in subclause (a)
above that have not been deposited with the appropriate authorities on account of any dispute except for the following:
(` in lakhs)
Sales Tax Act/Works Value Added 1,409.25 171.41 FY 2008-09, 2011-12, Taxation Tribunal
Contract Tax Act/ tax and sales 2012-2013, 2013-14
Value Added Tax tax and 2015-16
1,101.75 214.02 FY 2008-09 to 2015-16 Deputy/ Joint/ Assistant
Commissioner of Commercial
Taxes
16.6 - FY 1994-95 Revision Board (Tribunal)
83.2 82.96 FY 2006-07 to 2008-09 Madras High Court
448.28 - FY 2004-05, 2006-07, Appellate and Revisional Board
2007-08 and 2010-11
The Goods & Service Goods & 5.18 - FY 2020 Joint Commissioner State Taxes
Tax Act Service Tax (GST)
Service tax The Finance 3,725.84 - FY 2004 to 2009 CESTAT
Act,1994 1,814.58 Various years/ periods Commissioner of Central Goods
from 1 October 2004 & Service Tax and Central Excise
to 30 June 2017
Income Tax Act,1961 Income Tax 210.75 - A.Y. 2004- 05 Bombay High Court
137.85 - A.Y. 2011-12 Calcutta High Court
149 - A.Y. 2012-13 Income Tax Appellate Tribunal
154.28 - A.Y. 2010-11 and Commissioner of Income Tax
2013-14 (Appeals)
(viii) According to the information and explanations given to term loans were applied for the purposes for which
us, no transactions were surrendered or disclosed as these were obtained.
income during the year in the tax assessments under the
(d) In our opinion and according to the information
Income Tax Act, 1961 (43 of 1961) which have not been
and explanations given to us, and on an overall
recorded in the books of accounts.
examination of the financial statements of the
(ix) (a) According to the information and explanations given Company, funds raised by the Company on short
to us, the Company has not defaulted in repayment term basis have not been utilised for long term
of its loans or borrowings or in the payment of purposes.
interest thereon to any lender.
(e) According to the information and explanations given
(b) According to the information and explanations given to us and on an overall examination of the financial
to us including representation received from the statements of the Company, the Company has not
management of the Company, and on the basis of taken any funds from any entity or person on account
our audit procedures, we report that the Company of or to meet the obligations of its subsidiary or joint
has not been declared a willful defaulter by any bank ventures.
or financial institution or other lender.
(f) According to the information and explanations
(c) In our opinion and according to the information and given to us, the Company has not raised any loans
explanations given to us, money raised by way of during the year on the pledge of securities held in its
subsidiaries and joint ventures.
(x) (a) The Company has not raised any money by way of (xiv) (a) In our opinion and according to the information
initial public offer or further public offer (including and explanations given to us, the Company has an
debt instruments), during the year. Accordingly, internal audit system as required under section 138
reporting under clause 3(x)(a) of the Order is not of the Act which is commensurate with the size and
applicable to the Company. nature of its business.
(b) According to the information and explanations given (b) We have considered the reports issued by the
to us, the Company has not made any preferential Internal Auditors of the Company till date for the
allotment or private placement of shares or (fully, period under audit.
partially or optionally) convertible debentures during
(xv) According to the information and explanation given to
the year. Accordingly, reporting under clause 3(x)(b)
us, the Company has not entered into any non-cash
of the Order is not applicable to the Company.
transactions with its directors or persons connected with
(xi) (a) To the best of our knowledge and according to the them and accordingly, provisions of section 192 of the Act
information and explanations given to us, no fraud by are not applicable to the Company.
the Company or on the Company has been noticed
(xvi) T he Company is not required to be registered under
or reported during the period covered by our audit.
section 45-IA of the Reserve Bank of India Act, 1934.
(b) No report under section 143(12) of the Act has been Accordingly, reporting under clause 3(xvi)(a), (b) and (c)
filed with the Central Government for the period of the Order are not applicable to the Company. Based
covered by our audit. on the information and explanations given to us and
as represented by the management of the Company,
(c) According to the information and explanations given
the Group (as defined in Core Investment Companies
to us including the representation made to us by the
(Reserve Bank) Directions, 2016) does not have any CIC
management of the Company, there are no whistle-
blower complaints received by the Company during (xvii) T he Company has not incurred any cash loss in the
the year. current as well as the immediately preceding financial
year.
(xii) The Company is not a Nidhi Company and the Nidhi
Rules, 2014 are not applicable to it. Accordingly, reporting (xviii) There has been no resignation of the statutory auditors
under clause 3(xii) of the Order is not applicable to the during the year. Accordingly, reporting under clause
Company. 3(xviii) of the Order is not applicable to the Company.
(xiii) In our opinion and according to the information and (xix) According to the information and explanations given
explanations given to us, all transactions entered into by to us and on the basis of the financial ratios, ageing
the Company with the related parties are in compliance and expected dates of realisation of financial assets
with sections 177 and 188 of the Act, where applicable. and payment of financial liabilities, other information
Further, the details of such related party transactions have accompanying the standalone financial statements, our
been disclosed in the standalone financial statements, as knowledge of the plans of the Board of Directors and
required under Indian Accounting Standard (Ind AS) 24, management, nothing has come to our attention, which
Related Party Disclosures specified in Companies (Indian causes us to believe that any material uncertainty exists
Accounting Standards) Rules 2015 as prescribed under as on the date of the audit report that Company is not
section 133 of the Act. capable of meeting its liabilities existing at the date of
balance sheet as and when they fall due within a period of statements of the Company. Accordingly, no comment
one year from the balance sheet date. We, however, state has been included in respect of said clause under this
that this is not an assurance as to the future viability of the report.
company. We further state that our reporting is based on
For Walker Chandiok & Co LLP
the facts up to the date of the audit report and we neither
Chartered Accountants
give any guarantee nor any assurance that all liabilities
Firm’s Registration No.: 001076N/N500013
falling due within a period of one year from the balance
sheet date, will get discharged by the company as and
Rakesh R. Agarwal
when they fall due.
Partner
(xx) According to the information and explanations given to Membership No.: 109632
us, the Company does not have any unspent amount in
respect of any ongoing or other than ongoing project as
UDIN: 22109632AJQCSP7480
at the expiry of the financial year. Accordingly, reporting
under clause 3(xx) of the Order is not applicable to the
Place: Mumbai
Company.
Date: 26 May 2022
(xxi) T he reporting under clause 3(xxi) of the Order is not
applicable in respect of audit of standalone financial
INDEPENDENT AUDITOR’S REPORT ON comply with ethical requirements and plan and perform
THE INTERNAL FINANCIAL CONTROLS the audit to obtain reasonable assurance about whether
WITH REFERENCE TO THE STANDALONE adequate internal financial controls with reference to
FINANCIAL STATEMENTS UNDER CLAUSE (I) financial statements were established and maintained
OF SUB-SECTION 3 OF SECTION 143 OF THE and if such controls operated effectively in all material
COMPANIES ACT, 2013 (‘THE ACT’) respects.
1.
In conjunction with our audit of the standalone 4. Our audit involves performing procedures to obtain
financial statements of ITD Cementation India audit evidence about the adequacy of the internal
Limited (‘the Company’) as at and for the year ended financial controls with reference to financial statements
31 March 2022, we have audited the internal financial and their operating effectiveness. Our audit of internal
controls with reference to standalone financial statements financial controls with reference to financial statements
of the Company as at that date. includes obtaining an understanding of such internal
financial controls, assessing the risk that a material
RESPONSIBILITIES OF MANAGEMENT AND weakness exists, and testing and evaluating the design
THOSE CHARGED WITH GOVERNANCE FOR and operating effectiveness of internal control based on
INTERNAL FINANCIAL CONTROLS the assessed risk. The procedures selected depend on
2. The Company’s Board of Directors is responsible for the auditor’s judgement, including the assessment of the
establishing and maintaining internal financial controls risks of material misstatement of the financial statements,
based on the internal financial controls with reference whether due to fraud or error.
to financial statements criteria established by the
5. We believe that the audit evidence we have obtained is
Company considering the essential components of
sufficient and appropriate to provide a basis for our audit
internal control stated in the Guidance Note on Audit of
opinion on the Company’s internal financial controls with
Internal Financial Controls over Financial Reporting (the
reference to standalone financial statements.
“Guidance Note”) issued by the institute of Chartered
Accountants of India (“ICAI”). These responsibilities
MEANING OF INTERNAL FINANCIAL CONTROLS
include the design, implementation and maintenance of
WITH REFERENCE TO FINANCIAL STATEMENTS
adequate internal financial controls that were operating
effectively for ensuring the orderly and efficient conduct 6. A company’s internal financial controls with reference
of the Company’s business, including adherence to to financial statements is a process designed to provide
the Company’s policies, the safeguarding of its assets, reasonable assurance regarding the reliability of financial
the prevention and detection of frauds and errors, the reporting and the preparation of financial statements
accuracy and completeness of the accounting records, for external purposes in accordance with generally
and the timely preparation of reliable financial information, accepted accounting principles. A company’s internal
as required under the Act. financial controls with reference to financial statements
include those policies and procedures that (1) pertain
AUDITOR’S RESPONSIBILITY FOR THE AUDIT to the maintenance of records that, in reasonable
OF THE INTERNAL FINANCIAL CONTROLS WITH detail, accurately and fairly reflect the transactions and
REFERENCE TO FINANCIAL STATEMENTS dispositions of the assets of the company; (2) provide
reasonable assurance that transactions are recorded as
3. Our responsibility is to express an opinion on the
necessary to permit preparation of financial statements
Company’s internal financial controls with reference to
in accordance with generally accepted accounting
standalone financial statements based on our audit. We
principles, and that receipts and expenditures of the
conducted our audit in accordance with the Standards
company are being made only in accordance with
on Auditing issued by the ICAI prescribed under Section
authorisations of management and directors of the
143(10) of the Act, to the extent applicable to an audit
company; and (3) provide reasonable assurance regarding
of internal financial controls with reference to financial
prevention or timely detection of unauthorised acquisition,
statements, and the Guidance Note issued by the ICAI.
use, or disposition of the company’s assets that could
Those Standards and the Guidance Note require that we
have a material effect on the financial statements.
` in lakhs
As at As at
Particulars Note No.
31 March 2022 31 March 2021
ASSETS
Non-current assets
Property, plant and equipment 3A 55,851.70 49,006.73
Right-of-use-asset 3B 4,151.89 4,301.44
Capital work-in-progress 3C 199.52 5,337.02
Intangible assets 3D 396.64 593.49
Investments in subsidiary and unincorporated entities 5 36,434.84 41,002.49
Financial assets
Other financial assets 6 4,717.09 2,676.42
Deferred tax assets (net) 7 606.40 513.84
Income tax assets (net) 7 9,542.76 5,004.68
Other non-current assets 8 6,848.61 5,569.48
Total non-current assets 1,18,749.45 1,14,005.59
Current assets
Inventories 9 34,921.79 27,128.14
Financial assets
Investments 10 - -
Trade receivables 11 59,472.57 48,132.51
Cash and cash equivalents 12 28,981.83 8,101.62
Bank balances other than cash and cash equivalents 13 8,489.32 6,743.94
Loans 14 - 34.84
Other financial assets 6 2,852.84 1,971.70
Unbilled work-in-progress (contract assets) 15 64,584.74 65,651.19
Other current assets 8 16,547.90 14,688.11
Total current assets 2,15,850.99 1,72,452.05
TOTAL ASSETS 3,34,600.44 2,86,457.64
EQUITY AND LIABILITIES
Equity
Equity share capital 16 1,717.88 1,717.88
Other equity 1,11,401.75 1,04,853.05
Total equity 1,13,119.63 1,06,570.93
Liabilities
Non-current liabilities
Financial liabilities
Borrowings 17 8,735.98 8,696.01
Lease liabilities 18 3,174.88 2,924.60
Provisions 19 3,711.39 4,013.71
Total non-current liabilities 15,622.25 15,634.32
Current liabilities
Financial liabilities
Borrowings 20 42,774.64 30,967.07
Lease liabilities 18 1,362.35 1,921.37
Trade payables 21
- Total outstanding dues of micro enterprises and small enterprises 4,123.13 1,416.18
- Total outstanding dues of creditors other than micro enterprises and small enterprises 68,712.04 52,328.36
Other financial liabilities 22 6,363.40 6,662.98
Other current liabilities 23 81,431.69 69,906.99
Provisions 19 1,091.31 1,049.44
Total current liabilities 2,05,858.56 1,64,252.39
TOTAL EQUITY AND LIABILITIES 3,34,600.44 2,86,457.64
The accompanying notes form an integral part of the standalone financial statements
This is the Standalone Balance Sheet referred to in our audit report of even date
For Walker Chandiok & Co LLP For and on behalf of the Board of Directors
Chartered Accountants
Firm Registration No. 001076N/N500013
Rakesh R. Agarwal Santi Jongkongka Jayanta Basu
Partner Executive Vice Chairman Managing Director
Membership No: 109632 DIN: 08441312 DIN: 08291114
Prasad Patwardhan Rahul Neogi
Chief Financial Officer Company Secretary
ACA No.44453 ACS No.10653
Place : Mumbai Place : Mumbai
Date : 26 May 2022 Date : 26 May 2022
` in lakhs
Year ended Year ended
Particulars Note No.
31 March 2022 31 March 2021
Income
Revenue from operations 24 3,24,952.73 2,20,831.88
Other income 25 863.93 856.68
Total income 3,25,816.66 2,21,688.56
Expenses
Cost of construction materials consumed 26 1,09,023.42 63,538.00
Subcontracting expenses 78,039.63 59,269.58
Employee benefits expense 27 34,890.80 30,131.58
Finance costs 28 13,240.97 11,133.68
Depreciation and amortisation expense 4 9,490.74 8,284.07
Other expenses 29 72,927.96 47,405.74
Total expenses 3,17,613.52 2,19,762.65
Profit before tax 8,203.14 1,925.91
Tax expense 7
Current tax expense 1,481.50 477.41
Deferred tax credit (159.77) (127.43)
1,321.73 349.98
Net profit for the year (A) 6,881.41 1,575.93
Other comprehensive income/ (loss)
Items that will not be reclassified subsequently to profit or loss
- Gain on fair value of defined benefit plans as per actuarial valuation 267.06 199.89
- Tax effect on above (67.21) (50.31)
Items that will be reclassified subsequently to profit or loss
- Exchange difference of foreign operations (326.41) 99.96
Other comprehensive income/ (loss) for the year, net of tax (B) (126.56) 249.54
Total comprehensive income for the year, net of tax (A+B) 6,754.85 1,825.47
Earnings per equity share of nominal value ` 1 each
Basic (in `) 30 4.01 0.92
Diluted (in `) 4.01 0.92
The accompanying notes form an integral part of the standalone financial statements
This is the standalone statement of profit and loss referred to in our audit report of even date
For Walker Chandiok & Co LLP For and on behalf of the Board of Directors
Chartered Accountants
Firm Registration No. 001076N/N500013
` in lakhs
Year ended Year ended
Particulars
31 March 2022 31 March 2021
A. CASH FLOW FROM OPERATING ACTIVITIES
Net profit before tax 8,203.14 1,925.91
Adjustments for
Depreciation and amortisation expense 9,490.74 8,284.07
Finance costs 13,240.97 11,133.68
Interest income (391.47) (574.51)
Impairment allowance on financial / non-financial assets 851.87 1,252.03
Share of loss/ (profit) from unincorporated entities (net) 853.05 (807.15)
Profit on disposal of property, plant and equipment (net) (91.11) (233.10)
Unrealised foreign exchange loss (net) 43.23 1.69
Provision no longer required written back - (848.21)
Operating profit before working capital changes 32,200.42 20,134.41
Adjustment for changes in working capital
Increase in Inventories (7,793.65) (7,452.55)
Increase in trade receivables (11,546.23) (2,902.36)
(Increase) / Decrease in financial and other assets (2,915.54) 548.95
(Increase) / Decrease in unbilled work-in-progress (contract assets) 420.75 (15,353.14)
Increase in trade payables 19,090.63 8,074.69
Increase in financial / other liabilities and provisions 12,130.79 5,339.51
Cash generated from operations 41,587.17 8,389.51
Direct taxes paid (net) (6,012.91) (3,516.92)
Net cash generated from operating activities 35,574.26 4,872.59
B. CASH FLOW FROM INVESTING ACTIVITIES
Purchase of property, plant and equipment (including intangible assets, capital work-in-progress, capital (10,886.45) (14,112.67)
advances/payables)
Proceeds from disposal of property, plant and equipment 785.13 1,333.36
Net Investments in bank deposits (3,846.32) (4,175.76)
Net proceeds from unincorporated entity 11,379.57 11,090.81
Investment in unincorporated entity (9,091.04) (5,369.38)
Interest received 326.28 292.31
Net cash used in investing activities (11,332.83) (10,941.33)
C. CASH FLOW FROM FINANCING ACTIVITIES
Proceeds from non-current borrowings 3,998.11 9,355.82
Repayment of non-current borrowings (2,142.13) (1,748.58)
Proceeds from/ (repayment of) short term borrowings (net) 9,991.56 902.67
Repayment of lease obligation (2,484.75) (2,607.04)
Finance costs paid (12,517.73) (10,050.61)
Dividend paid (206.28) (514.97)
Net cash used in financing activities (3,361.22) (4,662.71)
Net increase/ (decrease) in cash and cash equivalents (A + B + C) 20,880.21 (10,731.45)
Cash and cash equivalents at the beginning of year 8,101.62 18,833.07
Cash and cash equivalents at the end of year (Refer note 12) 28,981.83 8,101.62
Note:
The cash flow statement has been prepared under the indirect method as set out in Indian Accounting Standard (Ind AS 7) statement of cash flows.
The accompanying notes form an integral part of the standalone financial statements
This is the cash flow statement referred to in our audit report of even date
For Walker Chandiok & Co LLP For and on behalf of the Board of Directors
Chartered Accountants
Firm Registration No. 001076N/N500013
B) OTHER EQUITY
` in lakhs
Reserves and surplus Exchange differences
Equity instruments at Total equity
on translating the
Particulars Securities General Retained fair value through other attributable to
financial statements
premium reserve earnings comprehensive income equity holders
of a foreign operation
As at 1 April 2020 78,512.04 676.48 24,354.68 (0.26) - 1,03,542.94
Total comprehensive income for the - - 1,725.51 - 99.96 1,825.47
year
Dividend paid - - (515.36) - - (515.36)
As at 31 March 2021 78,512.04 676.48 25,564.83 (0.26) 99.96 1,04,853.05
Total comprehensive income for the - - 7,081.26 - (326.41) 6,754.85
year
Dividend paid - - (206.15) - - (206.15)
As at 31 March 2022 78,512.04 676.48 32,439.94 (0.26) (226.45) 1,11,401.75
The accompanying notes form an integral part of the standalone financial statements
This is the Standalone Statement of Changes in Equity referred to in our audit report of even date
For Walker Chandiok & Co LLP For and on behalf of the Board of Directors
Chartered Accountants
Firm Registration No. 001076N/N500013
NOTE 1 CORPORATE INFORMATION within the credit period normally applicable to the
ITD Cementation India Limited (‘ITD Cem’ or ‘the Company’) respective project.
is a public company domiciled in India and was incorporated iii. Accounting Estimates
in 1978 under the provisions of the erstwhile Companies Act,
The preparation of the financial statements, in conformity
1956. The Company having CIN L61000MH1978PLC020435,
with the recognition and measurement principles of Ind
is engaged in construction of a wide variety of structures like
AS, requires the management to make estimates and
maritime structures, Mass Rapid Transport Systems (MRTS),
assumptions that affect the reported amounts of assets
dams & tunnels, airports, highways, bridges & flyovers and
and liabilities and disclosure of contingent liabilities as
other foundations and specialised engineering work. Its shares
at the date of financial statements and the results of
are listed on two recognised stock exchanges in India - the
operation during the reported period. Although these
Bombay Stock Exchange and the National Stock Exchange.
estimates are based upon management’s best knowledge
The registered office of the Company is located at National
of current events and actions, actual results could differ
Plastic Building, A - Subhash Road, Paranjape B Scheme, Vile
from these estimates which are recognised in the period
Parle (East), Mumbai 400 057, India.
in which they are determined.
