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Contents

Page

Board of Directors ........................................................................................................ 3


Chairman’s Address........................................................................................................... 5-6
Directors’ Report............................................................................................................. 7-23
Report on CSR & Sustainability Activities...................................................................... 24-30
Management Discussion and Analysis Report............................................................... 31-35
Corporate Governance Report...................................................................................... 36-47
Secretarial Audit Report................................................................................................ 48-51
Extract of Annual Return (Form No. MGT - 9)............................................................... 52-60
Related Party Transactions (Form No. AOC - 2)............................................................. 61-63
Annexure to Director’s Report....................................................................................... 64-65
Awards and Certificates................................................................................................. 66-67
Financial Highlights of Ircon............................................................................................... 68
Standalone Financial Statements
Auditor’s Report............................................................................................................ 70-78
Balance Sheet..................................................................................................................... 79
Statement of Profit & Loss ................................................................................................. 80
Cash Flow Statement ......................................................................................................... 81
Significant Accounting Policies - Note 1........................................................................ 82-85
Notes to Financial Statements - Notes 2 to 49............................................................ 86-121
C&AG Comments and Management Reply thereon......................................................... 122
Consolidated Financial Statements
Form No. AOC-1 (Statement containing salient features of the................................ 124-125
Financial Statement of subsidiaries/associate companies/joint ventures)
Auditors’ Report........................................................................................................ 126-133
Balance Sheet................................................................................................................... 134
Statement of Profit & Loss............................................................................................... 135
Cash Flow Statement........................................................................................................ 136
Significant Accounting Policies - Note 1.................................................................... 137-141
Notes to Financial Statements - Notes 2 to 52.......................................................... 142-179
C&AG Comments.............................................................................................................. 180

Annual Report 2014-15 I 1


Registered Office
C-4, District Centre, Saket, New Delhi-110017
Tel.: +91-11-29565666, Fax : +91-11-26522000 / 26854000
E-mail: [email protected] Website: www.ircon.org CIN: U45203DL1976GOI008171

Joint Statutory Auditors Cost Auditor


M/s. Vinod Kumar & Associates M/s. Chandra Wadhwa & Co.
Chartered Accountants Cost Accountants
&
M/s. T. R. Chadha & Co.
Chartered Accountants

Company Secretary Secretarial Auditor


Sumita Sharma M/s. Vishal Agarwal & Associates
Company Secretaries

Main Bankers
Indian Overseas Bank
State Bank of India
HDFC Bank

Corporate Office Building of Ircon at Saket, New Delhi

2 I Annual Report 2014-15


BOARD OF DIRECTORS
(As on the date of AGM 22.12.2015)

Chairman & Managing Director

Mohan Tiwari

Other Whole-time Directors

K. K. Garg Deepak Sabhlok Hitesh Khanna


Director Finance Director Projects Director Works

Part-time (Official) Directors

H. K. Kala Anjum Pervez

Annual Report 2014-15 I 3


Chairman’s
Address

Distinguished Shareholders, the Company. Therefore, proposal for enhancing the


It gives me immense pleasure in welcoming you all to this authorised share capital from present ` 25 crore to ` 100
39th Annual General Meeting of IRCON. This journey of crore has been included in the agenda for this AGM.
39 years was quite an eventful one, with moments
witnessing landmarks achieved and milestones crossed. New projects secured
I would now like to brief you about few highlights of the During the year 2014-15, your Company has secured three
year 2014-15, and recent developments in the Company. metro contracts, one for Delhi metro viz. Ballastless track
at Mukundpur to Lajpat Nagar section (CT-1) valued at
` 198 crore, and two for Kochi metro viz. Track works in
Financials two sections (KT-4 and KT-5R1) valued at ` 178 crore;
During 2014-15, your Company has achieved a turnover two highway projects of NHAI viz. four laning of Bikaner-
of `3122 crore and profit before tax of `844 crore, which Phalodi section of NH-15 in the State of Rajasthan, valued
is lower by 28% and 32% respectively as compared to at ` 646 crore and Shivpuri-Guna section of NH-3 in the
previous financial year. The decline had been primarily on State of Madhya Pradesh, valued at ` 721 crore; and two
account of delay in start of few major projects in domestic electrical projects under Restructured Accelerated Power
sector due to various clearances, and also lower Development and Reforms Programme (R-APDRP) in Uttar
contribution from foreign projects after the completion Pradesh, at a value of ` 731 crore.
of major foreign projects which had high margins as
compared to domestic projects. After the close of the financial year, your Company has
secured its first ever projects in two countries viz., a turn-
Dividend key project of Railway electrification and signalling systems
Despite reduction in profitability, your Company proposes for the Majuba Rail, in South Africa, at a value of ` 346
to maintain the total dividend for 2014-15 at ` 182.12 crore; and sub-station project in Bhutan at a value of
crore i.e. 920% of the paid-up share capital, which is ` 23 crore. In addition, one project has been secured in
31.43% of post-tax profits. The cumulative dividend paid Bangladesh, which is for construction of Khulna-Mongla
by the Company would stand at ` 939 crore. Port Rail Line, at a value of ` 971 crore. Your Company
has also secured two projects from Dedicated Freight
Corridor Corporation of India Limited in Western Corridor
Authorized Equity Share Capital viz. CTP-12 and CTP-13 with Ircon’s share of ` 2596 crore,
In view of business/ investment opportunities available and another project from NMDC Limited for construction
in public private partnership (PPP) / BoT model, it is of railway siding in the State of Chhattisgarh at a value of
considered appropriate to broaden the capital base of ` 283 crore.