The standalone financial statements (“the financial statements”)
iv. Key accounting estimates and assumptions
of the Company for the year ended 31 March 2022, were
authorised for issue in accordance with the resolution of the The key assumptions concerning the future and other key
Board of Directors on 26 May 2022. sources of estimation uncertainty at the reporting date,
that have a significant risk of causing a material adjustment
NOTE 2 SIGNIFICANT ACCOUNTING POLICIES to the carrying amounts of assets and liabilities within the
next financial year, are described below. The Company
i. Basis of Preparation
based its assumptions and estimates on parameters
The financial statements of the Company have been available when the financial statements were prepared.
prepared to comply in all material respects with the Indian Existing circumstances and assumptions about future
Accounting Standards (“Ind AS”) as prescribed under developments, however, may change due to market
Section 133 of the Companies Act, 2013 (‘the Act’) read changes or circumstances arising that are beyond the
with Companies (Indian Accounting Standards) Rules as control of the Company. Such changes are reflected in
amended from time to time. the financial statements in the period in which changes
The financial statements have been prepared under the are made and, if material, their effects are disclosed in the
historical cost convention, with the exception of certain notes to the financial statements.
financial assets and liabilities which have been measured a. Estimation uncertainty related to the global
at fair value, on an accrual basis of accounting. health pandemic on COVID-19
The Company’s financial statements are reported in The outbreak of COVID-19 had disrupted regular
Indian Rupees, which is also the Company’s functional business operations of the Company due to the lock
currency, and all values are rounded to the nearest lakhs down restrictions and other emergency measures
(` 00,000), except when otherwise indicated. imposed by the Government from time to time. The
operations of the Company have started recovering
The statement of cash flow has been prepared under the
from the economic slowdown caused by COVID-19
indirect method as set out in Indian Accounting Standard
pandemic and reaching normalcy. The management
(Ind AS 7) statement of cash flows.
has taken into account the possible impacts of
ii. Operating cycle for current and non-current known events, upto the date of the approval of these
classification: financial results, arising from COVID-19 pandemic
All the assets and liabilities have been classified as on the carrying value of the assets and liabilities as
current or non-current, wherever applicable, as per the at 31 March 2022. While the Company continues to
operating cycle of the Company as per the guidance closely monitor the impact of COVID-19 pandemic,
set out in Schedule III to the Act. Operating cycle for the there exists uncertainty in estimating the future
business activities of the Company covers the duration impact of COVID-19 pandemic on the Company and,
of the project / contract / service including the defect accordingly, the actual impact in the future may be
liability period, wherever applicable, and extends upto different from those presently estimated.
the realisation of receivables (including retention monies) b. Contract revenue
Refer note 2(xvi)(a)
A fair value measurement of a non-financial asset takes explained above. This note summarises accounting policy
into account a market participant’s ability to generate for fair value.
economic benefits by using the asset in its highest and
Other fair value related disclosures are given in the
best use or by selling it to another market participant that
relevant notes.
would use the asset in its highest and best use.
- Disclosures for valuation methods, significant estimates
The Company uses valuation techniques that are
and assumptions (notes 35, 38, 39 and 40).
appropriate in the circumstances and for which sufficient
data is available to measure fair value, maximising the -
F inancial instruments (including those carried at
use of relevant observable inputs and minimising the amortised cost) (notes 6, 11, 12, 13, 17, 18, 20, 21, and 22).
use of unobservable inputs. All assets and liabilities for
- Q uantitative disclosure of fair value measurement
which fair value is measured or disclosed in the financial
hierarchy (note 36).
statements are categorized within the fair value hierarchy,
described as follows, based on the lowest level input that vi. Property, Plant and Equipment (Tangible assets)
is significant to the fair value measurement as a whole: Property, Plant and Equipment is stated at cost of
Level 1 - Quoted prices (unadjusted) in active markets for acquisition including attributable interest and finance
identical assets or liabilities. costs, if any, till the date of acquisition/ installation of the
assets less accumulated depreciation and accumulated
Level 2 - Inputs other than quoted prices included within impairment losses, if any.
Level 1 that are observable for the asset or liability, either
directly (i.e. as prices) or indirectly (i.e. derived from
Subsequent expenditure relating to Property, Plant and
prices). Equipment is capitalised only when it is probable that future
economic benefits associated with the item will flow to the
Level 3 - Inputs for the assets or liabilities that are not Company and the cost of the item can be measured reliably.
based on observable market data (unobservable inputs). All other repairs and maintenance costs are charged to the
For assets and liabilities that are recognised in the Statement of Profit and Loss as incurred. The cost and
financial statements on a recurring basis, the Company related accumulated depreciation are eliminated from the
determines whether transfers have occurred between financial statements, either on disposal or when retired from
levels in the hierarchy by re-assessing categorisation active use and the resultant gain or loss are recognised in
(based on the lowest level input that is significant to the the Statement of Profit and Loss.
fair value measurement as a whole) at the end of each vii. Capital work-in-progress
reporting period.
Capital work-in-progress, representing expenditure
At each reporting date, the Management analyses the incurred in respect of assets under development and not
movements in the values of assets and liabilities which ready for their intended use, are carried at cost. Cost
are required to be remeasured or re-assessed as per the includes related acquisition expenses, construction cost
Company’s accounting policies. For this analysis, the and other direct expenditure.
Management verifies the major inputs applied in the latest
viii. Intangible Assets
valuation by agreeing the information in the valuation
computation to contracts and other relevant documents. Intangible assets are stated at cost, only when it is
probable that future economic benefits associated with
The Management also compares the change in the fair the item will flow to the Company and the cost of the item
value of each asset and liability with relevant external can be measured reliably, less accumulated amortisation
sources to determine whether the change is reasonable. and accumulated impairment losses, if any.
For the purpose of fair value disclosures, the Company Intangible assets mainly comprise of license fees and
has determined classes of assets and liabilities on the implementation cost for software and other application
basis of the nature, characteristics and risks of the asset software acquired for in-house use.
or liability and the level of the fair value hierarchy as
Asset category Useful life (in years) Basis of determination of useful lives^
Buildings 60 Assessed to be in line with Schedule II to the Act.
Leasehold improvements Lower of lease period or 5 years Assessed to be in line with Schedule II to the Act.
Plant and equipment (including tools and 3 to 21 Based on technical evaluation by management’s
equipment) expert.
Vehicles 8 Assessed to be in line with Schedule II to the Act.
Office equipment 5 Assessed to be in line with Schedule II to the Act.
Furniture and fixtures 10 Assessed to be in line with Schedule II to the Act.
Computers 3 to 6 Assessed to be in line with Schedule II to the Act.
Intangible (Computer software) 5 Assessed to be in line with Schedule II to the Act.
^ Useful lives of asset classes determined by management estimate, which are generally higher than those prescribed under Schedule II to the
Act and are supported by the internal technical assessment of useful lives.
The estimated useful life and residual values are reviewed model with an objective to hold these assets in order to
at each financial year end and the effect of any change collect contractual cash flows and the contractual terms
in the estimates of useful life/residual value is accounted of the financial asset give rise on specified dates to cash
on prospective basis. flows that are solely payments of principal and interest on
the principal amount outstanding. Interest income from
An asset’s carrying amount is written down immediately
these financial assets is included in finance income using
to its recoverable amount if the asset’s carrying amount
the effective interest rate (“EIR”) method. Impairment
is greater than its estimated recoverable amount.
gains or losses arising on these assets are recognised in
Depreciation on additions is provided on a pro-rata basis, the Statement of Profit and Loss.
from the date on which asset is ready to use.
- Financial Assets Measured at Fair Value
Gains and losses on disposals are determined by
Financial assets are measured at fair value through Other
comparing proceeds with carrying amount. These are
Comprehensive Income (‘OCI’) if these financial assets
accounted in the Statement of Profit and Loss under
are held within a business model with an objective to
Other income and Other expenses.
hold these assets in order to collect contractual cash
x. Financial Instruments flows or to sell these financial assets and the contractual
A financial instrument is any contract that gives rise to terms of the financial asset give rise on specified dates
a financial asset of one entity and a financial liability or to cash flows that are solely payments of principal and
equity instrument of another entity. interest on the principal amount outstanding. Movements
in the carrying amount are taken through OCI, except for
a. Financial Assets the recognition of impairment gains or losses, interest
(i) Initial Recognition revenue and foreign exchange gains and losses which
In the case of financial assets, not recorded at fair are recognised in the Statement of Profit and Loss.
value through profit or loss (FVPL), financial assets are Financial asset not measured at amortised cost or at fair
recognised initially at fair value plus transaction costs that value through OCI is carried at FVPL.
are directly attributable to the acquisition of the financial
asset. Purchases or sales of financial assets that require (iii) Impairment of Financial Assets
delivery of assets within a time frame established by In accordance with Ind AS 109, the Company applies the
regulation or convention in the market place (regular way Expected Credit Loss (“ECL”) model for measurement
trades) are recognised on the trade date i.e., the date that and recognition of impairment loss on financial assets
the Company commits to purchase or sell the asset. and credit risk exposures.
(ii) Subsequent Measurement The Company follows ‘simplified approach’ for recognition
For purposes of subsequent measurement, financial of impairment loss allowance on trade receivables.
assets are classified in following categories: Simplified approach does not require the Company
to track changes in credit risk. Rather, it recognises
- Financial Assets at Amortised Cost impairment loss allowance based on lifetime ECL at each
Financial assets are subsequently measured at amortised reporting date, right from its initial recognition.
cost if these financial assets are held within a business
is entered into and are subsequently re-measured at fair benefit plan. Further, the pattern of investments for
value. The Company uses hedging instruments that are investible funds is as prescribed by the Government.
governed by the policies of the Company. Accordingly, other related disclosures in respect of
provident fund have not been made.
Hedge Accounting
The Company also provides for gratuity which is a defined
The Company uses foreign currency forward and options
benefit plan, the liabilities of which is determined based
contracts to hedge its foreign currency risks which are
on valuations, as at the balance sheet date, made by
initially recognised at fair value on the date a derivative
an independent actuary using the projected unit credit
contract is entered into and are subsequently remeasured
method. Re-measurement, comprising of actuarial gains
at their fair value with changes in fair value recognised in
and losses, in respect of gratuity are recognised in the
the Standalone Statement of Profit and Loss in the period
OCI, in the period in which they occur. Re-measurement
when they arise.
recognised in OCI are not reclassified to the Statement of
- De-recognition of Financial Liabilities Profit and Loss in subsequent periods. Past service cost
is recognised in the Statement of Profit and Loss in the
Financial liabilities are de-recognised when the obligation
year of plan amendment or curtailment.
specified in the contract is discharged, cancelled or
expired. When an existing financial liability is replaced by c. Leave entitlement and compensated absences
another from the same lender on substantially different Accumulated leave which is expected to be utilised
terms, or the terms of an existing liability are substantially within next twelve months, is treated as short-term
modified, such an exchange or modification is treated as employee benefit. Leave entitlement, other than short
de-recognition of the original liability and recognition of term compensated absences, are provided based on a
a new liability. The difference in the respective carrying actuarial valuation, similar to that of gratuity benefit. Re-
amounts is recognised in the Statement of Profit and measurement, comprising of actuarial gains and losses,
Loss. in respect of leave entitlement are recognised in the
c. Offsetting Financial Instruments Statement of Profit and Loss in the period in which they
occur.
Financial assets and financial liabilities are offset and the
net amount is reported in the Balance Sheet if there is a d. Short-term Benefits
currently enforceable legal right to offset the recognised Short-term employee benefits such as salaries, wages,
amounts and there is an intention to settle on a net basis to performance incentives etc. are recognised as expenses
realise the assets and settle the liabilities simultaneously. at the undiscounted amounts in the Statement of Profit
xi. Employee Benefits and Loss of the period in which the related service is
rendered. Expenses on non-accumulating compensated
a. Defined Contribution Plan
absences is recognised in the period in which the
Contributions to defined contribution schemes such as absences occur.
superannuation scheme, employees’ state insurance,
labour welfare are charged as an expense based on xii. Inventories
the amount of contribution required to be made as and a. Construction materials are valued at lower of cost and
when services are rendered by the employees. The above net realisable value. Cost is determined on a weighted
benefits are classified as Defined Contribution Schemes average method and comprises the purchase price
as the Company has no further obligations beyond the including duties and taxes (other than those subsequently
monthly contributions. recoverable by the Company from the taxing authorities).
Net Realisable value is the estimated selling price in the
b. Defined Benefit Plan
ordinary course of business, less the estimated cost
In respect of certain employees, provident fund necessary to make the sale.
contributions are made to a trust administered by the
Company. The interest rate payable to the members of the b. Spares that are of regular use are charged to the statement
trust shall not be lower than the statutory rate of interest of profit and loss as and when consumed.
declared by Central Government under Employees xiii. Cash and Cash Equivalents
Provident Fund and Miscellaneous Provisions Act, 1952
Cash and cash equivalents in the Balance Sheet
and shortfall, if any, shall be made good by the Company.
comprises of cash at banks and on hand and short-term
The contribution paid or payable including the interest
deposits with an original maturity of three month or less,
shortfall, if any, is recognised as an expense in the
which are subject to an insignificant risk of changes
period in which services are rendered by the employee.
in value.
Accordingly the Provident Fund is treated as a defined
Right-of-use assets are evaluated for recoverability subsequently decreases and the decrease can be related
whenever events or changes in circumstances indicate objectively to an event occurring after the impairment was
that their carrying amounts may not be recoverable. recognised, then the previously recognised impairment
Carrying amount of right-of-use asset is written down loss is reversed through the Statement of Profit and Loss.
immediately to its recoverable amount if the asset’s
xxi. Earnings Per Share
carrying amount is greater than its estimated recoverable
amount. Basic earnings per share is computed by dividing
the net profit or loss for the period attributable to the
The lease liability is initially measured at amortized cost equity shareholders of the Company by the weighted
at the present value of the future lease payments. The average number of equity shares outstanding during
future lease payments are discounted using the interest the period. The weighted average number of equity
rate implicit in the lease or, if not readily determinable, shares outstanding during the period and for all periods
using the incremental borrowing rates. For a lease with presented is adjusted for events, such as bonus shares,
reasonably similar characteristics, the Company, on a other than the conversion of potential equity shares, that
lease by lease basis, may adopt either the incremental have changed the number of equity shares outstanding,
borrowing rate specific to the lease or the incremental without a corresponding change in resources.
borrowing rate for the portfolio as a whole.
Diluted earnings per share is computed by dividing the
Right-of-use assets and Lease liabilities have been net profit or loss for the period attributable to the equity
separately presented in the Balance Sheet. Further, lease shareholders of the Company and weighted average
payments have been classified as financing cash flows. number of equity shares considered for deriving basic
xx. Impairment of non-financial assets earnings per equity share and also the weighted average
number of equity shares that could have been issued
As at each Balance Sheet date, the Company assesses
upon conversion of all dilutive potential equity shares.
whether there is an indication that a non-financial asset
The dilutive potential equity shares are adjusted for the
may be impaired and also whether there is an indication
proceeds receivable had the equity shares been actually
of reversal of impairment loss recognised in the previous
issued at fair value (i.e. the average market value of the
periods. If any indication exists, or when annual
outstanding equity shares).
impairment testing for an asset is required, the Company
determines the recoverable amount and impairment loss xxii. Provisions, Contingent Liabilities and Contingent
is recognised when the carrying amount of an asset Assets
exceeds its recoverable amount. A provision is recognised when the Company has a
Recoverable amount is determined: present obligation (legal or constructive) as a result of
past events and it is probable that an outflow of resources
- In case of an individual asset, at the higher of the assets’ embodying economic benefits will be required to settle
fair value less cost to sell and value in use; and the obligation, in respect of which a reliable estimate
- In case of cash generating unit (a group of assets that can be made of the amount of obligation. Provisions
generates identified, independent cash flows), at the (excluding gratuity and compensated absences) are
higher of cash generating unit’s fair value less cost to determined based on management’s estimate required
sell and value in use. to settle the obligation at the Balance Sheet date. In
case the time value of money is material, provisions are
In assessing value in use, the estimated future cash discounted using a current pre-tax rate that reflects the
flows are discounted to their present value using pre-tax risks specific to the liability. When discounting is used,
discount rate that reflects current market assessments of the increase in the provision due to the passage of time is
the time value of money and risk specified to the asset. recognised as a finance cost. These are reviewed at each
In determining fair value less cost to sell, recent market Balance Sheet date and adjusted to reflect the current
transaction are taken into account. If no such transaction management estimates.
can be identified, an appropriate valuation model is used.
Contingent liabilities are disclosed in respect of possible
Impairment losses of continuing operations, including obligations that arise from past events, whose existence
impairment on inventories, are recognised in the would be confirmed by the occurrence or non-occurrence
Statement of Profit and Loss, except for properties of one or more uncertain future events not wholly within
previously revalued with the revaluation taken to OCI. For the control of the Company. A contingent liability also
such properties, the impairment is recognised in OCI up arises, in rare cases, where a liability cannot be recognised
to the amount of any previous revaluation. because it cannot be measured reliably.
When the Company considers that there are no realistic Contingent assets are disclosed where an inflow of
prospects of recovery of the asset, the relevant amounts economic resources is probable.
are written off. If the amount of impairment loss
3B Right-of-use-asset
` in lakhs
Plant and
Land Buildings Total
equipment
Gross carrying value
As at 1 April 2020 117.19 3,930.87 4,099.11 8,147.17
Additions/Adjustments 284.03 34.90 167.34 486.27
Disposals - (12.99) - (12.99)
As at 31 March 2021 401.22 3,952.78 4,266.45 8,620.45
Additions/Adjustments 93.73 215.08 1,605.53 1,914.34
Disposals (117.18) (349.32) (180.17) (646.67)
As at 31 March 2022 377.77 3,818.54 5,691.81 9,888.12
Accumulated depreciation
As at 1 April 2020 57.10 613.40 1,431.12 2,101.62
Depreciation charge 98.40 621.49 1,506.61 2,226.50
Accumulated depreciation on disposals - (9.11) - (9.11)
As at 31 March 2021 155.50 1,225.78 2,937.73 4,319.01
Depreciation charge 114.40 659.59 1,162.71 1,936.70
Accumulated depreciation on disposals (117.18) (222.13) (180.17) (519.48)
As at 31 March 2022 152.72 1,663.24 3,920.27 5,736.23
Net carrying value
As at 31 March 2021 245.72 2,727.00 1,328.72 4,301.44
As at 31 March 2022 225.05 2,155.30 1,771.54 4,151.89
Note:
Refer note 40 for the disclosures related to Ind AS 116 - Leases.
As at 31 March 2021
` in lakhs
Amount in CWIP for a period of
Particulars Total
Less than 1 year 1-2 years 2-3 years More than 3 years
Projects in progress 4,750.00 391.00 - - 5,141.00
Projects temporarily suspended (Refer note below) - - - 196.02 196.02
Total as at 31 March 2021 4,750.00 391.00 - 196.02 5,337.02
Note : Projects temporarily suspended represents expenses incurred for the construction of a plant depot wherein the work was suspended due
to the pending requisite approval from regulatory authorities. The requisite approvals have been received subsequent to 31 March 2022 and the
project is expected to be completed by year ending 31 March 2023.
* Being unincorporated entities, the Company does not require to have any investment in these entities as per the joint venture agreement.
^ Receivables from unincorporated entities represent Company’s net investment in the entities.
# Includes ` 57.49 lakhs (31 March 2021 : ` 57.49 lakhs) representing fair value of financial guarantee.
Details:
Aggregate value of non-current investments is as follows:
` in lakhs
As at As at
31 March 2022 31 March 2021
(i) Aggregate carrying value of unquoted investments 36,434.84 41,002.49
(ii) Aggregate value of quoted investments and market value thereof - -
(iii) Aggregate value of Impairment of investments - -
36,434.84 41,002.49
(i) Investments carried at deemed cost 36,434.84 41,002.49
(ii) Investments carried at amortised cost - -
(iii) Investments carried at fair value through profit and loss - -
36,434.84 41,002.49
iii. Income tax expense in the Statement of Profit and Loss comprises:
` in lakhs
Year ended Year ended
31 March 2022 31 March 2021
Current income taxes 1,481.50 477.41
Deferred income tax credit (159.77) (127.43)
Income tax expenses in Statement of Profit and Loss (net) 1,321.73 349.98
Deferred income tax charge in Other Comprehensive Income 67.21 50.31
Income tax expenses (net) 1,388.94 400.29
iv. A reconciliation of the income tax provision to the amount computed by applying the statutory income tax rate
to the profit before income taxes is as below:
` in lakhs
Year ended Year ended
31 March 2022 31 March 2021
Profit before income tax 8,203.14 1,925.91
Applicable income tax rate 25.17% 25.17%
Computed expected tax expense 2,064.57 484.71
Effect of expenses not allowed for tax purpose (5.75) 80.53
Effect of income not considered for tax purpose 195.96 (224.03)
Tax adjustments for earlier years (933.05) -
Effect of difference in tax rate in overseas branch - 8.77
Income tax expense charged to the Statement of Profit and Loss 1,321.73 349.98
v. Components of deferred income tax assets and liabilities arising on account of temporary differences are:
` in lakhs
As at As at
31 March 2022 31 March 2021
Deferred income tax asset
(a) Deferred tax assets
Impairment allowance of financial assets 1,549.52 1,335.12
Expenses allowable on payment basis 1,469.23 1,520.35
Other temporary differences 100.25 140.93
3,119.00 2,996.40
(b) Deferred tax liability
Timing difference on depreciation and amortisation of tangible and intangible assets 2,512.60 2,482.56
2,512.60 2,482.56
Deferred tax assets (net) [a-b] 606.40 513.84
NOTE 9 INVENTORIES
` in lakhs
As at As at
31 March 2022 31 March 2021
Construction materials 31,300.40 24,583.41
Spares 3,621.39 2,544.73
Total inventories 34,921.79 27,128.14
As at 31 March 2022
` in lakhs
Outstanding for following periods from the date of transaction
Less than 6 months Moret than Total
Not due 1-2 years 2-3 Years
6 months -1 year 3 years
(i) Undisputed trade receivables- considered good 30,331.14 21,294.88 1,154.85 2,612.54 944.68 1,885.14 58,223.23
(ii) Undisputed trade receivables which have - - - - - - -
significant increase in credit risk
(iii) Undisputed trade receivables - credit impaired 189.65 133.14 12.13 16.33 40.24 2,596.04 2,987.53
(iv) Disputed trade receivables-considered good 0.07 347.97 3.65 246.46 172.72 478.47 1,249.34
(v) Disputed trade receivables which have - - - - - - -
significant increase in credit risk
(vi) Disputed trade receivables - credit impaired - 2.18 0.02 1.54 1.08 1,287.14 1,291.96
Total as at 31 March 2022 30,520.86 21,778.17 1,170.65 2,876.87 1,158.72 6,246.79 63,752.06
As at 31 March 2021
` in lakhs
Outstanding for following periods from the date of transaction
Less than 6 months Moret than Total
Not due 1-2 years 2-3 Years
6 months -1 year 3 years
(i) Undisputed trade receivables- considered good 20,690.15 21,674.24 1,127.01 2,942.95 366.64 332.08 47,133.07
(ii) Undisputed trade receivables which have - - - - - - -
significant increase in credit risk
(iii) Undisputed trade receivables - credit impaired 141.14 158.45 7.69 293.01 121.13 2,168.46 2,889.88
(iv) Disputed trade receivables-considered good 99.15 695.76 - 12.33 79.54 112.66 999.44
(v) Disputed trade receivables which have - - - - - - -
significant increase in credit risk
(vi) Disputed trade receivables - credit impaired 0.68 4.75 - 498.16 145.54 534.31 1,183.44
Total as at 31 March 2021 20,931.12 22,533.20 1,134.70 3,746.45 712.85 3,147.51 52,205.83
Note 13.1 There are no amounts due and outstanding to be credited to the Investor Education and Protection Fund as at each
reporting period.
NOTE 14 LOANS
` in lakhs
As at As at
31 March 2022 31 March 2021
Current
Loan to subsidiary 34.84 34.84
Less: Impairment allowance (34.84) -
- 34.84
Break-up of security details
Loans considered good - secured - -
Loans considered good - unsecured - 34.84
Loans which have significant increase in credit risk - -
Loans - credit impaired 34.84 -
Notes:
(i) Loans or advances to specified persons
` in lakhs
Amount of loan Percentage to the
or advance in the total Loans and
Typer of Borrower
nature of loan Advances in the
outstanding nature of loans
Promoters - -
Directors - -
Key managerial personnel - -
Related Parties 34.84 100%
Total 34.84 100%
(ii) Information on details of loans, guarantees and investments under Section 186 of the Act.
(a) Details of investments made are given in note 5
(b) Details of loans given by the Company are given in notes 14
(c) Details of guarantees issued by the Company are as follows:
` in lakhs
As at 31 March As at 31 March
Guarantees outstanding, given on behalf of Purpose
2022 2021
ITD-ITD Cem JV For Bank credit facilities 6,362.50 7,742.50
CEC-ITD Cem-TPL JV (Fund & Non fund based) 3,091.20 6,267.00
ITD Cemindia JV 16,852.00 15,891.64
Total 26,305.70 29,901.14
a. Reconciliation of the equity shares outstanding at the beginning and at the end of the reporting period
Number ` lakhs
As at 1 April 2020 17,17,87,584 1,717.88
Issued during the year - -
As at 31 March 2021 17,17,87,584 1,717.88
Issued during the year - -
As at 31 March 2022 17,17,87,584 1,717.88
As per records of the Company, including its register of shareholders/members and other declarations received from
shareholders regarding beneficial interest, the above shareholding represents both legal and beneficial ownership of
shares.
e. Shareholding of promoters:
Sr No. of shares as at No. of shares As at % change during
Promoter’s Name % of total shares % of total shares
No 31 March 2022 31 March 2021 year
1 Italian-Thai Development Public 8,01,13,180 46.64% 8,01,13,180 46.64% -
Company Limited, Thailand
f. Bonus shares/ buy back/shares for consideration other than cash issued during past five years:
(i) Aggregate number and class of shares allotted as fully paid up pursuant to contracts without payment being received
in cash - Nil
(ii) Aggregate number and class of shares allotted as fully paid up by way of bonus shares - Nil
(iii) Aggregate number and class of shares bought back - Nil
g. Out of the total issued capital, 25,260 (31 March 2021: 25,260) equity shares of `1 each have been kept in abeyance pending
final settlement of rights issues.
h. The Board of Directors of the Company has recommended equity dividend of ` 0.45 per share (31 March 2021: ` 0.12 per
share) for the year ended 31 March 2022. (Refer note 43)
NOTE 17 BORROWINGS
` in lakhs
As at As at
31 March 2022 31 March 2021
Non-current portion:
Secured
Rupee Term loans
From Banks (Refer note 17.1) 6,384.11 7,508.47
Plant loans
From Banks (Refer note 17.2) 2,351.87 1,187.54
Total non-current borrowings 8,735.98 8,696.01
Current maturities of long-term debts
Secured
Rupee Term loans
From Banks (Refer note 17.1) 2,524.21 919.85
Plant loans
From Banks (Refer note 17.2) 1,177.94 966.29
Total current maturities of long-term debts 3,702.15 1,886.14
Total borrowings 12,438.13 10,582.15
` in lakhs
Other assets Liabilities from financing activities
Cash and Cash Non-current Total
Current borrowings
equivalents borrowings
Net debt as at 1 April 2020 (18,833.07) 2,983.71 28,219.66 12,370.30
Cash flows (net) 10,731.45 7,607.24 902.67 19,241.36
Interest expense - 327.33 3,668.83 3,996.16
Interest paid - (308.05) (3,695.62) (4,003.67)
Net debt as at 31 March 2021 (8,101.62) 10,610.23 29,095.54 31,604.15
Cash flows (net) (20,880.21) 1,855.98 9,991.56 (9,032.67)
Interest expense - 981.23 4,147.10 5,128.33
Interest paid - (974.16) (4,114.25) (5,088.41)
Net debt as at 31 March 2022 (28,981.83) 12,473.28 39,119.95 22,611.40
Note 17.4: Details of stock statement submitted to banks where borrowings have been availed based on security of
current assets and a reconciliation thereof to books of accounts
` in lakhs
Amounts
Reason for material
Name of Banks Quarter Ended Particulars Disclosed as per As per books of
Difference variances
statement accounts
IDBI Bank, 31 December 2021 Inventory 34,004.90 34,004.90 -
Indian Bank, Trade Receivables 65,314.17 62,614.59 2,699.58 Refer Note 17.4.1 below
Bank of Baroda, Work-in-progress 81,342.50 81,342.50 -
Union Bank of India, 30 September 2021 Inventory 32,814.95 32,814.95 -
Federal Bank, Trade Receivables 60,642.88 56,740.10 3,902.78 Refer Note 17.4.1 below
Axis Bank, Work-in-progress 78,843.81 78,843.81 -
Punjab National 30 June 2021 Inventory 29,594.05 29,594.05 -
Bank, Trade Receivables 55,012.98 52,120.25 2,892.73 Refer Note 17.4.1 below
Central Bank of Work-in-progress 78,610.13 78,610.13 -
India,
31 March 2021 Inventory 27,006.06 27,128.14 (122.08)
Bank of India, Refer Note 17.4.2 below
Work-in-progress 66,494.81 65,651.19 843.62
Bank of Bahrain
Trade Receivables 57,873.98 52,205.83 5,668.15 Refer Note 17.4.1 below
and Kuwait,
31 December 2020 Inventory 24,981.11 24,981.11 -
IDFC First Bank,
Trade Receivables 47,830.37 45,270.21 2,560.16 Refer Note 17.4.1 below
Exim Bank,
Work-in-progress 74,282.27 74,282.27 -
Bank of
Maharashtra, 30 September 2020 Inventory 23,096.46 23,096.46 -
Canara Bank, Trade Receivables 41,590.06 39,473.72 2,116.34 Refer Note 17.4.1 below
IndusInd Bank Work-in-progress 65,175.80 65,175.80 -
30 June 2020 Inventory 21,993.83 21,993.83 -
Trade Receivables 41,858.66 37,155.85 4,702.81 Refer Note 17.4.1 below
Work-in-progress 58,245.32 58,245.32 -
Notes:
Note 17.4.1: Difference is on account of income tax deduced at source (‘TDS’) by clients from running account bills and considered as trade receivables
pending receipt of TDS certificate for the purposes of submission of quarterly statements to banks.
Note 17.4.2: Difference is on account of submissions of quarterly statements being made before financial reporting closure process.
Note 17.4.3: The statement for the quarter ended 31 March 2022 was not submitted as at date of the financial statements. Accordingly, disclosure
thereof has not been included above.
Note:
Refer note 40 for the disclosures related to Ind AS 116 - Leases
NOTE 19 PROVISIONS
` in lakhs
As at As at
31 March 2022 31 March 2021
Non-current
Provision for employee benefits (Refer note 35)
- Gratuity 1,792.39 2,050.06
- Leave entitlement and compensated absences 1,919.00 1,963.65
Total non-current provisions 3,711.39 4,013.71
Current
Provision for employee benefits (Refer note 35)
- Gratuity 841.84 826.88
- Leave entitlement and compensated absences 249.47 222.56
Total current provisions 1,091.31 1,049.44
Total provisions 4,802.70 5063.15
Other loans:
- Cash credit facilities, repayable on demand (Refer note 20.1) 5,940.44 1,276.37
- Working capital demand loans, repayable on demand (Refer note 20.2) 28,641.00 24,892.83
- Bill discounting (Refer note 20.3) 946.83 -
35,528.27 26,169.20
Unsecured
- Bill discounting (Refer note 20.4) 3,544.22 2,911.73
3,544.22 2,911.73
Total current borrowings 42,774.64 30,967.07
Note 21.2 : Trade payables are normally non-interest bearing and settled as per the payments terms stated in the contract.
Note 21.3: Trade Payable ageing schedule
` lakhs
Less than More than 3
Particulars Unbilled Dues 1-2 Years 2-3 years Total
one year years
(i) MSME - 3,846.75 194.95 68.29 13.14 4,123.13
(ii) Others 15,325.10 44,303.38 4,645.47 2,034.85 2,403.24 68,712.04
(iii) Disputed dues- MSME - - - - - -
(iv) Disputed dues- Others - - - - - -
Total as at 31 March 2022 15,325.10 48,150.13 4,840.42 2,103.14 2,416.38 72,835.17
` lakhs
Less than More than 3
Particulars Unbilled Dues 1-2 Years 2-3 years Total
one year years
(i) MSME
(ii) Others - 1,313.53 88.44 8.13 6.08 1,416.18
(iii) Disputed dues- MSME 16,209.88 30,664.72 2,401.19 1,806.62 1,245.95 52,328.36
(iv) Disputed dues- Others - - - - - -
Total as at 31 March 2021 16,209.88 31,978.25 2,489.63 1,814.75 1,252.03 53,744.54
Note: Refer note 37(b) for transaction with Related Parties and note 39 for disclosures as per Ind AS 115 - Revenue from
Contracts with Customers.
* The Company pays commission on bank guarantees on quarterly, yearly or upfront basis depending on the terms of sanction of Banks. Accordingly,
Company makes the BG commission payment to Banks as and when due for the unexpired BG on case to case basis as per sanction terms.
b. Amount spent during the year on CSR activities: ` 123.85 lakhs (31 March 2021: ` 215.18 lakhs) the details of which is as
given below:
` lakhs
Year ended 31 March 2022 Year ended 31 March 2021
Yet to be paid Yet to be paid
In cash Total In cash Total
in cash in cash
Construction/acquisition of any - - - 45.18 - 45.18
asset
On purposes other than above 123.85 - 123.85 170.00 - 170.00
Total CSR expenditure 123.85 - 123.85 215.18* - 215.18*
*This expenditure includes an unspent amount of Rs 25 Lakh pertaining to the FY 2019-20, which was spent in the FY 2020-21.
c. Amount of shortfall at the end of the year ended 31 March 2022 out of the amount required to be spent during the year : Nil
d. Total of previous years’ shortfall : Nil
e. Reason for shortfalls : NA
f. Nature of CSR activities undertaken : Education, Health care, Rural development and Covid 19 relief activities.
Notes-
(i) The Company has a number of claims on customers for price escalation and / or variation in contract work. In certain
cases which are currently under arbitration, the customers have raised counter-claims. The Company has received
legal advice that none of the counter-claims are legally tenable. Accordingly no provision is considered necessary in
respect of these counter claims.
(ii) It is not practicable for the Company to estimate the timings of cash outflows, if any, in respect of the above pending
resolution of the respective proceedings. The Company does not expect any reimbursements in respect of the above
contingent liabilities other than stated therein above. Future cash outflows in respect of the above are determinable
only on receipt of judgments/ decisions pending with various forums/ authorities. The Company does not expect any
outflow of economic resources in respect of the above and therefore no provision is made in respect thereof.
B. Commitments
` in lakhs
As at As at
31 March 2022 31 March 2021
(i) Guarantees given on behalf of and letter of credit utilised by unincorporated entities 27,218.22 31,259.63
(ii) Other commitments (net of advances) 21,355.39 4,691.11
NOTE 32 :
The Company’s trade receivables and unbilled work-in-progress as at 31 March 2022 include amount aggregating ` 813.05
lakhs and ` 2,510.61 lakhs, respectively, which represent various receivables/ claims which have been raised based on the
terms and conditions implicit in the contracts of certain completed/ nearing completion projects. These receivables/ claims are
mainly in respect of cost over-run arising due to client caused delays, suspension of projects, deviation in design and change
in scope of work; for which Company is at various stages of negotiations/ discussions/ arbitration/ litigation with the clients.
Considering the contractual tenability, progress of negotiations/ discussions/arbitration/ litigations and as legally advised in
certain contentious matters, the management is confident of recovery of these receivables.
^ Though the Company’s effective interest in the joint venture exceeds 50%, the entity has been classified as a joint venture. The management has
assessed whether or not the Company has control over the entity based on whether the Company has practical ability to direct relevant activities
unilaterally. In this case, based on specific joint venture agreement, the management concluded that the Company does not have practical ability to
direct the relevant activities unilaterally but has such ability along with the other co-venturer.
The estimates of future salary increases, considered in actuarial valuation, take account of inflation, seniority, promotion
and other relevant factors, such as supply and demand in the employment market.
Note 35 Disclosure relating to employee benefits as per Ind AS 19 ‘Employee Benefits’ (contd.)
The sensitivity analysis presented above may not be representative of the actual charge in the defined benefit obligation as
it is unlikely that the change in assumption would occur in isolation of one another as the assumptions may be correlated.
g) Maturity analysis of defined benefit obligation
` in lakhs
As at As at
31 March 2022 31 March 2021
Within the next 12 months 688.70 748.67
Between 2 and 5 years 838.10 840.48
6 to 10 years 802.63 816.00
The plan assets have been primarily invested in Government securities and corporate bonds.
Note 35 Disclosure relating to employee benefits as per Ind AS 19 ‘Employee Benefits’ (contd.)
The principal assumptions used in determining the present value obligation of interest guarantee under the deterministic
approach are as follows:
` in lakhs
As at As at
31 March 2022 31 March 2021
Discount rate 7.23% p.a. 6.85% p.a.
Guaranteed rate of return 8.10% p.a. 8.50% p.a.
During the year ended 31 March 2022, the Company has contributed ` 1,725.16 lakhs (31 March 2021: ` 1,439.89 lakhs)
C Defined contribution plans
` in lakhs
31 March 2022 31 March 2021
a) The Company has recognised the following amounts in the Statement of Profit and Loss:
Contribution to superannuation fund 1,106.84 898.43
b) The expenses for leave entitlement and compensated absences is recognized in the same manner as gratuity and
provision of ` 185.27 lakhs ( 31 March 2021: ` 239.52 lakhs) has been made during the year ended 31 March 2022.
D Current/ non-current classification
` in lakhs
As at As at
31 March 2022 31 March 2021
Gratuity
Current 841.84 826.88
Non-current 1,792.39 2,050.06
2,634.23 2,876.94
Leave entitlement and compensated absences
Current 249.47 222.56
Non-current 1,919.00 1,963.65
2,168.47 2,186.21
The carrying value and fair value of financial instruments by categories as at 31 March 2021 were as follows:
` in lakhs
Fair value Derivative
Fair value through through Other Instruments Total carrying
Particulars Refer note Amortised cost
profit or loss Comprehensive in hedging value
Income relationship
Assets:
Other financial assets 6 4,648.12 - - - 4,648.12
Trade receivables 11 48,132.51 - - - 48,132.51
Cash and cash equivalents 12 8,101.62 - - - 8,101.62
Bank balances other than 13 6,743.94 - - - 6,743.94
cash and cash equivalents
Liabilities:
Borrowings 17,20 39,663.08 - - - 39,663.08
Lease liabilities 18 4,845.97 - - - 4,845.97
Trade payables 21 53,744.54 - - - 53,744.54
Other financial liabilities 22 6,660.98 - - 2.00 6,662.98
Service income
ITD Cemindia JV Unincorporated entity (subsidiary) 635.94 851.40
ITD-ITDCem JV Unincorporated entity (joint venture) 12.40 99.62
648.34 951.02
Remuneration paid/payable^
Mr. Santi Jongkongka Key managerial Personnel 233.84 217.49
Mr. Jayanta Basu Key managerial Personnel 203.48 172.58
Mr. Prasad Patwardhan Key managerial Personnel 120.73 108.25
Mr. Rahul Neogi Key managerial Personnel 69.01 64.30
627.06 562.62
^ Does not include provisional gratuity liability valued by an actuary, as separate figures are not available.
Note : All the transactions have been undertaken at arm’s length price.
C) Outstanding balances:
` in lakhs
As at As at
Relationship
31 March 2022 31 March 2021
Balances - payable
Italian-Thai Development Public Company Limited Parent Company 444.25 351.93
ITD Cem-Maytas Consortium Unincorporated entity (subsidiary) 491.07 -
ITD Cem - BBJ JV Unincorporated entity (joint venture) 0.84 -
936.16 351.93
Deemed Investment #
ITD Cemindia JV # Unincorporated entity (subsidiary) 25,144.29 21,631.23
ITD-ITDCem JV # Unincorporated entity (joint venture) 8,780.60 18,448.23
ITD-ITDCem JV (Consortium of ITD-ITD Unincorporated entity (joint venture) 495.44 524.32
Cementation)
CEC-ITD Cem-TPL JV Unincorporated entity (joint venture) 2,009.51 393.71
36,429.84 40,997.49
Balances - receivable
ITD Cem-Maytas Consortium Unincorporated entity (subsidiary) - 52.28
ITD Cem - BBJ JV Unincorporated entity (joint venture) - 0.05
- 52.33
Loans given
ITD Cementation Projects India Limited Subsidiary - 34.84
Trade receivable
CEC-ITD Cem-TPL JV Unincorporated entity (joint venture) 56.59 354.52
ITD Cem - BBJ JV Unincorporated entity (joint venture) 1,242.86 686.45
1,299.45 1,040.97
Corporate guarantee issued on behalf of
ITD-ITD Cem JV Unincorporated entity (joint venture) 6,362.50 7,742.50
CEC-ITD Cem-TPL JV Unincorporated entity (joint venture) 3,091.20 6,267.00
ITD Cemindia JV Unincorporated entity (subsidiary) 16,852.00 15,891.64
26,305.70 29,901.14
Letter of credit limit utilized
ITD Cemindia JV Unincorporated entity (subsidiary) 912.52 1,358.49
The assumed movement in basis points for the interest rate sensitivity analysis is based on the currently observable market
environment, showing a significantly higher volatility than in prior years.
b Foreign currency risk
The Company has several balances in foreign currency and consequently the Company is exposed to foreign exchange
risk. The exchange rate between the rupee and foreign currencies has changed substantially in recent years, which has
affected the results of the Company, and may fluctuate substantially in the future. The Company evaluates exchange rate
exposure arising from foreign currency transactions and follows established risk management policies.