Annual Report 2014-15 I 5


Incorporation of new Companies Your Company has spent an amount of ` 6.72 crore towards
During the period starting from 1st April 2014, two wholly Corporate Social Responsibility (CSR) initiatives. The CSR
owned subsidiaries (WOS) and two joint venture companies initiatives, aimed at conducting business in a sustainable
(JVCs) have been formed. manner, broadly comprise of activities in the field of health,
education, rural infrastructure development, environment,
‘Ircon PB Tollway Limited’ and ‘Ircon Shivpuri Guna sanitation and cleanliness, socio-economic development,
Tollway Limited’ have been incorporated as WOS on 30th and relief measures.
September 2014 and 12th May 2015 respectively, to
execute road projects of National Highways Authority of Future Outlook
India on Build-Operate-Transfer (BoT) basis in the State of
The initiatives of the Government in the arena of
Rajasthan and Madhya Pradesh.
infrastructure development like capacity augmentation of
‘Mahanadi Coal Railway Limited’ and ‘Jharkhand Central rail infrastructure, high speed railway lines, modernization
Railway Limited’ have been incorporated as JVCs on 31st of stations, dedicated freight corridor projects, and
August 2015, to implement coal connectivity projects opportunities in road sector would open up new vistas of
in the State of Odisha and Jharkhand. Another JVC, in growth for your Company.
association with NMDC Limited and Steel Authority of
India Limited, in the State of Chhattisgarh is in the process The new projects already secured in the ongoing year
of being incorporated. Ircon will have equity investment of (i.e. 2015-16) have taken the order book of the Company
26% in all these JVCs. to `19000 crore. This sizeable order book, coupled
with opportunities in offing in infrastructure sector, is
As of now, Ircon Group comprises four subsidiaries (viz. likely to give impetus to growth of the Company in the
Ircon Infrastructure & Services Limited, Indian Railway coming years.
Stations Development Corporation Limited, Ircon PB
Tollway Limited, Ircon Shivpuri Guna Tollway Limited) and Acknowledgements
five JVCs in India (viz. Ircon-Soma Tollway Private Limited,
I, on behalf of the Board of Directors, take this opportunity
Chhattisgarh East Railway Limited, Chhattisgarh East-
to record our earnest thanks to all our shareholders,
West Railway Limited, Mahanadi Coal Railway Limited,
customers, Railway Board and other Ministries, Embassies,
and Jharkhand Central Railway Limited). Your Company’s
Bankers, and all other stakeholders for their valuable
equity stake of 25% in Companhia Dos Caminhos De Ferro
advice, support, and trust. To conclude, I would also like
Da Beira SA (CCFB), a joint venture company which was
to express our appreciation for the sincere and dedicated
formed for execution of Beira Rail Concession Project in
services rendered by the employees of the Company,
Mozambique, would be divested in favour of entity owned
whose untiring efforts have been instrumental in the
by Government of Mozambique.
growth of your Company.
Corporate Governance, CSR and Sustainability
Your Company remains committed to good governance,
and complies with the requirements under the DPE Mohan Tiwari
Corporate Governance Guidelines, and other legal Chairman & Managing Director
requirements, except for appointment of independent (DIN 00191363)
directors and woman director which falls in the domain of Place: New Delhi
the Government. Date : 22.12.2015

6 I Annual Report 2014-15


Directors’ Report

Distinguished Shareholders B. Foreign Exchange Earnings and Outgo:


The Directors of your Company have pleasure in presenting The Company has earned a foreign exchange of ` 842
their 39th Report on the affairs of the Company for the crore during 2014-15 as compared to ` 2185 crore earned
financial year 2014-15. during 2013-14. The foreign exchange outgo stood at
` 424 crore during 2014-15 as compared to ` 1143 crore
Performance Highlights during 2013-14. Thus, the net foreign exchange earnings
During the financial year 2014-15, your Company achieved have decreased by 59.91% from ` 1042 crore in 2013-14
a total operating income of ` 2950 crore and profit before to ` 418 crore in 2014-15 due to completion of foreign
tax of ` 844 crore as compared to operating income of projects as stated above.
` 4067 crore and profit before tax of ` 1249 crore achieved
during the previous financial year. C. Dividend:
The decline of about 27.46% in operating income is mainly The Board of Directors (BoD) had declared in
on account of completion of foreign projects in Sri Lanka January 2015 an interim dividend of ` 79.184 crore
and Malaysia, though operating income from Indian @ ` 40/- per share i.e. 400% on the paid-up share capital
projects has registered an increase of 7.40% from ` 1930 of ` 19.796 crore, which was paid to the shareholders
crore in 2013-14 to ` 2073 crore in 2014-15. Accordingly, in February 2015. The BoD has recommended dividend
profit, being a function of turnover, has also decreased. @ ` 52 per share i.e. 520% on the paid-up share capital
for declaration by the shareholders, which would
Financial Highlights amount to ` 102.94 crore. With this, the total dividend
for the year 2014-15 would amount to ` 182.12 crore @
Some important indicators of financial performance of
` 92.00 for every ` 10 share which works out to 31.43%
the Company for the year 2014-15 vis-à-vis 2013-14 are
of the post-tax profits of ` 579.39 crore. After approval
given below:
and payment of the proposed dividend, the cumulative
dividend to shareholders up to 2014-15 will stand at
A. Financial Performance Indicators:
` 939.25 crore.
(` in Crore)

Sl. Particulars 2014-15 2013-14 Increase/ D. Appropriations / Tax Provisions / Reserves:


No. (De-
crease) (` in Crore)
[in %] Sl. Particulars 2014-15 2013-14
1. Total income 3122 4307 (27.52) No.
(Gross Sales)
2. Total Operating 2950 4067 (27.46) 1 Interim Dividend 79.18 100.96
income
2 Proposed Final Dividend 102.94 81.16
3. Operating income 877 2137 (58.95)
from Foreign 3 Tax on Interim Dividend 15.83 17.16
Projects
4. Operating income 2073 1930 7.40 4 Tax on Proposed final 20.96 14.56
from Indian dividend
Projects
5 Transfer to / (from) CSR (1.71) (1.19)
5. Profit before tax 844 1249 (32.40)
Activities Reserve
6. Profit after tax 579 907 (36.08)
7. Net worth 3354 2993 12.05 6 Transfer to General 362.19 693.85
8. Dividend 182.12 182.12 Nil Reserve

Annual Report 2014-15 I 7


Order Book B. New / On-going Foreign projects:
The Company secured works worth ` 5039 crore during Following four major projects, two in Bangladesh and one
the year 2014-15. The work load as on 31st March 2015 each in Algeria and Malaysia are in progress.
stood at ` 13293 crore as compared to ` 12071 crore as on
31st March 2014. Bangladesh
1. Construction of 2nd Bhairab Railway Bridge with
Operational Performance Approach Rail Lines (Lot-A) - being undertaken
A. Foreign Projects Completed: through unincorporated JV between your Company
and AFCONS viz. IRCON-AFCONS JV, at a total value of
Your Company completed following three projects in
` 223 crore (Ircon’s share).
Sri Lanka during 2014-15:
2. Design, Supply, Installation, Testing, and Commissioning
1. Re-construction of railway line from Pallai to
of Computer based Interlocking Colour Light Signalling
Kankesanthurai in Northern province of Sri Lanka, at a
System on turnkey basis at 11 stations between
value of ` 815 crore.
Ishurdi-Darsana section of Bangladesh, at a value of
2. Re-construction of Railway Line from Madhu Road to ` 60 crore.
Talai Mannar in Northern Province of Sri Lanka, at a
value of ` 793 crore. Algeria
3. Design, supply, installation, testing, and commissioning 3. Installation of a double track line (93 km) in Algeria
of signaling and telecommunication system for the awarded by ANESRIF, Government of Algeria, at a
entire railway network in northern province of Sri value of ` 1103 crore (USD 230 million) involving
Lanka (from Anuradhapura to Kankesanthurai and construction of second line and upgradation of
from Medawachchiya to Talaimannar Pier), at a value existing line from Oued Sly to Yellel in Algier – Oran
of ` 550 crore. section of Algerian Railways. The value of the contract