The following table analyses foreign currency risk as at 31 March 2022:
During the year, to mitigate the Company’s exposure to foreign currency risk, non-INR cash flows are monitored and
forward exchange contracts are entered into in accordance with the Company’s risk management policies. Generally, the
Company’s risk management procedures distinguish short-term foreign currency cash flows (due within 6 months) from
longer-term cash flows (due after 6 months).
The following table gives details in respect of outstanding foreign exchange forward contracts:
The foreign exchange forward contracts mature within 12 months. The table below analyses the derivative financial
instruments into relevant maturity groupings based on the remaining period as of the balance sheet date:
For the year ended 31 March 2022, One (1) customer {31 March 2021: Two (2) customers}, individually, accounted for more
than 10% of the revenue.
The movement of the allowance for lifetime expected credit loss including unbilled receivable is as below:
` in lakhs
As at As at
31 March 2022 31 March 2021
Opening balance 5,132.28 3,989.03
Changes in loss allowances
Additions 851.87 1,143.25
Closing balance 5,984.15 5,132.28
The table below provides details regarding the contractual maturities of significant financial liabilities:
` in lakhs
Less than More than
Particulars On demand 1 - 5 years Total
1 year 5 years
As at 31 March 2022
Borrowings 34,581.44 8,193.20 8,735.98 - 51,510.62
Trade payables - 72,835.17 - - 72,835.17
Interest accrued - 1,356.98 - - 1,356.98
Lease liabilities - 1,819.95 3,692.20 - 5,512.15
Other financial liabilities - 5,006.42 - - 5,006.42
Total 34,581.44 89,211.72 12,428.18 - 1,36,221.34
` in lakhs
Less than More than
Particulars On demand 1 - 5 years Total
1 year 5 years
As at 31 March 2021
Borrowings 26,169.20 4,797.87 8,696.01 - 39,663.08
Trade payables - 53,744.54 - - 53,744.54
Interest accrued - 1,124.12 - - 1,124.12
Lease liabilities - 2,371.04 3,527.38 139.92 6,038.34
Other financial liabilities - 5,538.86 - - 5,538.86
Total 26,169.20 67,576.43 12,223.39 139.92 1,06,108.94
NOTE 39 - DISCLOSURE PURSUANT TO IND AS 115 REVENUE FROM CONTRACTS WITH CUSTOMERS:
Refer note 2(xvi)(a) for accounting policy on revenue recognition.
(a) Disaggregation of revenue
The Company’s entire business falls under one operational segment of ‘Engineering and Construction’. Contract revenue
represents revenue from Engineering and Construction contracts wherein the performance obligation is satisfied over a
period of time. Further, the management believes that the nature, amount, timing and uncertainty of revenue and cash
flows from all its contracts are similar. Accordingly, disclosure of revenue recognised from contracts disaggregated into
categories has not been made.
(b) Unsatisfied performance obligations
The aggregate amount of transaction price allocated to performance obligations that are unsatisfied as at the end of the
year is ` 1,439,207.14 lakhs (31 March 2021: ` 985,016.55 lakhs). Most of Company’s contracts have a life cycle of 2-3 years.
Management expects that around 25% - 30 % of the transaction price allocated to unsatisfied contracts as of 31 March
2022 will be recognised as revenue during next reporting period depending upon the progress on each contracts. The
remaining amounts are expected to be recognised over the next 3 years. The amount disclosed above does not include
variable consideration.
(c) Contract balances:
(i) Movement in contract balances during the year:
(` in lakhs)
Contract Assets (Unbilled Contract Liabilities (Due
Particulars Net Contract Balances
work-in-progress) to customers)
Balance as at 1 April 2020 51,357.01 21,091.86 30,265.15
Net increase 15,353.14 553.28 14,799.86
Balance as at 31 March 2021 66,710.15 21,645.14 45,065.01
Net increase/ (decrease) (420.75) 3,287.78 (3,708.53)
Closing balance as at 31 March 2022 66,289.40 24,932.92 41,356.48
Note: Decrease in contract assets is primarily due to lower revenue recognition as compared to progress billing during the year in certain
projects, whereas increase in contract liabilities is due to higher progress billing as compared to revenue recognition during the year in
certain other projects.
Note 39 - Disclosure pursuant to Ind AS 115 Revenue from Contracts with Customers: contd.)
(ii) Revenue recognised during the year from opening balance of contract liabilities (i.e. due to customers) amounts to
` 3,499.03 lakhs (31 March 2021: ` 4,893.71 lakhs).
(iii) Revenue recognised during the year from the performance obligation satisfied upto previous year amounts to Nil
(31 March 2021: Nil).
(d) There are no reconciliation items between revenue from contracts with customers and revenue recognised with contract
price.
(e) Cost to obtain or fulfil the contract:
i. Amount of amortisation recognised in Statement of Profit and Loss during the year : Nil
ii. Amount recognised as contract assets as at 31 March 2022 : Nil
(iii) The table below provides details regarding the contractual maturities (undiscounted) of lease liabilities:
(` in lakhs)
Contractual cash flows
Lease Liabilities
Carrying amount Total 0-1 year 1-5 years 5 years and above
As at 31 March 2022 4,537.23 5,512.15 1,819.95 3,692.20 -
As at 31 March 2021 4,845.97 6,038.34 2,371.04 3,527.38 139.92
The Company recognised the following in the statement of profit and loss:
` in lakhs
Year ended Year ended
31 March 2022 31 March 2021
Amount recognised in the statement of profit and loss:
Depreciation expense on right-of-use assets (Refer note 4) 1,936.70 2,226.50
Interest expense on lease liabilities included in finance cost (Refer note 28) 490.38 667.74
Rent expense pertaining to leases of low-value assets - -
Rent expense pertaining to leases with less than twelve months of lease included under plant 23,533.07 14,443.48
hire expenses and rent expenses (Refer note 29)
In the long run, the Company’s strategy is continue to maintain a gearing ratio of less than 0.5.
Notes:
1 Total Debt = Non-current borrowings + Current borrowings
2 Shareholder’s Equity = Paid-up share capital + Reserves created out of profit - Accumulated losses
3 EBITDA = Earnings before finance costs, depreciation expense and tax and exceptional items
4 Cost of goods sold = Cost of materials consumed + Purchase of stock-in-trade + Changes in inventories of finished goods,
stock-in-trade and work-in-progress
5 Net purchase = Purchase of stock-in-trade + Cost of materials consumed + Closing inventory of raw materials and packing
materials - Opening inventory of raw materials and packing materials
6 Working Capital = Current assets - Current liabilities
7 EBIT = Earnings before interest and tax and exceptional items
8 Capital employed = Total equity + Total Debt
NOTE 45
Previous period figures have been regrouped / reclassified whereever necessary, to conform to the current period’s classification
in order to comply with the requirements of the amended Schedule III to the Companies Act 2013, effective 1 April 2021.
This is a summary of significant accounting policies and other explanatory information referred to in our audit report of even date
For Walker Chandiok & Co LLP For and on behalf of the Board of Directors
Chartered Accountants
Firm Registration No. 001076N/N500013
Key audit matter How our audit addressed the key audit matter
Recognition of contract revenue, margin and contract costs (Refer Note 2(xvii)(a) of the consolidated financial statements)
The Group’s revenue primarily arises from construction Our audit procedures to address this key audit matter included, but were not
contracts which, by its nature, is complex given the limited to the following:
significant judgements and estimates involved in the
•
Evaluating the appropriateness of the Company’s accounting policy for
assessment of current and future contractual performance
revenue recognition in line with Ind AS 115 – Revenue from Contracts with
obligations.
Customers;
The Group recognises revenue and the resultant profit/
• Obtaining an understanding of the Group’s processes and evaluating the
loss relying on the estimates in relation to forecast
design and testing the effectiveness of key internal financial controls around
contract revenue and forecast contract costs on the basis
estimation of contract revenue and contract costs;
of stage of completion which is determined based on the
proportion of contract costs incurred at balance sheet • For a sample of contracts, performed the following procedures:
date, relative to the total estimated costs of the contract
at completion. The contract revenue may also include -
verifying the underlying documents such as contract agreement and
variable considerations which are recognised when the variation orders, if any, for reviewing the significant contract terms and
recovery of such consideration is highly probable. conditions;
- evaluating the identification of performance obligation of the contract;
- obtaining an understanding of and evaluating the reasonableness of the
assumptions applied in determining the forecasted revenue and cost to
complete;
Key audit matter How our audit addressed the key audit matter
These contract estimates are reviewed by the management - testing the existence and valuation of variable consideration with respect
on a periodic basis. In doing so, the management to the contractual terms and inspecting the related correspondences
exercises judgement with respect to the completeness with customers;
and accuracy of forecast contract revenue and forecast
- reviewing legal and/or contracting experts’ reports received on certain
costs to complete as well as the ability to deliver contracts
contentious matters;
within contractually determined timelines.
- For cost incurred to date, testing samples to appropriate supporting
Changes in the aforementioned judgements and/or related
documents and performing cut-off procedures; and
estimates as contracts progress can result in material
adjustments to revenue and margins. As a result of the -
Testing the forecasted cost by obtaining executed purchase orders/
above judgments, complexities involved and material agreements and evaluating the reasonableness of management
impact on the related financial statement elements, this judgements/ estimates;
area has been considered a key audit matter in the audit
of the consolidated financial statements. •
Evaluating the appropriateness and adequacy of the disclosures related
to contract revenue and costs in the consolidated financial statements in
accordance with the applicable accounting standards.
Recoverability of Trade receivables and contract assets (Refer Notes 11, 14 and 31 of the consolidated financial statements)
As at 31 March 2022, the Group has trade receivables and Our audit procedures to address this key audit matter included, but were not
unbilled work-in-progress (contract assets) amounting to limited to the following:
` 62,187.57 lakhs and ` 80,946.71 lakhs, respectively.
• Obtaining an understanding of the Group’s processes, evaluating the design
The aforementioned trade receivables and unbilled work- and testing the effectiveness of key internal financial controls over the
in-progress (contract assets) as at 31 March 2022 include recoverability of the trade receivables and contract assets;
amounts amounting to ` 1,295.99 lakhs and ` 14,947.94
•
Circulating and obtaining confirmations for trade receivables, on sample
lakhs, respectively, representing receivables/ claims
basis, with respect to outstanding balances;
for which Group is at various stages of negotiations/
discussions/ arbitration/ litigation with the clients. • Performing additional procedures, in respect of material trade receivables
and contract assets such as testing subsequent payments / certifications
In assessing the recoverability of the aforesaid receivables
from customers, reviewing the correspondence with customers;
including impairment allowance thereon, management’s
judgement involves consideration of the credit risk •
Performing inquiry procedures with senior management of the Group
of the customer, ageing of receivables, the likelihood regarding the recoverability of the receivables;
of collection based on the terms of the contract and
evaluation of likely outcome of litigations. • Verifying contractual arrangements to evaluate management’s assessment
on the tenability and recoverability of these receivables;
Due to the materiality and the relative significance of the
receivables to the consolidated financial statements as • Reviewing the legal opinions obtained by the management from independent
well as the significant estimates and judgements used in legal counsel in respect of certain contentious matters under litigations;
assessing the recoverability, we determined this to be a • Assessing the allowance for impairment made by the management. Further
key audit matter in the audit of the consolidated financial for material balances, discussing the basis for allowance for impairment with
statements. the audit committee; and
•
Evaluating the appropriateness and adequacy of the disclosures related
to trade receivables and unbilled work-in-progress (contract assets) in
the consolidated financial statements in accordance with the applicable
accounting standards.
INFORMATION OTHER THAN THE based on the work we have performed, we conclude that
CONSOLIDATED FINANCIAL STATEMENTS AND there is a material misstatement of this other information,
AUDITOR’S REPORT THEREON we are required to report that fact. We have nothing to
6. The Holding Company’s Board of Directors are responsible report in this regard.
for the other information. The other information comprises
the information included in the Management Discussion RESPONSIBILITIES OF MANAGEMENT AND
and Analysis, Corporate Governance Report and THOSE CHARGED WITH GOVERNANCE FOR
Directors’ Report, but does not include the consolidated THE CONSOLIDATED FINANCIAL STATEMENTS
financial statements and our auditor’s report thereon. 7. The accompanying consolidated financial statements
have been approved by the Holding Company’s Board
Our opinion on the consolidated financial statements does
of Directors. The Holding Company’s Board of Directors
not cover the other information and we do not express any
are responsible for the matters stated in section 134(5) of
form of assurance conclusion thereon.
the Act with respect to the preparation and presentation
In connection with our audit of the consolidated financial of these consolidated financial statements that give a
statements, our responsibility is to read the other true and fair view of the consolidated financial position,
information and, in doing so, consider whether the other consolidated financial performance including other
information is materially inconsistent with the consolidated comprehensive income, consolidated changes in equity
financial statements or our knowledge obtained in the and consolidated cash flows of the Group including its
audit or otherwise appears to be materially misstated. If, associates and joint ventures in accordance with the Ind
AS specified under section 133 of the Act read with the exercise professional judgment and maintain professional
Companies (Indian Accounting Standards) Rules, 2015, skepticism throughout the audit. We also:
and other accounting principles generally accepted in
• Identify and assess the risks of material misstatement
India. The Holding Company’s Board of Directors are also
of the consolidated financial statements, whether due
responsible for ensuring accuracy of records including
to fraud or error, design and perform audit procedures
financial information considered necessary for the
responsive to those risks, and obtain audit evidence
preparation of consolidated Ind AS financial statements.
that is sufficient and appropriate to provide a basis for
Further, in terms of the provision of the Act, the respective
our opinion.
Board of Directors of the companies included in the Group
are responsible for maintenance of adequate accounting The risk of not detecting a material misstatement
records in accordance with the provisions of the Act for resulting from fraud is higher than for one resulting
safeguarding of the assets of the Group and for preventing from error, as fraud may involve collusion, forgery,
and detecting frauds and other irregularities; selection intentional omissions, misrepresentations, or the
and application of appropriate accounting policies; override of internal control;
making judgments and estimates that are reasonable and
• Obtain an understanding of internal control relevant to
prudent; and design, implementation and maintenance of
the audit in order to design audit procedures that are
adequate internal financial controls, that were operating
appropriate in the circumstances. Under section 143(3)
effectively for ensuring the accuracy and completeness
(i) of the Act we are also responsible for expressing
of the accounting records, relevant to the preparation and
our opinion on whether the Holding Company has
presentation of the financial statements that give a true and
adequate internal financial controls system with
fair view and are free from material misstatement, whether
reference to financial statements in place and the
due to fraud or error. These financial statements have been
operating effectiveness of such controls;
used for the purpose of preparation of the consolidated
financial statements by the Board of Directors of the • Evaluate the appropriateness of accounting policies
Holding Company, as aforesaid. used and the reasonableness of accounting estimates
and related disclosures made by management;
8.
In preparing the consolidated financial statements,
the respective Board of Directors/ management of the • Conclude on the appropriateness of Board of Directors’
companies/ entities included in the Group and its joint use of the going concern basis of accounting and, based
ventures are responsible for assessing the ability of the on the audit evidence obtained, whether a material
respective entities included in the Group and its joint uncertainty exists related to events or conditions that
ventures to continue as a going concern, disclosing, as may cast significant doubt on the ability of the Group
applicable, matters related to going concern and using and its joint ventures to continue as a going concern.
the going concern basis of accounting unless the Board If we conclude that a material uncertainty exists, we
of Directors either intend to liquidate the Group or to cease are required to draw attention in our auditor’s report
operations, or has no realistic alternative but to do so. to the related disclosures in the consolidated financial
statements or, if such disclosures are inadequate, to
9. Those respective Board of Directors/ management are
modify our opinion. Our conclusions are based on the
also responsible for overseeing the financial reporting
audit evidence obtained up to the date of our auditor’s
process of the companies included in the Group and its
report. However, future events or conditions may cause
joint ventures.
the Group and its joint ventures to cease to continue
as a going concern;
AUDITOR’S RESPONSIBILITIES FOR THE
AUDIT OF THE CONSOLIDATED FINANCIAL • Evaluate the overall presentation, structure and content
STATEMENTS of the consolidated financial statements, including the
10. Our objectives are to obtain reasonable assurance about disclosures, and whether the consolidated financial
whether the consolidated financial statements as a statements represent the underlying transactions and
whole are free from material misstatement, whether due events in a manner that achieves fair presentation; and
to fraud or error, and to issue an auditor’s report that • Obtain sufficient appropriate audit evidence regarding
includes our opinion. Reasonable assurance is a high the financial information/ financial statements of
level of assurance but is not a guarantee that an audit the entities or business activities within the Group
conducted in accordance with Standards on Auditing will and its joint ventures, to express an opinion on the
always detect a material misstatement when it exists. consolidated financial statements. We are responsible
Misstatements can arise from fraud or error and are for the direction, supervision and performance of
considered material if, individually or in the aggregate, the audit of financial statements of such entities
they could reasonably be expected to influence the included in the financial statements, of which we
economic decisions of users taken on the basis of these are the independent auditors. For the other entities
consolidated financial statements. included in the financial statements, which have been
11. As part of an audit in accordance with Standards on audited by the other auditors, such other auditors
Auditing specified under section 143(10) of the Act we remain responsible for the direction, supervision and
performance of the audits carried out by them. We
remain solely responsible for our audit opinion.
12. We communicate with those charged with governance the year in accordance with the provisions of and limits
regarding, among other matters, the planned scope and laid down under section 197 read with Schedule V to the
timing of the audit and significant audit findings, including Act. Further, we report that one (1) subsidiary company
any significant deficiencies in internal control that we covered under the Act has not paid or provided for any
identify during our audit. managerial remuneration during the year. Accordingly,
reporting under section 197(16) of the Act is not applicable
13. We also provide those charged with governance with
in respect of such subsidiary.
a statement that we have complied with relevant
ethical requirements regarding independence, and 17. As required by clause (xxi) of paragraph 3 of Companies
to communicate with them all relationships and other (Auditor’s Report) Order, 2020 (‘the Order’) issued by the
matters that may reasonably be thought to bear on our Central Government of India in terms of section 143(11) of
independence, and where applicable, related safeguards. the Act, based on the consideration of the Order reports
issued by us and by the other auditor as mentioned in
14. From the matters communicated with those charged
paragraph 15 above, of the companies included in the
with governance, we determine those matters that were
consolidated financial statements and covered under the
of most significance in the audit of the consolidated
Act we report that there are no qualifications or adverse
financial statements of the current period and are
remarks reported in the respective Order reports of such
therefore the key audit matters. We describe these
companies.
matters in our auditor’s report unless law or regulation
precludes public disclosure about the matter or when, in 18. As required by section 143(3) of the Act, based on our
extremely rare circumstances, we determine that a matter audit and on the consideration of the report of the other
should not be communicated in our report because the auditor on separate financial statements and other
adverse consequences of doing so would reasonably be financial information of the subsidiary incorporated in
expected to outweigh the public interest benefits of such India whose financial statements have been audited
communication. under the Act, we report, to the extent applicable, that:
a) We have sought and obtained all the information and
OTHER MATTER
explanations which to the best of our knowledge and
15. We did not audit the financial statements of one (1) belief were necessary for the purpose of our audit of
subsidiary whose financial statements (before eliminating the aforesaid consolidated financial statements;
inter-company transactions and balances) reflect total
assets of ` 2.62 lakhs and net assets of ` 2.55 lakhs as at b) In our opinion, proper books of account as required
31 March 2022, total revenues of ` 0.12 lakhs and net cash by law relating to preparation of the aforesaid
outflows amounting to ` 0.32 lakhs for the year ended consolidated financial statements have been kept
on that date, as considered in the consolidated financial so far as it appears from our examination of those
statements. The consolidated financial statements books and the reports of the other auditor;
also include Group’s share of net profit (including other c) The consolidated financial statements dealt with by
comprehensive income) of Nil for the year ended 31 this report are in agreement with the relevant books
March 2022, as considered in the consolidated financial of account maintained for the purpose of preparation
statements, in respect of one (1) joint venture whose of the consolidated financial statements;
financial statements has not been audited by us. These
financial statements have been audited by other auditors d) in our opinion, the aforesaid consolidated financial
whose audit reports have been furnished to us by the statements comply with Ind AS specified under
management and our opinion on the consolidated section 133 of the Act read with the Companies
financial statements, in so far as it relates to the amounts (Indian Accounting Standards) Rules, 2015;
and disclosures included in respect of the aforesaid e) On the basis of the written representations received
subsidiary and joint venture is based solely on the audit from the directors of the Holding Company and
report of such other auditors. taken on record by the Board of Directors of the
Our opinion above on the consolidated financial Holding Company and the reports of the statutory
statements, and our report on other legal and regulatory auditor of its subsidiary company covered under the
requirements below, are not modified in respect of the Act, none of the directors of the Group companies
above matter with respect to our reliance on the work are disqualified as on 31 March 2022 from being
done by and the report of the other auditors. appointed as a director in terms of section 164(2) of
the Act;
REPORT ON OTHER LEGAL AND REGULATORY f) With respect to the adequacy of the internal financial
REQUIREMENTS controls with reference to financial statements of
16. As required by section 197(16) of the Act, based on our the Holding Company and its subsidiary company,
audit and on the consideration of the report of the other covered under the Act, and the operating
auditor, referred to in paragraph 15, on separate financial effectiveness of such controls, refer to our separate
statements of the subsidiary, we report that the Holding report in ‘Annexure II’ wherein we have expressed an
Company paid remuneration to their directors during unmodified opinion; and
g) With respect to the other matters to be included in India whose financial statements
in the Auditor’s Report in accordance with rule 11 have been audited under the Act have
of the Companies (Audit and Auditors) Rules, 2014 represented to us and the other auditor
(as amended), in our opinion and to the best of our of such subsidiary respectively that, to
information and according to the explanations given the best of their knowledge and belief, as
to us and based on the consideration of the report disclosed in note 42(vi) to the consolidated
of the other auditor on separate financial statements financial statements, no funds have been
and other financial information of the subsidiary received by the Holding Company or its
incorporated in India whose financial statements subsidiary company from any person(s) or
have been audited under the Act: entity(ies), including foreign entities (‘the
Funding Parties’), with the understanding,
i. The consolidated financial statements disclose
whether recorded in writing or otherwise,
the impact of pending litigations on the
that the Holding Company or such
consolidated financial position of the Group
subsidiar y company shall, whether
and its joint ventures as detailed in notes 30A(ii)
directly or indirectly, lend or invest in
to (vi) and 31 to the consolidated financial
other persons or entities identified in any
statements;
manner whatsoever by or on behalf of the
ii. The Holding Company, its subsidiary companies Funding Party (‘Ultimate Beneficiaries’) or
and joint venture companies did not have provide any guarantee, security or the like
any long-term contracts including derivative on behalf of the Ultimate Beneficiaries; and
contracts for which there were any material
c. Based on such audit procedures performed
foreseeable losses as at 31 March 2022;
by us and that performed by the auditor of
iii.
There has been no delay in transferring the subsidiary, as considered reasonable
amounts, required to be transferred, to the and appropriate in the circumstances,
Investor Education and Protection Fund by the nothing has come to our attention that
Holding Company during the year ended 31 causes us to believe that the management
March 2022. Further, there were no amounts representations under sub-clauses (a) and
which were required to be transferred to the (b) above contain any material misstatement.
Investor Education and Protection Fund by the
v. The dividend paid by the Holding Company
subsidiary company during the year ended 31
during the year ended 31 March 2022 in respect
March 2022;
of such dividend declared for the previous year is
iv. a. The respective managements of Holding in accordance with section 123 of the Act to the
and its subsidiary company incorporated extent it applies to payment of dividend. As stated
in India whose financial statements in note 41 to the accompanying consolidated
have been audited under the Act have financial statements, the Board of Directors of
represented to us and the other auditor the Holding Company have proposed dividend
of such subsidiary respectively that, to for the year ended 31 March 2022 which is
the best of their knowledge and belief, as subject to the approval of the members at the
disclosed in note 42(v) to the consolidated ensuing Annual General Meeting. The dividend
financial statements, no funds have declared is in accordance with section 123 of
been advanced or loaned or invested the Act to the extent it applies to declaration of
(either from borrowed funds or securities dividend. Further, the subsidiary company has
premium or any other sources or kind not declared or paid any dividend during the year
of funds) by the Holding Company or its ended 31 March 2022.
subsidiary company to or in any person(s)
For Walker Chandiok & Co LLP
or entity(ies), including foreign entities (‘the
Chartered Accountants
intermediaries’), with the understanding,
Firm’s Registration No.: 001076N/N500013
whether recorded in writing or otherwise,
that the intermediary shall, whether, Rakesh R. Agarwal
directly or indirectly lend or invest in other
Partner
persons or entities identified in any manner
Membership No.: 109632
whatsoever by or on behalf of the Holding
Company or any such subsidiary company
(‘the Ultimate Beneficiaries’) or provide any UDIN: 22109632AJQCXX2063
guarantee, security or the like on behalf
the Ultimate Beneficiaries; Place: Mumbai
Date: 26 May 2022
b. The respective managements of Holding
and subsidiary company incorporated
MEANING OF INTERNAL FINANCIAL CONTROLS have in all material respects, adequate internal financial
WITH REFERENCE TO FINANCIAL STATEMENTS controls with reference to financial statements and such
6. A company’s internal financial controls with reference controls were operating effectively as at 31 March 2022,
to financial statements is a process designed to provide based on the internal financial controls with reference to
reasonable assurance regarding the reliability of financial financial statements criteria established by the respective
reporting and the preparation of financial statements companies considering the essential components of
for external purposes in accordance with generally internal control stated in the Guidance Note issued by
accepted accounting principles. A company’s internal the ICAI.
financial controls with reference to financial statements
include those policies and procedures that (1) pertain OTHER MATTER
to the maintenance of records that, in reasonable 9. We did not audit the internal financial controls with
detail, accurately and fairly reflect the transactions and reference to financial statements in so far as it relates to
dispositions of the assets of the company; (2) provide one (1) subsidiary company, which is a company covered
reasonable assurance that transactions are recorded as under the Act, whose financial statements (before
necessary to permit preparation of financial statements eliminating inter-company balances/ transactions) reflect
in accordance with generally accepted accounting total assets of ` 2.62 lakhs and net assets of ` 2.55 lakhs
principles, and that receipts and expenditures of the as at 31 March 2022, total revenues of ` 0.12 lakhs and
company are being made only in accordance with net cash outflows amounting to ` 0.32 lakhs for the year
authorisations of management and directors of the ended on that date, as considered in the consolidated
company; and (3) provide reasonable assurance regarding financial statements. The internal financial controls with
prevention or timely detection of unauthorised acquisition, reference to consolidated financial statements in so
use, or disposition of the company’s assets that could far as it relates to such subsidiary has been audited by
have a material effect on the financial statements. other auditor whose report has been furnished to us by
the management and our report on the adequacy and
INHERENT LIMITATIONS OF INTERNAL operating effectiveness of the internal financial controls
FINANCIAL CONTROLS WITH REFERENCE TO with reference to financial statements for the Holding
FINANCIAL STATEMENTS Company and its subsidiary company, as aforesaid,
7. Because of the inherent limitations of internal financial under Section 143(3)(i) of the Act in so far as it relates to
controls with reference to financial statements, including such subsidiary company is based solely on the report
the possibility of collusion or improper management of the auditor of such subsidiary company. Our opinion is
override of controls, material misstatements due to error not modified in respect of this matter with respect to our
or fraud may occur and not be detected. Also, projections reliance on the work done by and on the reports of the
of any evaluation of the internal financial controls with other auditor.
reference to financial statements to future periods are For Walker Chandiok & Co LLP
subject to the risk that the internal financial controls Chartered Accountants
with reference to financial statements may become Firm’s Registration No.: 001076N/N500013
inadequate because of changes in conditions, or that the
degree of compliance with the policies or procedures may Rakesh R. Agarwal
deteriorate. Partner
Membership No.: 109632
OPINION
8. In our opinion and based on the consideration of the
UDIN: 22109632AJQCXX2063
report of the other auditor on internal financial controls
with reference to financial statements of the subsidiary
Place: Mumbai
company, the Holding Company and its subsidiary
Date: 26 May 2022
company, which are companies covered under the Act,
` in lakhs
As at As at
Particulars Note No.
31 March 2022 31 March 2021
ASSETS
Non-current assets
Property, plant and equipment 3A 60,941.73 55,234.20
Right-of-use-assets 3B 4,151.89 4,301.44
Capital work-in-progress 3C 199.52 5,337.02
Intangible assets 3D 396.64 593.49
Investments in joint ventures 5 11,285.55 19,366.26
Financial assets
Other financial assets 6 4,717.09 2,686.42
Deferred tax assets (net) 7 606.40 513.84
Income tax assets (net) 7 10,339.17 6,502.40
Other non-current assets 8 6,986.07 5,711.04
Total non-current assets 99,624.06 1,00,246.11
Current assets
Inventories 9 40,022.84 33,729.33
Financial assets
Investments 10 - -
Trade receivables 11 62,187.57 53,085.94
Cash and cash equivalents 12 38,560.31 12,733.08
Bank balances other than cash and cash equivalents 13 10,589.17 7,967.62
Other financial assets 6 3,846.25 3,008.42
Unbilled work-in-progress (contract assets) 14 80,946.71 85,363.68
Other current assets 8 25,865.84 23,099.21
Total current assets 2,62,018.69 2,18,987.28
TOTAL ASSETS 3,61,642.75 3,19,233.39
EQUITY AND LIABILITIES
Equity
Equity share capital 15 1,717.88 1,717.88
Other equity 1,11,399.30 1,04,851.49
Total equity attributable to share holders of the parent 1,13,117.18 1,06,569.37
Non-controlling interest 349.92 296.33
Total equity 1,13,467.10 1,06,865.70
Liabilities
Non-current liabilities
Financial liabilities
Borrowings 16 8,735.98 8,696.01
Lease liabilities 17 3,174.88 2,924.60
Provisions 18 3,711.39 4,013.71
Total non-current liabilities 15,622.25 15,634.32
Current liabilities
Financial liabilities
Borrowings 19 42,774.64 32,219.06
Lease liabilities 17 1,362.35 1,921.37
Trade payables 20
- Total outstanding dues of micro enterprises and small enterprises 4,214.36 1,490.03
- Total outstanding dues of creditors other than micro enterprises and small enterprises 89,513.09 71,202.13
Other financial liabilities 21 8,291.44 9,286.26
Other current liabilities 22 84,513.59 79,216.26
Provisions 18 1,091.31 1,049.44
Current tax liabilities (net) 7 792.62 348.82
Total current liabilities 2,32,553.40 1,96,733.37
TOTAL EQUITY AND LIABILITIES 3,61,642.75 3,19,233.39
The accompanying notes form an integral part of the consolidated financial statements
This is the Consolidated Balance Sheet referred to in our audit report of even date
For Walker Chandiok & Co LLP For and on behalf of the Board of Directors
Chartered Accountants
Firm Registration No. 001076N/N500013
Rakesh R. Agarwal Santi Jongkongka Jayanta Basu
Partner Executive Vice Chairman Managing Director
Membership No: 109632 DIN: 08441312 DIN: 08291114
Prasad Patwardhan Rahul Neogi
Chief Financial Officer Company Secretary
ACA No.44453 ACS No.10653
Place : Mumbai Place : Mumbai
Date : 26 May 2022 Date : 26 May 2022
` in lakhs
Year ended Year ended
Particulars Note No.
31 March 2022 31 March 2021
Income
Revenue from operations 23 3,80,901.65 2,72,773.11
Other income 24 1,185.88 1,243.26
Total income 3,82,087.53 2,74,016.37
Expenses
Cost of construction materials consumed 25 1,23,944.43 85,326.87
Subcontracting expenses 1,16,875.70 79,214.90
Employee benefits expense 26 37,276.94 34,508.75
Finance costs 27 14,159.96 13,819.52
Depreciation and amortisation expense 4 10,254.86 10,015.09
Other expenses 28 73,498.33 52,434.66
Total expenses 3,76,010.22 2,75,319.79
Profit/ (loss) before share of profit of joint ventures and tax 6,077.31 (1,303.42)
Share of profit of joint ventures (net) 3,298.86 3,303.80
Profit before tax 9,376.17 2,000.38
Tax expense 7
Current tax expense 2,601.84 771.90
Deferred tax credit (159.77) (366.75)
2,442.07 405.15
Net Profit for the year (A) 6,934.10 1,595.23
Other comprehensive income / (loss)
Items that will not be reclassified subsequently to profit or loss
- Gain/ (loss) on fair value of defined benefit plans as per actuarial valuation 267.06 199.89
- Tax effect on above (67.21) (50.31)
Items that will be reclassified subsequently to profit or loss
- Exchange difference of foreign operations (326.41) 99.96
- Tax effect on above - -
Other comprehensive income / (loss) for the year, net of tax (B) (126.56) 249.54
Total comprehensive income for the year, net of tax (A+B) 6,807.54 1,844.77
Profit for the year attributable to:
Owners of the parent 6,880.51 1,575.62
Non-controlling interests 53.59 19.61
6,934.10 1,595.23
Other comprehensive income/ (loss) for the year attributable to:
Owners of the parent (126.56) 249.54
Non-controlling interests - -
(126.56) 249.54
Total comprehensive income for the year attributable to:
Owners of the parent 6,753.95 1,825.16
Non-controlling interests 53.59 19.61
6,807.54 1,844.77
Earnings per equity share of nominal value ` 1 each
Basic (in `) 29 4.01 0.92
Diluted (in `) 4.01 0.92
The accompanying notes form an integral part of the consolidated financial statements
This is the consolidated statement of profit and loss referred to in our audit report of even date
For Walker Chandiok & Co LLP For and on behalf of the Board of Directors
Chartered Accountants
Firm Registration No. 001076N/N500013
` in lakhs
Year ended Year ended
Particular
31 March 2022 31 March 2021
A. CASH FLOW FROM OPERATING ACTIVITIES
Net profit before tax 9,376.17 2,000.38
Adjustments for
Depreciation and amortisation expense 10,254.86 10,015.09
Finance costs 14,159.96 13,819.52
Interest income (504.20) (846.98)
Impairment allowance on financial / non-financial assets 913.94 1,252.03
Share of profit from joint ventures (net) (3,298.86) (3,303.80)
Profit on disposal of property, plant and equipment (net) (295.54) (345.69)
Unrealised foreign exchange loss (net) 43.23 1.69
Provision no longer required written back - (848.21)
Operating profit before working capital changes 30,649.56 21,744.03
Adjustment for changes in working capital
Increase in Inventories (6,293.51) (4,793.58)
(Increase) / decrease in trade receivables (9,369.87) 4,594.84
(Increase) / decrease in financial and other assets (5,246.82) 310.51
(Increase) / decrease in unbilled work-in-progress (contract assets) 3,771.27 (16,212.44)
Increase in trade payables 21,035.29 9,187.05
Increase in financial / other liabilities and provisions 5,244.08 6,496.68
Cash generated from operations 39,790.00 21,327.09
Direct taxes paid (net) (5,920.03) (2,199.65)
Net cash generated from operating activities 33,869.97 19,127.44
B. CASH FLOW FROM INVESTING ACTIVITIES
Purchase of property, plant and equipment (including intangible assets, capital work-in-progress, (11,100.90) (14,539.17)
capital advances/ payables)
Proceeds from disposal of property, plant and equipment 1,582.42 3,402.81
Net Investments in bank deposits (4,722.49) (5,397.43)
Net proceeds from unincorporated entity (Investment) 11,379.57 11,090.81
Interest received 387.74 328.50
Net cash used in investing activities (2,473.66) (5,114.48)
C. CASH FLOW FROM FINANCING ACTIVITIES
Proceeds from non-current borrowings 3,998.11 9,355.82
Rrepayment of non-current borrowings (2,142.13) (1,748.58)
Proceeds from / (repayment of) short term borrowings (net) 8,739.57 (15,917.74)
Repayment of lease obligation (2,484.75) (3,302.38)
Finance costs paid (13,473.60) (12,842.07)
Dividend paid (206.28) (514.97)
Net cash used in financing activities (5,569.08) (24,969.92)
Net (decrease)/ increase in cash and cash equivalents (A + B + C) 25,827.23 (10,956.96)
Cash and cash equivalents at the beginning of year 12,733.08 23,690.04
Cash and cash equivalents at the end of year (Refer note 12) 38,560.31 12,733.08
Note:
The cash flow statement has been prepared under the indirect method as set out in Indian Accounting Standard (Ind AS 7) statement of cash flows.
The accompanying notes form an integral part of the consolidated financial statements
This is the Consolidated Cash Flow statement referred to in our audit report of even date
For Walker Chandiok & Co LLP For and on behalf of the Board of Directors
Chartered Accountants
Firm Registration No. 001076N/N500013
B) OTHER EQUITY
` in lakhs
Reserves and surplus Exchange
Equity Total equity
differences
instruments attributable Non-
on translating
Particulars Securities General Retained through other to equity controlling Total equity
the financial
premium reserve earnings comprehensive holders of interest
statements of a
income the parent
foreign operation
This is the Consolidated Statement of Changes in Equity referred to in our audit report of even date
For Walker Chandiok & Co LLP For and on behalf of the Board of Directors
Chartered Accountants
Firm Registration No. 001076N/N500013
NOTE 1 CORPORATE INFORMATION receivables (including retention monies) within the credit
ITD Cementation India Limited (‘ITD Cem’ or the ‘Holding period normally applicable to the respective project.
Company’ or the ‘Parent Company) is a public company iii. Principles of Consolidation
domiciled in India and was incorporated in 1978 under the
The financial statements have been prepared on the
provisions of the erstwhile Companies Act, 1956. Its shares
following basis:
are listed on two recognised stock exchanges in India - the
BSE Limited and the National Stock Exchange of India Limited. a. Subsidiaries
The Holding Company having CIN L61000MH1978PLC020435 - The consolidated financial statements incorporate
has its registered office located at National Plastic Building, A the financial statements of the Holding Company
Subhash Road, Paranjape B Scheme, Vile Parle (East), Mumbai and its subsidiaries. For this purpose, an entity
400057, India. which is, directly or indirectly, controlled by the
The financial statements comprises the financial statements Parent Company is treated as subsidiary. The Parent
of the Holding Company and its subsidiaries (the Holding Company together with its subsidiaries constitute
Company, its subsidiaries referred to as the “Group” and its the Group. Control exists when the Parent Company,
joint ventures). The consolidated financial statements were directly or indirectly, has power over the investee, is
authorised for issue in accordance with a resolution of the exposed to variable returns from its involvement with
Board of Directors on 26 May 2022. the investee and has the ability to use its power to
affect its returns.
The Group is engaged in construction of a wide variety of
structures like maritime structures, mass rapid transport - Consolidation of a subsidiary begins when the
systems (MRTS), dams and tunnels, airports, highways, Parent Company, directly or indirectly, obtains
bridges and flyovers and other foundations and specialised control over the subsidiary and ceases when
engineering work. The activities of the Group comprise only the Parent Company, directly or indirectly, loses
one business segment viz Construction. control of the subsidiary. Income and expenses of a
subsidiary acquired or disposed of during the year
NOTE 2 SIGNIFICANT ACCOUNTING POLICIES are included in the consolidated Statement of Profit
and Loss from the date the Parent Company, directly
i. Basis of preparation of consolidated financial
or indirectly, gains control until the date when the
statements
Parent Company, directly or indirectly, ceases to
The consolidated financial statements of the Group have control the subsidiary.
been prepared to comply in all material respects with the
Indian Accounting Standards (“Ind AS”) as prescribed -
The consolidated financial statements of the
under Section 133 of the Companies Act, 2013 (‘the Act’) Group combines financial statements of the
read with Companies (Indian Accounting Standards) Parent Company and its subsidiaries line-by-
Rules as amended from time to time. line by adding together the like items of assets,
liabilities, income and expenses. All intra-group
The financial statements have been prepared under the assets, liabilities, income, expenses and unrealised
historical cost convention, with the exception of certain profits/losses on intra-group transactions are
financial assets and liabilities which have been measured eliminated on consolidation. The accounting
at fair value, on an accrual basis. policies of subsidiaries have been harmonised to
The Group’s financial statements are reported in Indian ensure the consistency with the policies adopted
Rupees, which is also the Group’s functional currency, by the Parent Company. The consolidated
and all values are rounded to the nearest lakhs (` 00,000), financial statements have been presented to the
except when otherwise indicated. extent possible, in the same manner as Parent
Company’s standalone financial statements.
The statement of cash flow has been prepared under the Profit or loss and each component of other
indirect method as set out in Indian Accounting Standard comprehensive income are attributed to the owners
(Ind AS 7) statement of cash flows. of the Parent Company and to the non-controlling
ii. Operating cycle for current and non-current interests and have been shown separately in the
classification: financial statements.