Inauguration of Madhu Road - Talai Mannar section in Sri Lanka

8 I Annual Report 2014-15


including additional works for realisation of double
line has been revised to ` 1882 crore.
Malaysia
4. Your Company continued to operate meter gauge
diesel electric locomotives on Malaysian Railway
System (KTMB) as per the lease and maintenance
contract at annual value of USD 6.988 million. The
contract has been extended up to 31st December
2015 at a total contract value of ` 84 crore.
C. Likely Foreign projects:
Concerted efforts are being made to secure contracts in
Oman, Bangladesh, Malaysia, Myanmar, and Sri Lanka.
Opening of Multi Functional Complex at Udaipur
D. Projects Completed in India:
During the year 2014-15, following three projects were E. New Projects in India:
completed in India: During 2014-15 your Company secured following major
1. Construction of Multi-functional complexes (MFCs), projects in India:
assigned by Ircon Infrastructure & Services Limited 1. Preparation and submission of Detailed Project
(IrconISL), at a value of ` 94 crore. Report, Land Acquisition and feasibility study of East-
2. Design, Engineering, manufacturing, supply to site, West Corridor between Gevra Road to Pendra Road in
construction, installation and Commissioning of the State of Chhattisgarh, for Chhattisgarh East-West
Railway siding for Kalisindh Power Project, Stage – I, Railway Limited, at a value of ` 72 crore.
Jhalawar for Rajasthan Rajya Vidyut Utpadan Nigam 2. Widening and Strengthening of existing Bikaner-
Limited (RVUN), at a value of ` 165 crore. Phalodi section to Four-lane from Km. 4.200 to Km.
3. Consultancy work for evaluation of assets installed by 55.250 and Two-Lane with paved shoulder from Km.
DAMPEL on Airport Express Line of Delhi MRTS, for 55.250 to Km. 163.500 of NH-15 on BOT (Toll) basis in
Delhi Metro Rail Corporation Limited (DMRC), at a the State of Rajasthan, for Ircon PB Tollway Limited, at
value of ` 8.55 crore. a value of ` 646 crore.

Rail- cum-Road Bridge at Patna, Bihar

Annual Report 2014-15 I 9


3. Four-laning of Shivpuri to Guna from Km 236.00 to Km Institute of Technology, Aizwal, Mizoram, at a value of
332.100 (Package-I) in the State of Madhya Pradesh ` 61 crore.
to be executed on BOT (Toll) on DBFOT pattern under
NHDP Phase-IV), for Ircon Shivpuri Guna Tollway F. On-going major Projects in India:
Limited, at a value of ` 721 crore.
The following are the on-going projects:
4. Detailed Project Report & Detailed Engineering Project 1. Design, and Construction of BG New Railway line from
Management & Construction of Coal Transportation Dharam to Qazigund (Dharam Qazigund) Km 100.88
System including associated Electrical Package for to Km 168 in the State of Jammu & Kashmir (J&K),
Darlipali Super Thermal Power project, Stage-I (2×800 including additional works, for Northern Railway, at a
MW), for NTPC Limited, at a value of ` 26 crore. value of ` 6743 crore.
5. The work of establishment of SCADA compatibility and 2. Setting up of new Rail Coach Factory at Rae Bareli,
improving quality of consumer supply in Meerut Town, including additional works, for Ministry of Railways, at
Ghaziabad Town, Moradabad Town, and Saharanpur a value of ` 2297 crore.
Town to be carried out under R-APDRP Part B scheme
on turnkey basis including supply of material, for 3. Construction of Corridor-I of East Corridor between
Paschimanchal Vidyut Vitran Nigam Limited (PVVNL), Kharsia to Dharamjaygarh in the State of Chhattisgarh,
at a value of ` 539 crore. for Chhattisgarh East Railway Limited, at a value of
` 1430 crore.
6. The work of system improvement, strengthening
and augmentation of distribution system to bring 4. Construction of steel super-structure and other
down AT&C losses and improve quality of consumer ancillary work of rail cum road bridge across river
supply of Meerut town of Uttar Pradesh, to be carried Ganga at Patna, for East Central Railway, at a value of
out under R-APDRP Part-B scheme on turnkey basis ` 1570 crore.
including supply of material, for PVVNL, at a total
5. Sivok-Rangpo New Rail Line Project, for North Frontier
value of ` 566 crore.
Railway, at a value of ` 1339 crore.
7. Contract KT-4: Design, Supply, Installation, Testing
and Commissioning of Ballastless Track of Standard 6. Construction of Road Over Bridges (RoBs) in Bihar
Gauge in elevated section of Aluva to Petta corridor (Phase – II) and Rajasthan, for Ministry of Railways and
of Kochi Metro Rail Limited, at a value of ` 162 crore. Government of Rajasthan or its various department/
local bodies respectively, at a value of ` 1159 crore
8. Contract CT-1-A – Supply, Installation, Testing and and ` 507 crore respectively.
Commissioning of Ballastless Track of Standard Gauge,
Part-1 Corridor of sections of Mukundpur – Lajpat 7. Construction / upgradation of Rural roads and bridges
Nagar (excluding) Line-7 in elevated and underground in 5 districts (Garhwa, Gumla, Ranchi, Lohardaga and
sections along with ballasted / ballastless tracks in Simdega) of Jharkhand – PMGSY Project at a value
Mukundpur Depot for Delhi MRTS Project of Phase- of ` 525 crore for Ministry of Rural Development,
III), for DMRC, at a value of ` 198 crore. Government of India and State Government of
Jharkhand.
9. Carrying out Topographical and Geo-Technical Survey,
Preparation of Master Plan for proposed campus, 8. R-APDRP – Part B Project under Jammu province
planning, designing and construction of boundary (Cluster – I, Jammu left), (Cluster-II, Jammu Right), and
wall and allied preparatory works, for the National (Cluster IV) (Akhnoor, Rajouri, Poonch, Udhampur,