All the assets and liabilities have been classified as - Non-controlling interest represents that part of
current or non-current, wherever applicable, as per the the total comprehensive income and net assets of
operating cycle of the Group as per the guidance set out subsidiaries attributable to interests which are not
in Schedule III to the Act. Operating cycle for the business owned, directly or indirectly, by the Parent Company.
activities of the Group covers the duration of the project/
- The gains/losses in respect of part divestment/
contract/ service including the defect liability period,
dilution of stake in subsidiary companies not
wherever applicable, and extends upto the realisation of
resulting in ceding of control, are recognised directly
The results, assets and liabilities of joint venture and Goodwill on consolidation is allocated to cash generating
associates are incorporated in the consolidated financial units or group of cash generating units that are expected
statements using equity method of accounting after to benefit from the synergies of the acquisition.
making necessary adjustments to achieve uniformity in Goodwill arising on consolidation is not amortised,
application of accounting policies, wherever applicable. however, it is tested for impairment annually. In the event
An investment in associate or joint venture is initially of cessation of operations of a subsidiary, the unimpaired
recognised at cost and adjusted thereafter to recognise goodwill is written off fully.
the Group’s share of profit or loss and other comprehensive
income of the joint venture or associate. Gain or loss in Business combinations arising from transfers of interests
respect of changes in other equity of joint ventures or in entities that are under common control are accounted at
associates resulting in dilution of stake in the joint ventures historical cost. The difference between any consideration
and associates is recognised in the Statement of Profit given and the aggregate historical carrying amounts of
and Loss. On acquisition of investment in a joint venture assets and liabilities of the acquired entity are recorded
or associate, any excess of cost of investment over the in shareholders’ equity.
fair value of the assets and liabilities of the joint venture, e.
Notes to the financial statements represent notes
is recognised as goodwill and is included in the carrying involving items which are considered material and are
value of the investment in the joint venture and associate. accordingly disclosed. Materiality for the purpose is
The excess of fair value of assets and liabilities over the assessed in relation to the information contained in
investment is recognised directly in equity as capital the financial statements. Further, additional statutory
reserve. The unrealised profits/losses on transactions information disclosed in separate financial statements of
with joint ventures are eliminated by reducing the carrying the subsidiary and/or a parent having no bearing on the
amount of investment. true and fair view of the financial statements has not been
The carrying amount of the equity accounted investments disclosed in these financial statements.
are tested for impairment in accordance with the policy. iv. Accounting Estimates
When the Group’s share of losses in an equity-accounted The preparation of the financial statements, in conformity
investment equals or exceeds its interest in the entity, with the recognition and measurement principles of Ind
including any other unsecured long-term receivables, the AS, requires the management to make estimates and
Group does not recognise further losses, unless it has assumptions that affect the reported amounts of assets
incurred obligations or made payments on behalf of the and liabilities and disclosure of contingent liabilities as
other entity. at the date of financial statements and the results of
operation during the reported period. Although these
estimates are based upon management’s best knowledge
of current events and actions, actual results could differ expected earnings in future years, liquidity risk, credit risk
from these estimates which are recognised in the period and volatility. Changes in assumptions about these factors
in which they are determined. could affect the reported fair value of these investments.
v. Key Accounting Estimates and assumptions d. Deferred tax assets
The key assumptions concerning the future and other In assessing the realizability of deferred income tax
key sources of estimation uncertainty at the reporting assets, management considers whether some portion
date, that have a significant risk of causing a material or all of the deferred income tax assets will not be
adjustment to the carrying amounts of assets and realized. The ultimate realization of deferred income
liabilities within the next financial year, are described tax assets is dependent upon the generation of future
below. The Group based its assumptions and estimates taxable income during the periods in which the temporary
on parameters available when the financial statements differences become deductible. Management considers
were prepared. Existing circumstances and assumptions the scheduled reversals of deferred income tax liabilities,
about future developments, however, may change due to projected future taxable income, and tax planning
market changes or circumstances arising that are beyond strategies in making this assessment. Based on the level
the control of the Group. Such changes are reflected in of historical taxable income and projections for future
the financial statements in the period in which changes taxable income over the periods in which the deferred
are made and, if material, their effects are disclosed in the income tax assets are deductible, management believes
notes to the financial statements. that the Group will realize the benefits of those deductible
differences. The amount of the deferred income tax assets
a. Estimation uncertainty related to the global health
considered realizable, however, could be reduced in the
pandemic on COVID-19
near term if estimates of future taxable income during the
The outbreak of COVID-19 had disrupted regular business carry forward period are reduced.
operations of the Group due to the lock down restrictions
and other emergency measures imposed by the e. Defined benefit plans
Government from time to time. The Group’s operations The cost and present value of the gratuity obligation and
have started recovering from the economic slowdown compensated absences are determined using actuarial
caused by COVID-19 pandemic and reaching normalcy. valuations. An actuarial valuation involves making various
The Group management has taken into account the assumptions that may differ from actual developments in
possible impacts of known events, upto the date of the the future. These include the determination of the discount
approval of these financial results, arising from COVID-19 rate, future salary increases, attrition rate and mortality
pandemic on the carrying value of the assets and liabilities rates. Due to the complexities involved in the valuation
as at 31 March 2022. While the Group continues to closely and its long-term nature, a defined benefit obligation is
monitor the impact of COVID-19 pandemic, there exists highly sensitive to changes in these assumptions. All
uncertainty in estimating the future impact of COVID-19 assumptions are reviewed at each reporting date.
pandemic on the Group and, accordingly, the actual
f. Leases
impact in the future may be different from those presently
estimated. The Group evalutes if an arrangement qualifies to be a
lease as per the requirements of Ind AS 116. Identification
b. Contract revenue of a lease required significant judgement. The Group
Refer Note 2(xvii)(a) below uses significant judgement in assessing the lease term
(including anticipated renewals) and the applicable
c. Valuation of investment in and loans to joint
discount rate. The Group revises the lease term if there
ventures
is a change in non-cancellable period of a lease.
The Holding Company has performed valuation for its
investments in equity of certain subsidiaries and joint g. Useful lives of property, plant and equipment and
ventures for assessing whether there is any impairment intangible assets
in the fair value. When the fair value of investments in The charge in respect of periodic depreciation is derived
subsidiaries cannot be measured based on quoted after determining an estimate of an asset’s expected
prices in active markets, their fair value is measured useful life and the expected residual value at the end of
using valuation techniques including the discounted cash its life. The useful lives and residual values of assets are
flow model. Similar assessment is carried for exposure determined by the management at the time of acquisition
of the nature of loans and interest receivable thereon. of asset and reviewed periodically, including at each
The inputs to these models are taken from observable financial year. The lives are based on historical experience
markets where possible, but where this is not feasible, a with similar assets as well as anticipation of future
degree of judgement is required in establishing fair values. events, which may impact their life, such as changes in
Judgements include considerations of inputs such as technology.
h. Provisions and contingent liabilities determines whether transfers have occurred between
A provision is recognised when the Group has a present levels in the hierarchy by re-assessing categorisation
obligation as result of a past event and it is probable (based on the lowest level input that is significant to the
that the outflow of resources will be required to settle fair value measurement as a whole) at the end of each
the obligation, in respect of which a reliable estimate reporting period.
can be made. These are reviewed at each balance sheet At each reporting date, the Management analyses the
date and adjusted to reflect the current best estimates. movements in the values of assets and liabilities which
Contingent liabilities are not recognised in the financial are required to be remeasured or re-assessed as per
statements. Contingent assets are disclosed where an the Group’s accounting policies. For this analysis, the
inflow of economic benefits is probable. Management verifies the major inputs applied in the latest
vi. Fair value measurement valuation by agreeing the information in the valuation
computation to contracts and other relevant documents.
The Group measures financial instruments, at fair value
at each balance sheet date. (Refer Note 35) The Management also compares the change in the fair
value of each asset and liability with relevant external
Fair value is the price that would be received to sell an
sources to determine whether the change is reasonable.
asset or paid to transfer a liability in an orderly transaction
between market participants at the measurement date. For the purpose of fair value disclosures, the Company
The fair value measurement is based on the presumption has determined classes of assets and liabilities on the
that the transaction to sell the asset or transfer the liability basis of the nature, characteristics and risks of the asset
takes place either: or liability and the level of the fair value hierarchy as
explained above. This note summarises accounting policy
- In the principal market for the asset or liability, or
for fair value.
- In the absence of a principal market, In the most
advantageous market for the asset or liability. Other fair value related disclosures are given in the
relevant notes.
The principal or the most advantageous market must be
accessible by the Group. - Disclosures for valuation methods, significant estimates
and assumptions (notes 34, 37, 38 and 39).
The fair value of an asset or a liability is measured using
the assumptions that market participants would use -
F inancial instruments (including those carried at
when pricing the asset or liability, assuming that market amortised cost) (notes 6, 11, 12, 13, 16, 17, 19, 20 and 21).
participants act in their economic best interest.
- Q uantitative disclosure of fair value measurement
A fair value measurement of a non-financial asset takes hierarchy (note 35).
into account a market participant’s ability to generate
vii. Property, Plant and Equipment (Tangible assets)
economic benefits by using the asset in its highest and
best use or by selling it to another market participant that Property, Plant and Equipment is stated at cost of
would use the asset in its highest and best use. acquisition including attributable interest and finance
costs, if any, till the date of acquisition/ installation of the
The Group uses valuation techniques that are appropriate assets less accumulated depreciation and accumulated
in the circumstances and for which sufficient data is impairment losses, if any.
available to measure fair value, maximising the use of
relevant observable inputs and minimising the use of Subsequent expenditure relating to Property, Plant and
unobservable inputs. All assets and liabilities for which Equipment is capitalised only when it is probable that future
fair value is measured or disclosed in the financial economic benefits associated with the item will flow to the
statements are categorized within the fair value hierarchy, Group and the cost of the item can be measured reliably.
described as follows, based on the lowest level input that All other repairs and maintenance costs are charged to
is significant to the fair value measurement as a whole: the Statement of Profit and Loss as incurred. The cost
and related accumulated depreciation are eliminated
Level 1 - Quoted prices (unadjusted) in active markets for from the financial statements, either on disposal or when
identical assets or liabilities retired from active use and the resultant gain or loss are
Level 2 - Inputs other than quoted prices included within recognised in the Statement of Profit and Loss.
Level 1 that are observable for the asset or liability, either viii. Capital work-in-progress
directly (i.e. as prices) or indirectly (i.e. derived from
Capital work-in-progress, representing expenditure
prices)
incurred in respect of assets under development and not
Level 3 - Inputs for the assets or liabilities that are not ready for their intended use, are carried at cost. Cost
based on observable market data (unobservable inputs) includes related acquisition expenses, construction cost
and other direct expenditure.
For assets and liabilities that are recognised in the
financial statements on a recurring basis, the Group
Asset category Useful life (in years) Basis of determination of useful lives^
Buildings 60 Assessed to be in line with Schedule II to the Act.
Leasehold improvements Lease period or 5 years, Assessed to be in line with Schedule II to the Act.
whichever is lower
Plant and equipment (including tools and 3 to 21 Based on technical evaluation by management's
equipment) expert.
Vehicles 8 Assessed to be in line with Schedule II to the Act.
Office equipment 5 Assessed to be in line with Schedule II to the Act.
Furniture and fixtures 10 Assessed to be in line with Schedule II to the Act.
Computers 3 to 6 Assessed to be in line with Schedule II to the Act.
Intangible (Computer software) 5 Assessed to be in line with Schedule II to the Act.
^ Useful lives of asset classes determined by management estimate, which are generally higher than those prescribed under Schedule II to the
Act and are supported by the internal technical assessment of useful lives.
The estimated useful life and residual values are reviewed trades) are recognised on the trade date i.e., the date that
at each financial year end and the effect of any change the Group commits to purchase or sell the asset.
in the estimates of useful life/residual value is accounted
(ii) Subsequent Measurement
on prospective basis.
For purposes of subsequent measurement, financial
An asset’s carrying amount is written down immediately assets are classified in following categories:
to its recoverable amount if the asset’s carrying amount
is greater than its estimated recoverable amount. - Financial Assets at Amortised Cost
Depreciation on additions is provided on a pro-rata basis, Financial assets are subsequently measured at amortised
from the date on which asset is ready to use. cost if these financial assets are held within a business
model with an objective to hold these assets in order to
Gains and losses on disposals are determined by collect contractual cash flows and the contractual terms
comparing proceeds with carrying amount. These are of the financial asset give rise on specified dates to cash
accounted in the Statement of Profit and Loss under flows that are solely payments of principal and interest on
Other income/ Other expenses. the principal amount outstanding. Interest income from
xi. Financial Instruments these financial assets is included in finance income using
the effective interest rate (“EIR”) method. Impairment
A financial instrument is any contract that gives rise to
gains or losses arising on these assets are recognised in
a financial asset of one entity and a financial liability or
the Statement of Profit and Loss.
equity instrument of another entity.
- Financial Assets Measured at Fair Value
a. Financial Assets
(i) Initial Recognition Financial assets are subsequently measured at fair value
through OCI if these financial assets are held within a
In the case of financial assets, not recorded at fair
business model with an objective to hold these assets in
value through profit or loss (FVPL), financial assets are
order to collect contractual cash flows and to sell these
recognised initially at fair value plus transaction costs that
financial assets and the contractual terms of the financial
are directly attributable to the acquisition of the financial
asset give rise on specified dates to cash flows that are
asset. Purchases or sales of financial assets that require
solely payments of principal and interest on the principal
delivery of assets within a time frame established by
amount outstanding. Movements in the carrying amount
regulation or convention in the market place (regular way
are taken through OCI, except for the recognition of
impairment gains or losses, interest revenue and foreign
exchange gains and losses which are recognised in the b Equity Instruments and Financial Liabilities
Statement of Profit and Loss. Financial liabilities and equity instruments issued by the
Financial asset not measured at amortised cost or at fair value Group are classified according to the substance of the
through OCI is carried at FVPL. contractual arrangements entered into and the definitions
of a financial liability and an equity instrument.
(iii) Impairment of Financial Assets
(i) Equity Instruments
In accordance with Ind AS 109, the Group applies the
Expected Credit Loss (“ECL”) model for measurement An equity instrument is any contract that evidences a
and recognition of impairment loss on financial assets residual interest in the assets of the Group after deducting
and credit risk exposures. all of its liabilities. Equity instruments which are issued
for cash are recorded at the proceeds received, net of
The Group follows ‘simplified approach’ for recognition direct issue costs. Equity instruments which are issued
of impairment loss allowance on trade receivables. for consideration other than cash are recorded at fair
Simplified approach does not require the Group to track value of the equity instrument.
changes in credit risk. Rather, it recognises impairment
loss allowance based on lifetime ECL at each reporting (ii) Financial Liabilities
date, right from its initial recognition. - Initial Recognition
For recognition of impairment loss on other financial Financial liabilities are classified, at initial recognition,
assets and risk exposure, the Group determines that as financial liabilities at FVPL, loans and borrowings
whether there has been a significant increase in the and payables as appropriate. All financial liabilities are
credit risk since initial recognition. If credit risk has not recognised initially at fair value and, in the case of loans
increased significantly, 12-month ECL is used to provide and borrowings and payables, net of directly attributable
for impairment loss. However, if credit risk has increased transaction costs.
significantly, lifetime ECL is used. If, in a subsequent
- Subsequent Measurement
period, credit quality of the instrument improves such that
there is no longer a significant increase in credit risk since The measurement of financial liabilities depends on their
initial recognition, then the entity reverts to recognising classification, as described below:
impairment loss allowance based on 12-month ECL.
- Financial liabilities at FVPL
ECL is the difference between all contractual cash flows
Financial liabilities at FVPL include financial liabilities held
that are due to the group in accordance with the contract
for trading and financial liabilities designated upon initial
and all the cash flows that the entity expects to receive
recognition as at FVPL. Financial liabilities are classified
(i.e., all cash shortfalls), discounted at the original EIR.
as held for trading if they are incurred for the purpose of
Lifetime ECL are the expected credit losses resulting
repurchasing in the near term. Gains or losses on liabilities
from all possible default events over the expected life of
held for trading are recognised in the Statement of Profit
a financial instrument. The 12-month ECL is a portion of
and Loss.
the lifetime ECL which results from default events that are
possible within 12 months after the reporting date. Financial guarantee contracts issued by the Group are
those contracts that require a payment to be made to
ECL impairment loss allowance (or reversal) during the
reimburse the holder for a loss it incurs because the
period is recognised as income/expense in the Statement
specified debtor fails to make a payment when due in
of Profit and Loss.
accordance with the terms of a debt instrument. Financial
(iv) De-recognition of Financial Assets guarantee contracts are recognised initially as a liability
The Group de-recognises a financial asset only when the at fair value, adjusted for transaction costs that are
contractual rights to the cash flows from the asset expire, directly attributable to the issuance of the guarantee.
or it transfers the financial asset and substantially all risks Subsequently, the liability is measured at the higher of the
and rewards of ownership of the asset to another entity. amount of loss allowance determined as per impairment
requirements of Ind AS 109 and the amount recognised
If the Group neither transfers nor retains substantially less cumulative amortisation. Amortisation is recognised
all the risks and rewards of ownership and continues to as finance income in the Statement of Profit and Loss.
control the transferred asset, the Group recognizes its
retained interest in the assets and an associated liability - Financial liabilities at amortised cost
for amounts it may have to pay. After initial recognition, interest-bearing loans and
If the Group retains substantially all the risks and rewards borrowings are subsequently measured at amortised
of ownership of a transferred financial asset, the Group cost using the EIR method. Any difference between the
continues to recognise the financial asset and also proceeds (net of transaction costs) and the settlement or
recognises a collateralized borrowing for the proceeds redemption of borrowings is recognised over the term of
received. the borrowings in the Statement of Profit and Loss.
Amortised cost is calculated by taking into account any terms, or the terms of an existing liability are substantially
discount or premium on acquisition and fees or costs that modified, such an exchange or modification is treated as
are an integral part of the EIR. The EIR amortisation is de-recognition of the original liability and recognition of
included as finance costs in the Statement of Profit and a new liability. The difference in the respective carrying
Loss. amounts is recognised in the Statement of Profit and
Loss.
Where the Group issues optionally convertible debentures,
the fair value of the liability portion of such debentures is c Offsetting Financial Instruments
determined using a market interest rate for an equivalent Financial assets and financial liabilities are offset and the
non-convertible debenture. This value is recorded as a net amount is reported in the Balance Sheet if there is a
liability on an amortised cost basis until extinguished currently enforceable legal right to offset the recognised
on conversion or redemption of the debentures. The amounts and there is an intention to settle on a net basis to
remainder of the proceeds is attributable to the equity realise the assets and settle the liabilities simultaneously.
portion of the instrument. This is recognised and included
in shareholders’ equity (net of income tax) and are not xii. Employee Benefits
subsequently re-measured. a. Defined Contribution Plan
- Derivative financial instruments Contributions to defined contribution schemes such
as provident fund, employees’ state insurance, labour
The Group uses derivative financial instruments i.e. foreign welfare fund and superannuation scheme are charged
exchange forward and options contracts to manage as an expense based on the amount of contribution
its exposure to foreign exchange risks. Such derivative required to be made as and when services are rendered
financial instruments are initially recognized at fair value by the employees. Group’s provident fund contribution,
on the date on which a derivative contract is entered in respect of certain employees of the Company and its
into and are subsequently re-measured at fair value. The Indian subsidiaries is made to a government administered
Group uses hedging instruments that are governed by the fund, and charged as an expense to the Statement of
policies of the Group. Profit and Loss. The above benefits are classified as
Hedge Accounting Defined Contribution Schemes as the Group has no
further obligations beyond the monthly contributions.
The Group uses foreign currency forward and options
contracts to hedge its risks associated with foreign b. Defined Benefit Plan
currency fluctuations relating to highly probable forecast In respect of certain employees, provident fund
transactions. The Group designates such forward contracts contributions are made to a trust administered by the
in a cash flow hedging relationship by applying the hedge Group. The interest rate payable to the members of the
accounting principles. These forward contracts are stated trust shall not be lower than the statutory rate of interest
at fair value at each reporting date. Changes in the fair declared by the Central Government under the Employees
value of these forward contracts that are designated and Provident Funds and Miscellaneous Provisions Act, 1952
effective as hedges of future cash flows are recognized and shortfall, if any, shall be made good by the Group.
directly in OCI and accumulated under the hedging cash Accordingly, the contribution paid or payable and the
flow hedge reserve, net of applicable deferred income interest shortfall, if any, is recognised as an expense in the
taxes and the ineffective portion is recognized immediately period in which services are rendered by the employee.
to the statement of profit and loss. Amounts accumulated
The Group also provides for gratuity which is a defined
under the hedging cash flow hedge reserve are reclassified
benefit plan the liabilities of which are determined based
to the statement of profit and loss in the same period
on valuations, as at the balance sheet date, made by
during which the forecasted transaction affects to the
an independent actuary using the projected unit credit
statement of profit and loss. For forecasted transactions,
method. Re-measurement, comprising of actuarial gains
any cumulative gain or loss on the hedging instrument
and losses, in respect of gratuity are recognised in the
recognized under the hedging cash flow hedge reserve
OCI, in the period in which they occur. Re-measurement
is retained until the forecasted transaction occurs. If the
recognised in OCI are not reclassified to the Statement of
forecasted transaction is no longer expected to occur, the
Profit and Loss in subsequent periods. Past service cost
net cumulative gain or loss recognized under the hedging
is recognised in the Statement of Profit and Loss in the
cash flow hedge reserve is immediately transferred to the
year of plan amendment or curtailment. The classification
statement of profit and loss.
of the Group’s obligation into current and non-current is
- De-recognition of Financial Liabilities as per the actuarial valuation report.
Financial liabilities are de-recognised when the obligation In case of foreign subsidiaries, the post-employment
specified in the contract is discharged, cancelled or benefit plan, in the form of a pension, qualify as defined
expired. When an existing financial liability is replaced by benefit plans. For the purposes of determining the defined
another from the same lender on substantially different benefit obligation at the reporting date, the total defined
benefit obligations, made by an independent actuary xvi. Foreign Exchange Translation of Foreign Projects
using the projected unit credit method, are compared to and Accounting of Foreign Exchange Transaction
the fair value of the plan assets and resultant surplus or a. Initial Recognition
shortfall is recognised as an asset or liability, respectively.
Foreign currency transactions are initially recorded in the
Re-measurement, comprising of actuarial gains and
reporting currency, by applying to the foreign currency
losses, in respect of this pension plan are recognised in
amount the exchange rate between the reporting currency
the OCI, in the period in which they occur.
and the foreign currency at the date of the transaction.
c. Leave entitlement and compensated absences
b. Conversion
Accumulated leave which is expected to be utilised
Monetary assets and liabilities denominated in foreign
within next twelve months, is treated as short-term
currencies are reported using the closing rate at the
employee benefit. Leave entitlement, other than short
reporting date. Non-monetary items which are carried in
term compensated absences, are provided based on a
terms of historical cost denominated in a foreign currency
actuarial valuation, similar to that of gratuity benefit. Re-
are reported using the exchange rate at the date of the
measurement, comprising of actuarial gains and losses, in
transaction.
respect of leave entitlement are recognised in the Statement
of Profit and Loss in the period in which they occur. c. Treatment of Exchange Difference
d. Short-term Benefits Exchange differences arising on settlement/ restatement
of foreign currency monetary assets and liabilities of
Short-term employee benefits such as salaries, wages,
the Group are recognised as income or expense in the
performance incentives etc. are recognised as expenses
Statement of Profit and Loss.
at the undiscounted amounts in the Statement of Profit
and Loss of the period in which the related service is xvii. Revenue Recognition
rendered. Expenses on non-accumulating compensated a. Contract Revenue
absences is recognised in the period in which the
The Group derives revenues primarily from providing
absences occur.
construction services.
xiii. Inventories
Effective 1 April 2019, the Group adopted Ind AS 115
a. Construction materials are valued at lower of cost and “Revenue from Contracts with Customers” using the
net realisable value. Cost is determined on a weighted cumulative catch-up transition method, applied to
average method and comprises the purchase price contracts that were not completed as of 1 April 2019.
including duties and taxes (other than those subsequently In accordance with the cumulative catch-up transition
recoverable by the Group from the taxing authorities). method, the comparatives have not been retrospectively
Net Realisable value is the estimated selling price in the adjusted. The effect on adoption of Ind AS 115 was
ordinary course of business, less the estimated cost insignificant. On account of adoption of Ind AS 115,
necessary to make the sale. unbilled work-in-progress (contract asset) has been
b. Spares that are of regular use are charged to the statement considered as non-financial asset.
of profit and loss as and when consumed. Revenue is recognized upon transfer of control of
xiv. Cash and Cash Equivalents promised products or services to customers in an amount
that reflects the consideration we expect to receive in
Cash and cash equivalents in the Balance Sheet
exchange for those products or services.
comprises of cash at banks and on hand and short-term
deposits with an original maturity of three month or less, Revenue from construction services, where the
which are subject to an insignificant risk of changes in performance obligations are satisfied over time and where
value. there is no uncertainty as to measurement or collectability
of consideration, is recognized as per the percentage-of-
xv. Segment Reporting
completion method. The percentage-of-completion of a
Operating segments are reported in a manner consistent contract is determined by the proportion that contract
with the internal reporting provided to the chief operating costs incurred for work performed upto the reporting date
decision maker. The chief operating decision maker bear to the estimated total contract costs. When there is
regularly monitors and reviews the operating result of the uncertainty as to measurement or ultimate collectability,
whole Group as one segment of “Construction”. Thus, as revenue recognition is postponed until such uncertainty
defined in Ind AS 108 “Operating Segments”, the Group’s is resolved.
entire business falls under this one operational segment
and hence the necessary information has already been Transaction price is the amount of consideration to
disclosed in the Balance Sheet and the Statement of which the Group expects to be entitled in exchange for
Profit and Loss. transferring good or service to a customer excluding
amounts collected on behalf of a third party and is
adjusted for variable considerations.
Contract revenue earned in excess of certification are In case of Unincorporated Entities in the nature of a
classified as contract assets (which we refer as unbilled Joint Operation; the Group recognises its direct right
work-in-progress) while certification in excess of contract to the assets, liabilities, contingent liabilities, revenues
revenue are classified as contract liabilities (which we and expenses of joint operations and its share of any
refer to as due to customer). Advance payments received jointly held or incurred assets, liabilities, revenues and
from contractee for which no services are rendered are expenses. These have been incorporated in the financial
presented as ‘Advance from contractee’. statements under the appropriate headings.
Due to the nature of the work required to be performed c. Other Income
on many of the performance obligations, the estimation of a. Interest Income
total revenue and cost of completion is complex, subject
Interest income is accrued on a time proportion basis, by
to many variables and requires significant judgment.
reference to the principal outstanding and the applicable
Variability in the transaction price arises primarily due
Effective Interest Rate (EIR).
to liquidated damages, price variation clauses, changes
in scope, incentives, if any. The Group considers its b. Other Income
experience with similar transactions and expectations Other items of income are accounted as and when the
regarding the contract in estimating the amount of variable right to receive such income arises and it is probable
consideration to which it will be entitled and determining that the economic benefits will flow to the Group and the
whether the estimated variable consideration should be amount of income can be measured reliably.
constrained. The Group includes estimated amounts in
the transaction price to the extent it is probable that a xviii. Income Tax
significant reversal of cumulative revenue recognised Income tax expense comprises of current tax expense and
will not occur when the uncertainty associated with the net change in the deferred tax asset or liability during
the variable consideration is resolved.The estimates of the period. Current and deferred taxes are recognised in
variable consideration are based largely on an assessment the Statement of Profit and Loss, except when they relate
of anticipated performance and all information (historical, to items that are recognised in other comprehensive
current and forecasted) that is reasonably available. income or directly in equity, in which case, the current and
deferred tax are also recognised in other comprehensive
Contract modifications are accounted for when additions,
income or directly in equity, respectively.
deletions or changes are approved either to the contract
scope or contract price. The accounting for modifications a. Current Tax
of contracts involves assessing whether the services Current income tax is recognised based on the estimated
added to an existing contract are distinct and whether the tax liability computed after taking credit for allowances
pricing is at the standalone selling price. Services added and exemptions in accordance with the Income Tax
that are not distinct are accounted for on a cumulative Act, 1961. Current income tax assets and liabilities are
catch up basis, while those that are distinct are accounted measured at the amount expected to be recovered from
for prospectively, either as a separate contract, if the or paid to the taxation authorities. The tax rates and tax
additional services are priced at the standalone selling laws used to compute the amount are those that are
price, or as a termination of the existing contract and enacted or substantively enacted, at the reporting date.
creation of a new contract if not priced at the standalone
selling price Advance taxes and provisions for current income taxes
are presented in the balance sheet after off-setting
The Group presents revenues net of indirect taxes in its advance tax paid and income tax provision arising in the
Statement of Profit and Loss. same tax jurisdiction and where the relevant tax paying
Costs to obtain a contract which are incurred regardless units intends to settle the asset and liability on a net basis.
of whether the contract was obtained are charged-off in b. Deferred Tax
the statement of Profit & Loss immediately in the period
Deferred tax is determined by applying the Balance
in which such costs are incurred.
Sheet approach. Deferred tax assets and liabilities are
b. Share of profit and loss from unincorporated recognised for all deductible temporary differences
entities in the nature of Subsidiary, Joint Venture or between the financial statements’ carrying amount of
Joint Operations existing assets and liabilities and their respective tax
In case of Unincorporated Entities in the nature of base. Deferred tax assets and liabilities are measured
subsidiary / joint venture, share of profit and loss are using the enacted tax rates or tax rates that are
recognised in the Statement of Profit and Loss as and substantively enacted at the Balance Sheet date. The
when the right to receive the profit share or obligation to effect on deferred tax assets and liabilities of a change
settle the loss is established. in tax rates is recognised in the period that includes the
enactment date. Deferred tax assets are only recognised
to the extent that it is probable that future taxable profits
will be available against which the temporary differences The lease liability is initially measured at amortized cost
can be utilised. Such assets are reviewed at each Balance at the present value of the future lease payments. The
Sheet date to reassess realisation. future lease payments are discounted using the interest
rate implicit in the lease or, if not readily determinable,
Deferred tax assets and deferred tax liabilities are
using the incremental borrowing rates. For a lease with
offseted if a legally enforceable right exists to set off
reasonably similar characteristics, the Group, on a
current tax assets against current income tax liabilities
lease by lease basis, may adopt either the incremental
and the deferred taxes relate to the same taxable entity
borrowing rate specific to the lease or the incremental
and the same taxation authority.
borrowing rate for the portfolio as a whole.
Deferred tax assets include Minimum Alternative Tax
Right-of-use assets and Lease liabilities have been
(MAT) paid in accordance with the tax laws in India,
separately presented in the Balance Sheet. Further, lease
to the extent it would be available for set off against
payments have been classified as financing cash flows.
future current income tax liability. Accordingly, MAT is
recognised as deferred tax asset in the balance sheet xx. Impairment of Non-Financial Assets
when the asset can be measured reliably and it is probable As at each Balance Sheet date, the Group assesses
that the future economic benefit associated with the asset whether there is an indication that a non-financial asset
will be realised. may be impaired and also whether there is an indication
xix. Leases of reversal of impairment loss recognised in the previous
periods. If any indication exists, or when annual
Effective 1 April 2019, the Group has adopted Ind AS
impairment testing for an asset is required, the Group
116, “Leases” using the modified retrospective approach,
determines the recoverable amount and impairment
as a result of which the comparative information is not
loss is recognised when the carrying amount of an asset
required to be restated.
exceeds its recoverable amount.
The Group’s lease asset classes primarily consist of
Recoverable amount is determined:
leases for buildings and vehicles. The Group assesses
whether a contract contains a lease, at inception of a - In case of an individual asset, at the higher of the assets’
contract. A contract is, or contains, a lease if the contract fair value less cost to sell and value in use; and
conveys the right to control the use of an identified asset
- In case of cash generating unit (a group of assets that
for a period of time in exchange of the consideration.
generates identified, independent cash flows), at the
At the date of the commencement of the lease, the higher of cash generating unit’s fair value less cost to
Group recognises a right-of-use asset representing its sell and value in use.
right to use the underlying asset for the lease term and a
In assessing value in use, the estimated future cash
corresponding lease liability for all the lease arrangements
flows are discounted to their present value using pre-tax
in which it is a lease, except for leases with a term of
discount rate that reflects current market assessments of
twelve months or less (short-term leases) and low value
the time value of money and risk specified to the asset.
leases. For these short-term and low value leases, the
In determining fair value less cost to sell, recent market
Group recognises the lease payments as an operating
transaction are taken into account. If no such transaction
expense on a straight-line basis over the term of the lease.
can be identified, an appropriate valuation model is used.
The right-of-use assets are initially recognised at cost,
Impairment losses of continuing operations, including
which comprises the initial amount of the lease liability
impairment on inventories, are recognised in the
adjusted for any lease payments made at or prior to the
Statement of Profit and Loss, except for properties
commencement date of the lease. They are subsequenty
previously revalued with the revaluation taken to OCI. For
measured at cost less accumulated depreciation and
such properties, the impairment is recognised in OCI up
impairment losses. Right-of-use assets are depreciated
to the amount of any previous revaluation.
from the commencement date on a straight-line basis
over the shorter of the lease term and useful life of the When the Group considers that there are no realistic
underlying asset. The estimated useful life of the assets prospects of recovery of the asset, the relevant amounts
are determined on the same basis as those of property, are written off. If the amount of impairment loss
plant and equipment. subsequently decreases and the decrease can be related
objectively to an event occurring after the impairment was
Right-of-use assets are evaluated for recoverability
recognised, then the previously recognised impairment
whenever events or changes in circumstances indicate
loss is reversed through the Statement of Profit and Loss.
that their carrying amounts may not be recoverable.
Carrying amount of right-of-use asset is written down xxi. Earnings Per Share
immediately to its recoverable amount if the asset’s Basic earnings per share is computed by dividing
carrying amount is greater than its estimated recoverable the net profit or loss for the period attributable to the
amount. equity shareholders of the Group by the weighted
168
FINANCIAL STATEMENTS
as at and for the year ended 31 March 2022
3B Right-of-use-asset
The details of the right-of-use asset are as follows:
(` lakhs)
Plant and
Land Buildings Total
equipment
Gross carrying value
As at 1 April 2020 902.30 3,930.87 4,099.11 8,932.28
Additions/Adjustments 777.41 34.90 167.34 979.65
Disposals - (12.99) - (12.99)
As at 31 March 2021 1,679.71 3,952.78 4,266.45 9,898.94
Additions/Adjustments 93.73 215.08 1,605.53 1,914.34
Disposals (1,395.67) (349.32) (180.17) (1,925.16)
As at 31 March 2022 377.77 3,818.54 5,691.81 9,888.12
Accumulated depreciation
As at 1 April 2020 657.87 613.40 1,431.12 2,702.39
Depreciation charge 776.12 621.49 1,506.61 2,904.22
Accumulated depreciation on disposals - (9.11) - (9.11)
As at 31 March 2021 1,433.99 1,225.78 2,937.73 5,597.50
Depreciation charge 114.40 659.59 1,162.71 1,936.70
Accumulated depreciation on disposals (1,395.67) (222.13) (180.17) (1,797.97)
As at 31 March 2022 152.72 1,663.24 3,920.27 5,736.23
Net carrying value
As at 31 March 2021 245.72 2,727.00 1,328.72 4,301.44
As at 31 March 2022 225.05 2,155.30 1,771.54 4,151.89
Note:
Refer Note 39 for the disclosures related to Ind AS 116 - Leases.
As at 31 March 2021
` in lakhs
Amount in CWIP for a period of
Particulars Total
Less than 1 year 1-2 years 2-3 years More than 3 years
Projects in progress 4,750.00 391.00 - - 5,141.00
Projects temporarily suspended (Refer note below) - - - 196.02 196.02
Total as at 31 March 2021 4,750.00 391.00 - 196.02 5,337.02
Note: Projects temporarily suspended represents expenses incurred for the construction of a plant depot wherein the work was suspended due
to the pending requisite approval from regulatory authorities. The requisite approvals have been received subsequent to 31 March 2022 and the
project is expected to be completed by year ending 31 March 2023.
* Being unincorporated entities, the Holding Company is not require to have any investment in these entities as per the joint venture agreement.
^ Receivables from unincorporated entities representing groups’s net investment in the entities.
# Includes ` 57.49 lakhs (31 March 2021 : ` 57.49 lakhs) representing fair value of financial guarantee.
Details:
Aggregate value of non-current investments is as follows:
` in lakhs
As at As at
31 March 2022 31 March 2021
(i) Aggregate carrying value of unquoted investments 11,285.55 19,366.26
(ii) Aggregate value of quoted investments and market value thereof - -
(iii) Aggregate value of Impairment of investments - -
11,285.55 19,366.26
(i) Investments carried at deemed cost 11,285.55 19,366.26
(ii) Investments carried at amortised cost - -
(iii) Investments carried at fair value through profit and loss - -
11,285.55 19,366.26
iii. Income tax expense in the Statement of Profit and Loss comprises:
` in lakhs
Year ended Year ended
31 March 2022 31 March 2021
Current income taxes 2,601.84 771.90
Deferred income tax credit (159.77) (366.75)
Income tax expenses in Statement of Profit and Loss (net) 2,442.07 405.15
Deferred income tax charge in Other Comprehensive Income 67.21 50.31
Income tax expenses (net) 2,509.28 455.46
iv. A reconciliation of the income tax provision to the amount computed by applying the statutory income tax rate
to the profit before income taxes is as below:
` in lakhs
Year ended Year ended
31 March 2022 31 March 2021
Profit before income tax 9,376.17 2,000.38
Applicable income tax rate 25.17% 25.17%
Computed expected tax expense 2,359.79 503.46
Effect of expenses not allowed for tax purpose (5.70) (158.59)
Effect of income not considered for tax purpose (848.99) (852.39)
Effect of items on which deferred tax assets not recognised 1,409.27 782.86
Tax adjustments for earlier years (933.05) -
Effect of difference in tax rates of entities within Group 460.75 129.81
Income tax expense charged to the Statement of Profit and Loss 2,442.07 405.15
v. Components of deferred income tax assets and liabilities arising on account of temporary differences are:
` in lakhs
As at As at
31 March 2022 31 March 2021
(a) Deferred tax assets
Impairment allowance of financial assets 1,549.52 1,335.12
Expenses allowable on payment basis 1,469.23 1,520.35
Other temporary differences 100.25 140.93
3,119.00 2,996.40
(b) Deferred tax liability
Timing difference on amount of depreciation on tangible assets and intangible assets 2,512.60 2,482.56
2,512.60 2,482.56
NOTE 9 INVENTORIES
` in lakhs
As at As at
31 March 2022 31 March 2021
Construction materials 36,250.11 31,045.02
Spares 3,772.73 2,684.31
Total inventories 40,022.84 33,729.33
As at 31 March 2022
` in lakhs
Outstanding for following periods from the date of transaction
Less than 6 months Moret than Total
Not due 1-2 years 2-3 Years
6 months -1 year 3 years
(i) Undisputed trade receivables- considered good 30,331.14 22,759.60 1,588.26 3,249.20 1,092.54 1,917.49 60,938.23
(ii) Undisputed trade receivables which have - - - - - - -
significant increase in credit risk
(iii) Undisputed trade receivables - credit impaired 189.65 133.15 12.13 16.33 40.23 2,658.11 3,049.60
(iv) Disputed trade receivables-considered good 0.07 347.97 3.65 246.46 172.73 478.46 1,249.34
(v) Disputed trade receivables which have - - - - - - -
significant increase in credit risk
(vi) Disputed trade receivables - credit impaired - 2.18 0.02 1.54 1.08 1,287.14 1,291.96
Total as at 31 March 2022 30,520.86 23,242.90 1,604.06 3,513.53 1,306.58 6,341.20 66,529.13
As at 31 March 2021
` in lakhs
Outstanding for following periods from the date of transaction
Less than 6 months Moret than Total
Not due 1-2 years 2-3 Years
6 months -1 year 3 years
(i) Undisputed trade receivables- considered good 20,690.15 25,851.65 1,542.41 3,219.77 388.38 394.15 52,086.51
(ii) Undisputed trade receivables which have - - - - - - -
significant increase in credit risk
(iii) Undisputed trade receivables - credit impaired 141.14 158.45 7.69 293.01 121.13 2,168.46 2,889.88
(iv) Disputed trade receivables-considered good 99.15 695.76 - 12.33 79.53 112.66 999.43
(v) Disputed trade receivables which have - - - - - - -
significant increase in credit risk
(vi) Disputed trade receivables - credit impaired 0.68 4.75 - 498.16 145.54 534.31 1,183.44
Total as at 31 March 2021 20,931.12 26,710.61 1,550.10 4,023.27 734.58 3,209.58 57,159.26
Note 13.1 There are no amounts due and outstanding to be credited to the Investor Education and Protection Fund as at each
reporting period.
a. Reconciliation of the equity shares outstanding at the beginning and at the end of the reporting year
Number ` lakhs
As at 1 April 2020 17,17,87,584 1,717.88
Issued during the year - -
As at 31 March 2021 17,17,87,584 1,717.88
Issued during the year - -
As at 31 March 2022 17,17,87,584 1,717.88
As per records of the Holding Company, including its register of shareholders/members and other declarations received
from shareholders regarding beneficial interest, the above shareholding represents both legal and beneficial ownership
of shares.