A view of Rail Coach Factory, Rae Bareli

10 I Annual Report 2014-15


Doda, Kishtwar & Bhaderwah), for J&K Power Develop- infrastructure projects including planning, designing,
ment Department, at a total value of ` 682 crore. development, improvement etc. in the field of construction
of Multi Functional Complexes (MFCs), etc., to provide
9. Construction of rail link between Jayanagar (India) –
facilities and amenities to users of Indian Railway System,
Bijalpura (Nepal) (Gauge conversion) with extension
and to carry on the business of hire purchasing, leasing
up to Bardibas on India-Nepal Border, for East Central
of all kinds of moveable and immoveable properties, to
Railway, at a value of ` 447 crore.
provide consultancy for all kinds of engineering projects
10. Construction of Rail Link between Jogbani (Bihar) India including providing maintenance, support, and all kinds of
to Biratnagar (Nepal), for North Frontier Railway, at a services including social welfare measures, etc.
value of ` 239 crore.
During 2014-15, in addition to two consultancy projects
11. Railway Electrification work for Banihal-Baramulla secured from Ministry of External Affairs viz. preparation
section (137.73 Kms) part of Udhampur-Srinagar- of feasibility report and Detailed Project Report for Road
Baramulla Rail Link Project (USBRL), for Northern and Bridge Projects in Myanmar, IrconISL executed the
Railway, at a value of ` 144 crore. work for construction of toilets blocks (4786 toilets) under
12. Design, supply, installation, testing & commissioning of Swachh Bharat Abhiyan for PSUs like Ircon International
receiving-cum-traction and auxiliary main sub-station Limited, Power Grid Corporation of India Limited, Power
including high voltage cabling from grid sub-station Finance Corporation Limited, Indian Renewable Energy
and augmentation works for existing receiving sub- Development Agency Limited, and South Eastern Coalfields
station under CE-6, Lot-1, for DMRC for Delhi MRTS Limited. The work was completed after the close of the
project, Phase-III at a value of ` 234 crore. year. Out of 23 MFCs undertaken by IrconISL, 19 MFCs have
13. Setting up of three electric loco sheds to home been sub-leased to operators.
200 three phase Locos at Bondamunda (for South
Eastern Railway), Daund (for Central Railway), and Financials of IrconISL:
Mughalsarai, (for Northern Railway), at a value of During the year 2014-15, IrconISL has increased its
` 234 crore. authorised share capital from ` 40 crore to ` 65 crore.
14. Development of circulating area at Santragachi and Ircon has subscribed to the additional share capital of ` 25
essential passenger amenities and road connectivity crore on 31st March 2015. The shares for the said amount
to Kona Expressway, for South Eastern Railway, at a were allotted on 25th May 2015, after the close of the year.
value of ` 210 crore. Therefore, share application money pending allotment,
15. Development of coaching terminal at Shalimar by as on 31st March 2015, stood at ` 25 crore. The present
provision of essential passenger amenities, for South subscribed and paid-up share capital of IrconISL stands at
Eastern Railway, at a value of ` 205 crore. ` 65 crore.

The operating income of IrconISL during 2014-15 has been


Subsidiaries, Joint Ventures and
` 36.39 crore and profit before tax has been ` 20.29 crore.
Associate Companies
A brief background on the subsidiary companies, joint 2. Indian Railway Stations Development
venture and associate companies of Ircon along with Corporation Limited (IRSDC)
their financials and performance is given below. Details of
IRSDC, a subsidiary company of Ircon and JV Company with
equity investments, loans given, and guarantees extended
Rail Land Development Authority (RLDA), was incorporated
under section 186 of the Companies Act, 2013, to the
on 12th April 2012 and it obtained a Certificate of
subsidiaries, joint ventures, and associate company are
Commencement of Business on 9th May 2012. The main
given at para E(3) under the heading ‘Compliances’:
object of IRSDC is to develop/ re-develop the existing / new
A. Subsidiary Companies: railway station(s) which will consist of upgrading the level
of passenger amenities by new constructions/ renovations
1. Ircon Infrastructure & Services Limited (IrconISL) including re-development of the station buildings, platform
IrconISL, a wholly owned subsidiary of Ircon, was surfaces, circulating area, etc., to better standards so as to
incorporated on 30th September 2009 and obtained serve the need of the passengers in India, and commercial
a Certificate of Commencement of Business on 10th development of land/ air space. The equity participation of
November 2009. The main object of IrconISL is to undertake Ircon and RLDA in IRSDC is in the ratio of 51:49 respectively.

Annual Report 2014-15 I 11


IRSDC has been entrusted with 6 stations located at of the year. Therefore, share application money pending
Chandigarh, Habibganj (Bhopal), Shivaji Nagar (Pune), allotment, as on 31st March 2015, stood at ` 85 crore. The
Bijwasan (New Delhi), Anand Vihar (Delhi), and Surat present subscribed and paid-up share capital of IrconPBTL
(Gujarat) for development/re-development. The projects stands at ` 90 crore. IrconPBTL is yet to start its operations.
will be implemented on Self Development Model or
Third Party Development or combination of both wherein
4. Ircon Shivpuri Guna Tollway Limited (IrconSGTL)
IRSDC would be granted leasehold rights of the site for
Commercial Development, Right of Way, and Licence for After the close of the year, your Company has formed
the purpose of undertaking station development and re- another wholly-owned subsidiary company by the name
development Works. ‘Ircon Shivpuri Guna Tollway Limited’ (IrconSGTL) on 12th
May 2015, pursuant to conditions of award of Shivpuri-
Financials of IRSDC: Guna Project in the State of Madhya Pradesh by NHAI.
The authorised share capital of IRSDC is ` 100 crore and IrconSGTL has obtained approval for commencement
subscribed & paid-up share capital is ` 40 crore. of business from the Registrar of Companies on 27th
May 2015.
IRSDC is in construction phase and yet to achieve any
operating turnover. During the year, IRSDC earned a The main object of IrconSGTL is to carry on the business
profit before tax of ` 1.98 crore mainly on account of of four laning of Shivpuri-Guna section of NH-3 from
interest income. 236.00 km to 332.1 km on Build, Operate, and Transfer
(BOT) (Toll) basis on Design, Build, Finance, Operate and
3. Ircon PB Tollway Limited (IrconPBTL) Transfer ‘DBFOT’ pattern under NHDP Phase-IV in the
State of Madhya Pradesh in accordance with the terms of
During the year 2014-15, your Company had formed
the Concession Agreement, signed with NHAI, and other
another wholly-owned subsidiary by the name “Ircon PB
ancillary works relating thereto.
Tollway Limited” (IrconPBTL) incorporated as a Special
Purpose Vehicle on 30th September 2014, pursuant IrconSGTL has signed the Concession Agreement with NHAI
to conditions of award of project viz. widening and on 15th June 2015. IrconSGTL is yet to submit relevant
strengthening of Bikaner-Phalodi section in the State of documents to NHAI to achieve financial close. Execution
Rajasthan, by National Highways Authority of India (NHAI). of the project would be taken up after achieving financial
IrconPBTL has obtained approval for commencement close and intimation of appointed date by NHAI.
of business from the Registrar of Companies on 14th
November 2014. Financials of IrconSGTL:
The main object of IrconPBTL is to carry on the business The authorized share capital of IrconSGTL is ` 150 crore
of widening and strengthening of the existing Bikaner and its subscribed and paid-up share capital is ` 3 crore.
& Phalodi Section to four lane from 4.200 km to 55.250
km and Two Lane with paved shoulder from 55.250 km B. Joint Venture Companies (JVCs) - In India:
to 163.500 km of NH-15 on Build, Operate, and Transfer
(BOT) (Toll) basis in the State of Rajasthan, in accordance 5. Ircon-Soma Tollway Private Limited (ISTPL)
with the terms of the Concession Agreement signed with A joint venture company (JVC) called ‘Ircon-Soma Tollway
the NHAI. Private Limited’ (ISTPL) was incorporated on 19th April
2005, with 50% equity participation by both Ircon and
IrconPBTL has signed the concession agreement with Soma Enterprise Limited (a construction company in
NHAI for executing the project on 7th November 2014. private sector), for executing a BOT project for four laning
IrconPBTL has submitted relevant documents to NHAI to of Pimpalgaon-Dhule section of NH-3 from km 380 to km
achieve financial close. Execution of the project would be 265 in Maharashtra for NHAI.
taken up after intimation of appointed date by NHAI.
The project was completed in 2010-11 and ISTPL is earning
Financials of IrconPBTL: toll on the entire stretch of 118.158 km.
The authorized share capital of IrconPBTL is `175 crore.
Ircon has subscribed to the additional share capital of ` Financials of ISTPL:
85 crore on 31st March 2015. The shares for the said The authorized share capital of ISTPL is ` 130 crore and its
amount were allotted on 29th April 2015, after the close subscribed and paid-up share capital is ` 127.74 crore.