e. Shareholding of promoters:
Sr No. of shares as at No. of shares As at % change during
Promoter’s Name % of total shares % of total shares
No 31 March 2022 31 March 2021 year
1 Italian-Thai Development Public 8,01,13,180 46.64% 8,01,13,180 46.64% -
Company Limited, Thailand
f. Bonus shares/ buy back/shares for consideration other than cash issued during past five years:
(i) Aggregate number and class of shares allotted as fully paid up pursuant to contracts without payment being received
in cash - Nil
(ii) Aggregate number and class of shares allotted as fully paid up by way of bonus shares - Nil
(iii) Aggregate number and class of shares bought back - Nil
g. Out of the total issued capital, 25,260 (31 March 2021: 25,260) equity shares of `1 each have been kept in abeyance pending
final settlement of rights issues.
h. he Board of Directors of the Holding Company has recommended equity dividend of ` 0.45 per share (31 March 2021:
T
` 0.12 per share) for the year ended 31 March 2022. (Refer note 42)
NOTE 16 BORROWINGS
` in lakhs
As at As at
31 March 2022 31 March 2021
Non-current portion:
Secured
Rupee Term loans
From Banks (Refer note 16.1) 6,384.11 7,508.47
Plant loans
From Banks (Refer note 16.2) 2,351.87 1,187.54
Total non-current borrowings 8,735.98 8,696.01
Current maturities of long-term debts
Secured
Rupee Term loans
From Banks (Refer note 16.1) 2,524.21 919.85
Plant loans
From Banks (Refer note 16.2) 1,177.94 966.29
Total current maturities of long-term debts 3,702.15 1,886.14
Total borrowings 12,438.13 10,582.15
` in lakhs
Other assets Liabilities from financing activities
Cash and Cash Non-current Total
Current borrowings
equivalents borrowings
Net debt as at 1 April 2020 (23,690.04) 2,983.71 46,494.71 25,788.38
Cash flows (net) 10,956.96 7,607.24 (15,917.74) 2,646.46
Interest expense - 327.33 5,105.56 5,432.89
Interest paid - (308.05) (5,318.61) (5,626.66)
Net debt as at 31 March 2021 (12,733.08) 10,610.23 30,363.92 28,241.07
Cash flows (net) (25,827.23) 1,855.98 8,739.57 (15,231.68)
Interest expense - 981.23 4,160.94 5,142.17
Interest paid - (974.16) (4,144.48) (5,118.64)
Net debt as at 31 March 2022 (38,560.31) 12,473.28 39,119.95 13,032.92
Note 16.4: Details of stock statement submitted to banks where borrowings have been availed based on security of
current assets and a reconciliation thereof to books of accounts
` lakhs
Amounts
Reason for material
Name of Banks Quarter Ended Particulars Disclosed as per As per books of
Difference variances
statement accounts
IDBI Bank 31 December 2021 Inventory 34,004.90 34,004.90 -
Indian Bank Trade Receivables 65,314.17 62,614.59 2,699.58 Refer Note 16.4.1 below
Bank of Baroda Work-in-progress 81,342.50 81,342.50 -
Union Bank of India 30 September 2021 Inventory 32,814.95 32,814.95 -
Federal Bank Trade Receivables 60,642.88 56,740.10 3,902.78 Refer Note 16.4.1 below
Axis Bank Work-in-progress 78,843.81 78,843.81 -
Punjab National 30 June 2021 Inventory 29,594.05 29,594.05 -
Bank Trade Receivables 55,012.98 52,120.25 2,892.73 Refer Note 16.4.1 below
Central Bank of Work-in-progress 78,610.13 78,610.13 -
India Inventory
31 March 2021 27,006.06 27,128.14 (122.08)
Bank of India Refer Note 16.4.2 below
Work-in-progress 66,494.81 65,651.19 843.62
Bank of Bahrain Trade Receivables 57,873.98 52,205.83 5,668.15 Refer Note 16.4.1 below
and Kuwait
31 December 2020 Inventory 24,981.11 24,981.11 -
IDFC First Bank
Trade Receivables 47,830.37 45,270.21 2,560.16 Refer Note 16.4.1 below
Exim Bank
Work-in-progress 74,282.27 74,282.27 -
Bank of
30 September 2020 Inventory 23,096.46 23,096.46 -
Maharashtra
Trade Receivables 41,590.06 39,473.72 2,116.34 Refer Note 16.4.1 below
Canara Bank
Work-in-progress 65,175.80 65,175.80 -
IndusInd Bank
30 June 2020 Inventory 21,993.83 21,993.83 -
Trade Receivables 41,858.66 37,155.85 4,702.81 Refer Note 16.4.1 below
Work-in-progress 58,245.32 58,245.32 -
Notes:
Note 16.4.1: Difference is on account of income tax deduced at source (‘TDS’) by clients from running account bills and considered
as trade receivables pending receipt of TDS certificate for the purposes of submission of quarterly statements to banks.
Note 16.4.2: Difference is on account of submissions of quarterly statements being made before financial reporting closure process.
Note 16.4.3: The statement for the quarter ended 31 March 2022 was not submitted as at date of the financial statements.
Accordingly, disclosure thereof has not been included above.
Note:
Refer note 39 for the disclosures related to Ind AS 116 - Leases
NOTE 18 PROVISIONS
` in lakhs
As at As at
31 March 2022 31 March 2021
Non-current
Provision for employee benefits (Refer note 34)
- Gratuity 1,792.39 2,050.06
- Leave entitlement and compensated absences 1,919.00 1,963.65
Total non-current provisions 3,711.39 4,013.71
Current
Provision for employee benefits (Refer note 34)
- Gratuity 841.84 826.88
- Leave entitlement and compensated absences 249.47 222.56
Total current provisions 1,091.31 1,049.44
Total provisions 4,802.70 5,063.15
Other loans:
- Cash credit facilities, repayable on demand (Refer note 19.1) 5,940.44 2,528.36
- Working capital demand loans, repayable on demand (Refer note 19.2) 28,641.00 24,892.83
- Bill discounting (Refer note 19.3) 946.83 -
35,528.27 27,421.19
Unsecured
- Bill discounting (Refer note 19.4) 3,544.22 2,911.73
3,544.22 2,911.73
Total current borrowings 42,774.64 32,219.06
Note 20.2 Trade payables are normally non-interest bearing and settled as per the payment terms stated in the contract.
` lakhs
Less than More than 3
Particulars Unbilled Dues 1-2 Years 2-3 years Total
one year years
(i) MSME - 1,387.38 88.44 8.13 6.08 1,490.03
(ii) Others 18,699.64 44,894.72 3,384.05 2,943.54 1,280.18 71,202.13
(iii) Disputed dues- MSME - - - - - -
(iv) Disputed dues- Others - - - - - -
Total as at 31 March 2021 18,699.64 46,282.10 3,472.49 2,951.67 1,286.26 72,692.16
* The Company pays commission on bank guarantees on quarterly, yearly or upfront basis depending on the terms of sanction of Banks. Accordingly,
Company makes the BG commission payment to Banks as and when due for the unexpired BG on case to case basis as per sanction terms.
*This expenditure includes an unspent amount of Rs 25 Lakh pertaining to the FY 2019-20, which was spent in the FY 2020-21.
c. Amount of shortfall at the end of the year ended 31 March 2022 out of the amount required to be spent during the year : Nil
d. Total of previous years’ shortfall : Nil
e. Reason for shortfalls : NA
f. Nature of CSR activities undertaken : Education, Health care, Rural development and Covid 19 relief activities.
NOTE 31 :
The Group’s trade receivables and unbilled work-in-progress as at 31 March 2022 include amount aggregating ` 1,295.99 lakhs
and ` 14,947.94 lakhs, respectively, which represent various receivables/ claims which have been raised based on the terms and
conditions implicit in the contracts of certain completed/ nearing completion projects. These receivables/ claims are mainly in
respect of cost over-run arising due to client caused delays, suspension of projects, deviation in design and change in scope of
work; for which Group is at various stages of negotiations/ discussions/ arbitration/ litigation with the clients. Considering the
contractual tenability, progress of negotiations/ discussions/arbitration/ litigations and as legally advised in certain contentious
matters, the management is confident of recovery of these receivables.
^ Pursuant to the Joint Venture Project Implementation Management Agreement entered between ITD Cementation India Limited and Italian-Thai
Development Public Company Limited in respect of the five (5) projects being executed by ITD Cemindia JV, ITD Cementation India Limited will
effectively have 100% share in the profit/ (loss) of these projects. These projects are accordingly accounted for in the consolidated financial statements.
However, ITD Cementation India Limited and Italian-Thai Development Public Company Limited will continue to share profit / (loss) in the other projects
of the Joint Venture in the ratio of 80% and 20% respectively.
187
CONSOLIDATED
SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES AND OTHER EXPLANATORY INFORMATION TO THE CONSOLIDATED
188
FINANCIAL STATEMENTS
as at and for the year ended 31 March 2022
Note 33.5 Additional information pursuant to para 2 of general instructions for the preparation of consolidated financial statements for the year
ended 31 March 2022
Net assets / (liablities) i.e
Share in other comprehensive Share in total comprehensive
total assets minus total Share in profit / (loss)
% of voting income income / (loss)
liabilities
Country of power as at
Name of the entity As % of As % of As % of
incorporation 31 March As % of
2022 consolidated Amount Amount consolidated other Amount consolidated total Amount
consolidated
net assets / (` lakhs) (` lakhs) comprehensive (` lakhs) comprehensive (` lakhs)
profit / (loss)
(liabilities) income income
Additional information pursuant to para 2 of general instructions for the preparation of consolidated financial statements for the year ended 31 March 2021
NOTE 34: DISCLOSURE RELATING TO EMPLOYEE BENEFITS AS PER IND AS 19 ‘EMPLOYEE BENEFITS
A Defined benefit obligations - Gratuity
The gratuity plan is governed by the Payment of Gratuity Act, 1972 under which an employee who has completed five
years of service is entitled to specific benefits. The level of benefits provided depends on the member’s length of service
and salary at retirement age.
a) Changes in defined benefit obligations
` in lakhs
31 March 2022 31 March 2021
a) Changes in defined benefit obligations
Present value of obligation as at the beginning of the year 5,834.18 5,506.30
Interest cost (net) 399.64 376.08
Current service cost 448.15 461.40
Remeasurements - Net actuarial gains (282.74) (16.89)
Benefits paid from the fund (595.29) (492.71)
Present value of obligation as at the end of the year 5,803.94 5,834.18
b) Changes in fair value of plan assets
Plan assets at the beginning of the year 2,957.24 2,496.45
Interest income 202.57 170.50
Contribution by employer 620.87 600.00
Benefits paid from the fund (595.29) (492.71)
(Loss) / Return on plan assets (excluding interest income) (15.68) 183.00
Fair value of plan assets at the end of the year 3,169.71 2,957.24
c) Expenses recognised in the Statement of Profit and Loss^
Interest cost (net) 197.07 205.58
Current service cost 448.15 461.40
Total 645.22 666.98
d) Remeasurement (gains)/losses recognised in Other Comprehensive Income
Actuarial gains on obligation for the period (282.74) (16.89)
Loss / (gains) on plan assets 15.68 (183.00)
Total (267.06) (199.89)
e) Actuarial assumptions
Expected rate on plan assets 7.23% p.a. 6.83% p.a.
Discount rate 7.23% p.a. 6.83% p.a.
Salary escalation rate (over a long-term) 5.50% p.a. 5.50% p.a.
Mortality rate Indian assured Indian assured
lives mortality lives mortality
2012-14 Urban (2006-08)
Attrition rate :
- For ages 44 years and below 5.00% p.a. 5.00% p.a.
- For ages 45 years and above 2.50% p.a. 2.50% p.a.
The estimates of future salary increases, considered in actuarial valuation, take account of inflation, seniority, promotion
and other relevant factors, such as supply and demand in the employment market.
Further, the gratuity expense for the year includes expenses aggregating ` 20.63 lakhs (31 March 2021: ` 28.21 lakhs)
which have not been valued by an actuary.
Note 34: Disclosure relating to employee benefits as per Ind AS 19 ‘Employee Benefits (contd.)
The sensitivity analysis presented above may not be representative of the actual charge in the defined benefit obligation as it is unlikely
that the change in assumption would occur in isolation of one another as the assumptions may be correlated.
The plan assets have been primarily invested in Government securities and corporate bonds.
Note 34: Disclosure relating to employee benefits as per Ind AS 19 ‘Employee Benefits (contd.)
The principal assumptions used in determining the present value obligation of interest guarantee under the deterministic
approach are as follows:
As at As at
31 March 2022 31 March 2021
Discount rate 7.23% p.a. 6.85% p.a.
Guaranteed rate of return 8.10% p.a. 8.50% p.a.
During the year ended 31 March 2022, the Group has contributed ` 1,878.92 lakhs ( 31 March 2021: ` 1,690.18 lakhs)
C Defined contribution plans
` in lakhs
31 March 2022 31 March 2021
a) The Group has recognised the following amounts in the Statement of Profit and Loss:
Contribution to superannuation fund 1,137.05 939.96
b) The expenses for leave entitlement and compensated absences is recognized in the same manner as gratuity and
provision of ` 204.42 lakhs (31 March 2021: ` 239.52 lakhs) has been made during the year ended 31 March 2022.
D Current/ non-current classification
` in lakhs
As at As at
31 March 2022 31 March 2021
Gratuity
Current 841.84 826.88
Non-current 1,792.39 2,050.06
2,634.23 2,876.94
Leave entitlement and compensated absences
Current 249.47 222.56
Non-current 1,919.00 1,963.65
2,168.47 2,186.21
The carrying value and fair value of financial instruments by categories as at 31 March 2021 were as follows:
` lakhs
Fair value Derivative
Fair value
through Other Instruments Total carrying
Particulars Refer note Amortised cost through profit
Comprehensive in hedging value
or loss
Income relationship
Assets:
Other financial assets 6 5,694.84 - - - 5,694.84
Trade receivables 11 53,085.94 - - - 53,085.94
Cash and cash equivalents 12 12,733.08 - - - 12,733.08
Bank balances other than cash and 13 7,967.62 - - - 7,967.62
cash equivalents
Liabilities:
Borrowings 16,19 40,915.07 - - - 40,915.07
Lease liabilities 17 4,845.97 - - - 4,845.97
Trade payables 20 72,692.16 - - - 72,692.16
Other financial liabilities 21 9,284.26 - - 2.00 9,286.26
Service income:
ITD-ITDCem JV Unincorporated entity (joint venture) 12.40 93.44
C) Outstanding balances:
` in lakhs
As at As at
31 March 2022 31 March 2021
Balances - payable
Italian-Thai Development Public Company Limited Ultimate Parent Company 527.73 351.93
CEC-ITDCEM-TPL JV Unincorporated entity (joint venture) 1,120.00 1,120.00
ITD-ITDCem JV Unincorporated entity (joint venture) 874.62 617.70
ITD Cem - BBJ JV Unincorporated entity (joint venture) 0.84 -
2,523.19 2,089.63
Deemed Investment #
ITD-ITDCem JV # Unincorporated entity (joint venture) 8,780.60 18,448.23
ITD-ITDCem JV (Consortium of ITD-ITD Unincorporated entity (joint venture) 495.44 524.32
Cementation)
CEC-ITD Cem-TPL JV Unincorporated entity (joint venture) 2,009.51 393.71
11,285.55 19,366.26
Balances - receivable
Italian-Thai Development Public Company Limited Ultimate Parent Company 409.09 343.45
ITD Cem - BBJ JV Unincorporated entity (joint venture) - 0.05
409.09 343.50
Trade receivable
CEC-ITD Cem-TPL JV Unincorporated entity (joint venture) 56.59 354.52
ITD Cem - BBJ JV Unincorporated entity (joint venture) 1,242.86 686.45
1,299.45 1,040.97
# Receivables from unincorporated entities represent Group’s net investment in the entities, have been reclassified as deemed investment under
Ind AS. (Refer note 5.1)
The assumed movement in basis points for the interest rate sensitivity analysis is based on the currently observable market
environment, showing a significantly higher volatility than in prior years.
b Foreign currency risk
The Group has several balances in foreign currency and consequently the Group is exposed to foreign exchange risk. The
exchange rate between the rupee and foreign currencies has changed substantially in recent years, which has affected
the results of the Group, and may fluctuate substantially in the future. The Group evaluates exchange rate exposure arising
from foreign currency transactions and follows established risk management policies.
The following table analyses foreign currency risk as at 31 March 2022:
During the current year to mitigate the Group’s exposure to foreign currency risk, non-INR cash flows are monitored and
forward exchange contracts are entered into in accordance with the Group’s risk management policies. Generally, the
Group’s risk management procedures distinguish short-term foreign currency cash flows (due within 6 months) from
longer-term cash flows (due after 6 months).
The following table gives details in respect of outstanding foreign exchange forward contracts:
The foreign exchange forward contracts mature within 12 months. The table below analyses the derivative financial
instruments into relevant maturity groupings based on the remaining period as of the balance sheet date:
Sensitivity analysis
The Group’s exposure in foreign currency is not material and hence the impact of any significant fluctuation in the exchange
rates is not expected to have a material impact on the operating profits of the Group.
ii Credit risk
Credit risk arises from the possibility that the counter party may not be able to settle their obligations as agreed. The
maximum exposure of the financial assets are contributed by trade receivables and other financial assets.
a Trade receivable
Trade receivables are typically unsecured and are derived from revenue earned from two main classes of trade receivables
i.e receivables from sale to government corporations and receivables from sales to private third parties. A substantial
portion of the Group’s trade receivables are from government promoted corporations customers having strong credit
worthiness. Further, Group’s historical experience of collecting receivables is that credit risk is extremely low. Hence trade
receivables are considered to be a single class of financial assets.
For the year ended 31 March 2022, one (1) customer {31 March 2021: Two (2) customers}, individually, accounted for more
than 10% of the revenue.
The movement of the allowance for lifetime expected credit loss, including work-in-progress, is stated below:
` in lakhs
As at As at
31 March 2022 31 March 2021
Opening balance 5,132.28 3,989.03
Changes in loss allowances
Additions 913.94 1,143.25
Closing balance 6,046.22 5,132.28
` in lakhs
Less than More than
Particulars On demand 1 - 5 years Total
1 year 5 years
As at 31 March 2021
Borrowings 27,421.19 4,797.87 8,696.01 - 40,915.07
Trade payables - 72,692.16 - - 72,692.16
Interest accrued - 1,169.78 - - 1,169.78
Lease liabilities - 2,371.04 3,527.38 139.92 6,038.34
Other financial liabilities - 8,116.48 - - 8,116.48
Total 27,421.19 89,147.33 12,223.39 139.92 1,28,931.83
(ii) Revenue recognised during the year from opening balance of contract liability (i.e. due to customer) amounts to
` 3,499.03 lakhs (31 March 2021: ` 4,893.71 lakhs).
(iii) Revenue recognised during the year from the performance obligation satisfied upto previous year amounts to Nil (31
March 2021: Nil lakhs).
(d) There are no reconciliation items between revenue from contracts with customers and revenue recognised with contract
price.
(e) Cost to obtain or fulfil the contract:
i. Amount of amortisation recognised in Statement of Profit and Loss during the year : Nil
ii. Amount recognised as contract assets as at 31 March 2022 : Nil
(iii) The table below provides details regarding the contractual maturities of lease liabilties:
(` in lakhs)
Contractual cash flows
Lease Liabilities
Carrying amount Total 0-1 year 1-5 years 5 years and above
As at 31 March 2022 4,537.23 5,512.15 1,819.95 3,692.20 -
As at 31 March 2021 4,845.97 6,038.34 2,371.04 3,527.38 139.92
The Company recognised the following in the statement of profit and loss:
` in lakhs
Year ended Year ended
31 March 2022 31 March 2021
Amount recognised in the statement of profit and loss:
Depreciation expense on right-of-use assets (Refer note 4) 1,936.70 2,904.22
Interest expense on lease liabilities included in finance cost (Refer note 27) 490.38 702.95
Rent expense pertaining to leases of low-value assets - -
Rent expense pertaining to leases with less than twelve months of lease included under plant 26,205.10 18,521.39
hire expenses and rent expenses (Refer note 28)
In the long run, the Group’s strategy is continue to maintain a gearing ratio of less than 0.5.
(viii) The Group has not been declared wilful defaulter by any bank or financial institution or government or any government
authority.
(ix) The Group has complied with the number of layers prescribed under the Companies Act, 2013.
(x) The Group has not entered into any scheme of arrangement which has an accounting impact on the current or previous
financial year.
NOTE 43
Previous period figures have been regrouped / reclassified whereever necessary, to conform to the current period’s classification
in order to comply with the requirements of the amended Schedule III to the Companies Act 2013, effective 1 April 2021.
This is a summary of significant accounting policies and other explanatory information referred to in our audit report of even date
For Walker Chandiok & Co LLP For and on behalf of the Board of Directors
Chartered Accountants
Firm Registration No. 001076N/N500013