12 I Annual Report 2014-15


During the year, ISTPL has achieved operating turnover of land, for which about ` 100 crore had been invested.
` 155.34 crore and incurred a loss of ` 15.67 crore.
Your Company had entered into a tripartite pledge Financials of CERL:
agreement with ISTPL and PNB to pledge 30% of its As on 31st March 2015, the authorized share capital of
shareholding in ISTPL, in favour of Punjab National Bank CERL is ` 5 crore and subscribed and paid-up share capital
(PNB); a non-disposal undertaking with respect to 21% of ` 4.055 crore. CERL is yet to start commercial operations.
its shareholding; and to make good 50% of any shortfall
in dues, if any, to PNB in the event of the termination of 7. Chhattisgarh East-West Railway Limited
the Concession Agreement. The said pledge agreement (CEWRL)
and non-disposal undertaking had been, executed as A joint venture company (JVC) called ‘Chhattisgarh East-
50% equity partner in ISTPL, in connection with a loan of West Railway Limited’ (CEWRL) was incorporated on 25th
` 521.53 crore availed by ISTPL in 2011-12. The outstanding March 2013, with equity participation by South Eastern
balance of this loan as on 31st March 2015 is ` 325.20 crore. Coalfields Limited, Ircon, and Chhattisgarh State Industrial
The details regarding this loan and related undertakings Development Corporation Limited (CSIDC) (nominee of
have also been disclosed in Note no. 12 forming part of the GoCG) in the ratio of 64:26:10 respectively, for development
Standalone Financial Statements. of coal connectivity corridor i.e. East West Corridor (length
122 Km) in the State of Chhattisgarh. CEWRL had obtained
6. Chhattisgarh East Railway Limited (CERL) the Certificate for Commencement of Business on 7th
A joint venture company (JVC) called ‘Chhattisgarh May 2013.
East Railway Limited’ (CERL) was incorporated on 12th Detailed Project Report (DPR) has been approved by the
March 2013, with equity participation by South Eastern concerned Railway during July 2015, and implementation
Coalfields Limited, Ircon, and Chhattisgarh State Industrial work has started.
Development Corporation Limited [nominee of Govt. of
Chhattisgarh (GoCG)] in the ratio of 64:26:10 respectively, Financials of CEWRL:
for development of coal connectivity corridor i.e. East The authorized share capital of CEWRL is ` 5 crore and
Corridor (length 180 Km) in the State of Chhattisgarh. its subscribed and paid-up share capital is ` 4.055 crore.
CERL had obtained the Certificate for Commencement of CEWRL is yet to start commercial operations.
Business on 7th May 2013.
C. Joint Venture Companies (JVCs) – Outside India
CERL has signed concession agreement for Phase I
(comprising 104 km) of the East Corridor Coal connectivity 8. Companhia Dos Caminhos De Ferro Da Beira
project on 12th June 2015 with Ministry of Railways. (CCFB)
Phase I of the project is being implemented on Build, Own, A joint venture company “Companhia Dos Caminhos De
Operate, and Transfer (BOOT) model for PPP projects. Ferro Da Beira” (CCFB), was incorporated in Mozambique
Physical work has started after acquisition of 64 km of during 2004 to execute Beira Rail Concession Project.

Signing of MOU with Government of Chhattisgarh

Annual Report 2014-15 I 13


Your Company has 25% equity stake in CCFB along with & Kashmir. The project was awarded to the UJV on 27th
RITES having 26%, and CFM, a railway undertaking of August 2010 at a value of `145.43 crore.
Mozambique, having 49% equity stake.
The overall progress of the project as on 31st March 2015
Financials of CCFB: is 83.67% and the work is likely to be completed in
December 2015.
Your Company’s equity stake of 25% in CCFB is represented
by USD 1.25 million (` 5.53 crore). CCFB had been granted Financials:
following loans by your Company:
During the year, this UJV has achieved operating turnover
Sl. Particulars Amount as on of ` 82.33 crore and profit before tax of ` 6.47 crore.
No. 31.03.2015
10. IRCON-AFCONS JV
(USD (in
This unincorporated joint venture with Afcons
million) ` crore)
Infrastructure Limited (Afcons), having participating
1 Loan 5.083 22.48 interest of 53:47 by Ircon and Afcons respectively, is for
2 Conditional 15.041 66.53 Construction of 2nd Bhairab Railway Bridge with approach
shareholders loan Rail Lines in Bangladesh. The agreement for the project
3 Shareholders loan 1.1422 7.115 was signed on 10th September 2013 at a value of BD Taka
567.17 crore.
Total 21.266 96.125
The overall progress of the project is 48% as on 31st
The details of loan have been disclosed in Note no. 34 July 2015, and the work is likely to be completed in
forming part of the Standalone Financial Statements. September 2016.

Though track rehabilitation work had been completed and


Financials:
trains started un-interrupted movements for carrying coal,
however, the Conceding Authority (Minister of Transport During the year, this UJV has achieved operating turnover
and Communications, Government of Mozambique) had of ` 94.13 crore and profit before tax of ` 8.45 crore.
terminated and took over the Concession in December
2011. Efforts were made for amicable settlement which did E. Unincorporated Joint Ventures (UJVs) - For
not succeed. Accordingly, CCFB had initiated arbitration completed projects:
proceedings against Government of Mozambique
11. RICON
under International Chamber of Commerce Rules, and
filed request for Arbitration with International Court of This unincorporated joint venture with Rites Limited
Arbitration. A suitable provision has been made against (RITES) was for securing and executing contracts awarded
the investment following a conservative approach. Efforts by CCFB. The participating interest of RITES and Ircon in
this UJV is 51% and 49% respectively.
for amicable settlement of the dispute were also going on
simultaneously and an agreement to settle the dispute has The work assigned to the UJV was completed in 2011.
been signed with Govt. of Mozambique on 21st October, However, the UJV had not been wound up on account of
2015 as per which the Company will be able to retrieve pending settlement with CCFB.
its entire investment in installments over a period of time.
Accounting adjustments will be made on receipt of amount Financials:
of 1st installment.
During the year RICON has achieved profit before tax of
D. Unincorporated Joint Ventures (UJVs)- For ` 0.74 crore.
projects in operation:
12. International Metro Civil Contractor (IMCC)
9. IRCON-SPSCPL This unincorporated joint venture with four other
This unincorporated joint venture with S.P. Singla companies viz. Dyckerhoff & Widmann Aktiengesellschaft
Constructions Private Limited (SPSCPL), having participating (DYWIDAG) in Germany, Larsen & Toubro Limited (L&T),
interest of 50:50 by Ircon and SPSCPL respectively, is for Samsung Corporation (Samsung), Ircon, and Shimizu
design and construction of 592 m long cable stayed major Corporation (Shimizu), Japan, was made in 2001 for
permanent bridge over river Ravi in the State of Jammu securing and executing construction of Delhi Metro

14 I Annual Report 2014-15


Corridor-Mass Rapid Transport System Phase I Tunnel Your Company would make available audited financial
Project Package MC1B project of Delhi Metro Rail statements (standalone and consolidated financial
Corporation (DMRC). The participating interest of statements) and accounts of its subsidiaries (IrconISL, IRSDC,
DYWIDAG, L&T, Samsung, Ircon, and Shimizu is 29%, 26%, and IrconPBTL), joint venture companies (ISTPL, CERL,
26%, 9.5%, and 9.5% respectively. CEWRL, and CCFB), and un-incorporated joint ventures
(RICON, IMCC, MTG, IRCON-SPSCPL, and IRCON-AFCONS) at
The project awarded to this UJV was completed in
its website (www.ircon.org). Further, the accounts of these
2005, however, on account of pending matters with tax
subsidiaries and joint ventures would be made available
authorities and other commercial issues, the UJV has not
upon request by any shareholder of the Company.
been wound up.
A statement containing the salient features of the
Financials: financial statements of these subsidiaries and joint
During the year IMCC had incurred a loss of ` 0.40 crore. ventures in form AOC-1 is attached with the Financial
12. Metro Tunnelling Group (MTG) Statements.

This unincorporated joint venture with four other


companies DYWIDAG International GmbH (DYWIDAG)
Compliances:
in Germany, Larsen & Toubro Limited (L&T), Samsung A. Disclosure of Accounting Treatment:
Corporation (Samsung), Ircon, and Shimizu Corporation
Dues of Beira Rail Concession Project – The principal and
(Shimizu), Japan, was made in 2006 for securing and
interest accrued on loan extended to CCFB have been
executing Design and Construction of Tunnel by shield TBM
translated at the exchange rate prevailing as on 31st March
and Stations by Cut & Cover on Central Secretariat – Qutub
2011 (i.e. 1 USD = ` 44.23), based on prudence, instead of
Minar Corridor of Phase-II of Delhi MRTS Project Packages
rates on the date of balance sheet as required under the
BC 16 and Package BC 18 of DMRC. The participating
provisions of AS-11. The details are given in Note no. 34
interest in DYWIDAG, L&T, Samsung, Ircon, and Shimizu is
forming part of the Standalone Financial Statements.
29%, 26%, 26%, 9.5%, and 9.5% respectively.
The project was completed in 2010. However, the UJV is B. Presidential Directive:
yet to be wound up on account of pending matters with No Presidential directive was received during the year
tax authorities. 2014-15.
Financials:
During the year MTG has achieved profit before tax of
C. Official language:
` 4.30 crore which mainly consists of interest income. Regular quarterly meetings of Official Language
Implementation Committee and workshops for effective
Consolidated Financial Statements: use of the unicode system and official language are being
In accordance with the provisions of Section 129(3) of conducted. Bilingual facility has been introduced for
the Companies Act, 2013, your Company has prepared computer systems and mobile phones used by officials
its Consolidated Financial Statements with its three of the Company. Officers and staff are being encouraged
subsidiaries viz. IrconISL, IRSDC, and IrconPBTL, and four through various incentive schemes for implementation of
joint venture companies viz. ISTPL, CERL, CEWRL, and CCFB; the annual program of the Official Language Department.
and five un-incorporated Joint Ventures viz. RICON, IMCC, Bilingual formats have been made available at Ircon’s
MTG, IRCON-SPSCPL, and IRCON-AFCONS JV. The Board of intranet for use by the employees. As initiative for
Directors of your Company has, at its meeting held on 28th pervasive use of Hindi, daily, a thought and a word in Hindi
July 2015, approved the Standalone Financial Statements is displayed at the reception.
for 2014-15. The Consolidated Financial Statements were
approved at a meeting of the Board of Directors held on D. Right to Information Act, 2005:
14th August 2015. As per the requirements of the RTI Act, necessary updated
All the above said subsidiaries, joint venture companies, information including the names of Appellate Authority,
and un-incorporated Joint Ventures in India have financial Central Public Information Officer, State Level Public
year ending on 31st March except CCFB (Joint Venture Information Officer and Assistant Public Information Officer
Company in foreign country) which is having a financial are posted on Ircon’s website. Queries received are replied
year ending on 31st December. within the stipulated time. The queries are usually in the

Annual Report 2014-15 I 15


nature of service matters, related to finance, contract, and Sl. Name of the Amount (` in Crore)
projects. The details of RTI cases have been forwarded to No. Company Committed Actually
the Ministry of Railways for publication on the website of
invested
Central Information Commission (CIC) website on quarterly
as well as annual basis. i) IrconISL 64.90 64.90
(See Note no. 2)
During the year, 156 queries out of 170 applications (inclusive ii) IrconPBTL 352.00 Nil
of 1st and 2nd appeal) were processed / disposed off. (See Note no. 3)
b) Joint Venture
E. Companies Act, 2013: Companies
i) CERL 39.00 30.00
1. Particulars of employees
(See Note no. 4)
In terms of the Rules 5(2) and 5(3) of the Companies ii) CEWRL 39.00 Nil
(Appointment and Remuneration of Managerial Personnel) (See Note no. 5)
Rules, 2014, no employee has drawn remuneration of ` 60 iii) CCFB 101.88 95.94
lakhs or more or ` 5 lakhs or more per month during the (See Note no. 6)
year 2014-15, except Chairman and Managing Director c) Unincorporated Joint
who has drawn salary of ` 60.70 lakhs during the year Ventures
2014-15, details of which are given in para 4.1 of the IRCON-AFCONS JV 18.15 18.11
Corporate Governance Report. (See Note no. 7)
Guarantee:
2. Deposits a) Joint Venture
During the year under review, your Company did not Companies
accept any deposits from public. ISTPL 162.60 162.60
Bonds:
a) IRFC Bonds - 166.18
3. Particulars of investments, loans, and guarantees
(See Note no. 8)
and securities under section 186 of the Companies
Act, 2013 Notes -
Investments made, loans granted, and guarantees 1. Apart from the above, your Company has extended
extended by your Company in terms of section 186 following financial assistance to its wholly owned
of the Companies Act, 2013, up to 31st March 2015 are subsidiary (WOS) companies and unincorporated joint
as under: ventures (UJV):
i) Allocation of ` 150 crore (revolving) of Ircon’s non-
Sl. Name of the Amount (` in Crore) funded credit limits sanctioned by Indian Overseas
No. Company Committed Actually Bank to be utilized by three WOS viz. IrconISL,
invested IrconPBTL, and IrconSGTL for facilitating issue of bank
Equity Investment: guarantee(s) by the Banker in favour of their client as
a) Subsidiary may be required by them to carry on their business.
Companies ii) Allocation of ` 90 crore (revolving) of Ircon’s non-
i) IrconISL 65.00 65.00 funded credit limits sanctioned by State Bank of
ii) IRSDC 40.80 20.40 India to be utilized by UJV viz. IRCON-AFCONS JV for
facilitating issue of bank guarantee(s) by the Banker
iii) IrconPBTL 165.00 90.00
in favour of their client as may be required by them to
b) Joint Venture
carry on their business.
companies
i) ISTPL 63.87 63.87 2. Loan (a) (i) Loan was extended for meeting capital
ii) CERL 1.30 1.17 expenditure on construction of multi-functional
iii) CEWRL 1.30 1.17 complexes (MFC). After part repayment, the
iv) CCFB 5.53 5.53 outstanding loan as on date is ` 31.50 crore.
Loan : 3. Loan (a) (ii): Loan is to be utilized for execution of
a) Subsidiary Bikaner – Phalodi Highway project in the State of
Companies Rajasthan.

16 I Annual Report 2014-15


4. Loan (b) (i): Loan has been extended for construction 4. Related Party Transactions
of a Rail line project from Kharsia to Dhramjaigarh in The related party transactions entered during the year
the State of Chhattisgarh. had been in the ordinary course of business and on arm’s
5. Loan (b) (ii): Loan has been extended for payment length basis. Form AOC-2 in terms of section 134(3) (h)
of land compensation, consultancy fee, etc. before of the Companies Act, 2013, read with rule 8 (2) of the
financial close by CEWRL pending decision on debt- Companies (Accounts) Rules, 2014, is placed as Appendix-F.
equity structure and other aspects.
5. Significant and material orders passed by
6. Loan (b) (iii): Details have been disclosed under the the Regulators/Courts/Tribunals impacting the
heading ‘CCFB’ (under Subsidiaries, Joint Ventures, going concern status and Company’s operations
and Associate Companies at para C8) of this Report, in future
and also disclosed in note no. 34 forming part of the
Standalone Financial Statements. No order has been passed by the Regulators or Courts
or Tribunals impacting the going concern status of the
7. Loan (c): Loan has been extended for working capital Company and its operations in future.
requirement in connection with construction of 2nd
Bhairab Railway Bridge project in Bangladesh. 6. Internal Control System and Risk Management
8. Bonds: Details of investments are disclosed in note Details of the internal control system and risk management
no. 12 forming part of the Standalone Financial are provided in the Management Discussion and
Statements. The BoD had accorded approval in July Analysis Report.
2014 for further investment, up to ` 150 crore in
bonds of public sector undertakings, to be utilised on Personnel Development
or before 31st July 2015 against which no investment Cordial and harmonious industrial relations prevailed in
was made. the Company during the year. The total manpower strength
as on 31st March 2015 stood at 1472, which included 88
After the close of the financial year, your Company has
deputationists majority of whom (i.e. 68) were deployed
further made/ committed following investments and loan
on foreign projects. 1271 were regular employees out of
to its subsidiaries and proposed joint ventures companies,
which 1114 were employed on Indian projects. The total
up to 31st July 2015:
number of women employees was 69, out of which 41
Sl. Name of the Amount (` in Crore) were executives. 884 employees of the Company were
No. Company technically and professionally qualified. There are a total
Committed Actually of 225 scheduled caste/ scheduled tribe employees as on
invested 31st March 2015.
Equity Investment: Your Company has been continuously taking steps for
a) Subsidiary building capacity of its human resources through training
Companies in functional and general management areas, information
IrconSGTL 150.00 3.00 technology, as well as soft skills. External faculty is
b) Proposed Joint arranged wherever required and officials are nominated
Venture Companies for workshops, seminars, etc. with reputed institutes.
i) In Jharkhand 1.30 Nil During the year 2014-15, a total 1240 man-days training
ii) In Odisha 1.30 Nil was imparted to officials of Ircon through workshops,
iii) In Chhattisgarh 1.30 Nil seminars, conferences, etc. in external institutes, in-house
Loan : trainings, etc.
a) Subsidiary
Companies Your Company has various schemes for staff welfare like
IrconSGTL 722.11 Nil educational scholarships, one time educational grant
(see note no. 1) for admission to professional degrees and diploma
courses, educational awards, etc. to meritorious children
Note: of employees, educational assistance to the wards of
1. Loan to IrconSGTL has been approved for execution of deceased employees, assistance for marriage of daughters
Shivpuri Guna Highway project in the State of Madhya Pradesh. and dependent sisters of group ‘C’ and ‘D’ employees, etc.

Annual Report 2014-15 I 17


Apart from facility of homeopathy treatment at Corporate initiated knowledge sharing by disseminating information
office, other facilities like immediate financial assistance on concrete work as per latest amendment to IS 456:2000,
and guidance are being provided to employees and their Rebar and Rebar work for improvement in reinforcement
family members, in case of any medical exigency. Gym work for construction projects, information on spurious
facilities are also available in corporate office and Rae TMT bars in market, etc.
Bareli Project office.
Your Company established an Environment Management
Your Company aims to provide congenial and safe working System (EMS) and was certified for ISO 14001:2004 in
atmosphere to women employees. The Company has a October 2011. The latest re-certification audit has been
complaints committee for prevention of sexual harassment conducted in June 2014 whereby the Company has been
at work place. Further, provision pertaining to prohibition re-certified for another three years i.e. up to October 2017.
of sexual harassment has also been incorporated in Ircon The Company nominates Environment officers at all
Conduct, Disciplinary, and Appeal Rules. During the year Indian projects to monitor EMS at their respective
2014-15, no complaint relating to sexual harassment has projects. In addition, the Company has a fully operational
been received by the Company. environmental lab in Jammu for study of impacts on
environment by the construction activities.
Your Company is gradually moving towards a competency
based framework for managing Human Resources. The first The Company has started monitoring of wastage of water,
step in this direction was Get Ready To Outperform and Win air quality and noise quality at its various construction
(GROW) project with the aim of building competency map sites and residential complexes. Environmental friendly
for the organization while also identifying the competency equipments such as solar heater/ solar lights are also
pool for all employees at all levels of organization. being installed at various projects. Waste water is recycled
During the year, 151 man-days training in behavioral and through Sewage Treatment Plant (STP), and the same is
leadership areas was imparted under GROW project. used for horticulture work.
During the year the Company developed succession Your Company has also been certified for Occupational
planning framework policy for senior management levels Health & Safety Management System (OHSAS – BS
(E7 to E9) to ensure a steady flow of future leaders from 18001:2007) in December 2012 by TUV SUD South Asia.
within the organization. Online grievance redressal system This certificate is valid till December 2015.
has been introduced in the Company for effective redressal
Corporate Quality Council and Project Quality Council
of employees’ grievances.
meetings were conducted quarterly at Corporate Office
The 39th Annual Day was celebrated on 28th April 2015 and projects respectively to review the implementation
with traditional fervor and gaiety. On this occasion, of QMS, EMS, and OHSAS. The Quality objectives were
exemplary work done by employees in Indian as well as measured and reviewed both at the Corporate and at the
foreign projects and select projects was appreciated and Project levels. Internal Quality Audit as well as Quality
rewarded. Educational awards to meritorious children of Assurance Audit were conducted in projects and corporate
the employees were also given on this occasion. office. Reports of these audits not only contained details
of non-conformities encountered during the audit but also
Quality, Environment, and Health & Safety the salient features, progress, positive points, if any, etc.
Management In addition, in-house trainings are also conducted on safety
Quality Management System (QMS) has been successfully against fire, environmental protection, identification of
sustained and continually improved since 1996 when hazards, accidental/ incident reporting system, etc.
the Company as a whole was first certified for ISO-9002-
1994 by TUV Suddeutschland Private Limited (TUV). Conservation of Energy and Technology Absorption
Your Company continued the certification and sustained
On energy conservation front, your Company completed
the system as per latest revised code ISO 9001:2008
work of Design, Supply, Installation, Testing and
(by periodical recertification audit after expiry of three
Commissioning of grid connected solar power plant
years). Latest re-certification audit has been conducted
of 2MW capacity with all the electrical and associated
in May 2014, whereby the Company has been re-certified
equipment including civil works at Rail Coach Factory,
by TUV for a period of another three years i.e. up to
Rae Bareli (U.P.), at a cost of ` 15.60 crore. On being fully
September 2017.
operational, this solar power plant would meet about one
During the year, Quality Management Department has fourth of power requirement for the factory.

18 I Annual Report 2014-15


Your Company has also undertaken installation of LED data related to finance and human resources domain can
light fittings at its Corporate Office as energy conservation be accessed from anywhere by employees of the Company.
measure.
To reduce paper usage and transparent working, use
Technology absorption has been undertaken through of IT has been enhanced in all the functional domains.
execution of following works: Company’s Intranet and Internet sites have been improved
1. Geographical Information System (GIS) based to publish Office orders, circulars, and notifications.
Overhead Equipment (OHE) Design for Railway
Electrification work of Banihal-Baramulla section in Vigilance Activities
USBRL project in the State of J&K. The Vigilance Department plays an advisory role to the top
2. In CE-6 project of DMRC your Company has used management in matters pertaining to vigilance. It is headed
following for the first time: by a full time Chief Vigilance Officer (CVO) appointed by
the Appointments Committee of the Cabinet (ACC) in
a) 66KV cable with VCV manufacturing process from
consultation with Central Vigilance Commission (CVC).
Indian vendor
The Department ensures implementation of laid down
b) 25 KV CB with current rating of 3000 Amperes
guidelines / procedures through preventive checks of
New Austrian Tunnelling Method (NATM) is proposed to tenders and contracts, execution of works, and other
be adopted for construction of tunnels in Sivok–Rangpo functions as well as carries out investigations into
project. This method is very useful in complex diversified complaints. During the year, eight inspections were carried
geological condition where forecasting of the rock mass is out on various projects / units. Chief Technical Examiner’s
difficult due to rapidly changing geology. Office (CTEO) has also conducted inspections of three
major projects of IRCON. Complaints received from various
Research & Development (R&D) authorities (like CVC, Railway Board, Vigilance), and other
Your Company does not undertake any pure research sources were investigated to their logical conclusion. Based
project but takes the help of consultants and firms to on the outcome of investigation, circulars on improvements
innovate and to develop methods and techniques to in the areas of tenders, contracts, HRM, finance, project
execute projects in a cost effective manner, with requisite management, etc. were issued to avoid recurrence of
quality, to enhance the technological competence and irregularities / procedural errors and to plug loopholes in
efficiency. During the year the Company has developed system. Steps were also taken for closure of paras raised
Layout Plan (LOP) using software for work of GIS OHE by the CTEO. Scrutiny of immovable property returns of
design for Railway Electrification work of Banihal-Baramulla employees; creating awareness on rules/procedures/
section of USBRL project in the State of J&K. common irregularities in execution through workshops/
trainings, debate competitions, etc. have been the prime
activities of the Department.
Technology Upgradation and Absorption
Your Company has an “Engineering Control and Audit As a step towards ‘leveraging technology’ for better
Cell” to constantly upgrade technology and construction transparency, your Company has taken steps like online
techniques, and to look into the aspects of appropriate submission of Immovable Property Returns by officers;
designing and value engineering. The cell reviews the online Disciplinary and Vigilance Clearance through intranet
design and drawings for various projects and provides portal of the Company; online complaint on Vigilance
section/ portal at Ircon’s website; E-procurement has
engineering solution, including standardization of design
already been started in the Company in a comprehensive
data to help in marketing efforts and conceptualisation of
manner for achieving greater transparency.
new projects with technical back up in alignment design,
geo-technical analysis, etc. The Company is using modern Vigilance department strives to achieve its objective
technology and state of the art equipments in execution of of promoting an impartial, fearless, and transparent
infrastructure projects. environment in functioning of the organisation by taking
steps to prevent unethical practices.
Information Technology and Development of Erp The tenure of the previous CVO ended on 5th June 2015
SAP ECC 6.0 based Finance-Controlling and HCM module and pending appointment of a new CVO, the functions
had been successfully implemented and rolled-out on all are being discharged by Executive Director (Projects) of
project offices and corporate office. Updated and current the Company.

Annual Report 2014-15 I 19


Integrity Pact of India, in the presence of President of India, Mr.
The CVC has recommended adoption of Integrity Pact Pranab Mukherjee, at a function held in New Delhi on
in respect of major procurements in the Government 5th November 2014.
Organisations. Your Company has signed a Memorandum
of Understanding with Transparency International India
(TII) on 22nd April 2014 for adoption and implementation
of Integrity Pact.

Accordingly, Integrity Pact has been implemented for


tenders / contract for works and supply valuing of ` 5
crore and above on all Indian Projects. The Company has
appointed one Independent External Monitor (IEM) to
monitor the activities in consultation with CVC.

Awards
Your Company has received following awards during
the year: Scope Commendation Certificate for CSR & Responsiveness

1. Asia Pacific HRM Congress Award 2014 for 4. National Award for Excellence in Cost Management
‘Organisation with innovative HR Practices’. The award – 2013 instituted by Institute of Cost Accountants of
was received by Mr. H.D. Doddaiah, Addl. General India for ‘Excellence in Cost Management – Public
Manager (Southern Region), Ircon, at a function held Service Sector (Large)’. The award was presented by
in Bengaluru on 11th September 2014. Mr. Jayant Sinha, Minister of State for Finance, to
Mr. Mohan Tiwari, Chairman & Managing Director,
2. Dun and Bradstreet Infra Awards 2014, in the category
Ircon, at a function held in New Delhi on 25th
of ‘Construction and Infrastructure Development
November 2014.
(Railways)’. The award was received by Mr. Mohan
Tiwari, Chairman & Managing Director, Ircon, at a
function held in Mumbai on 30th October 2014.

D&B Infra Awards 2014 in Construction & Infrastructure


Development (Railways) ICAI National Awards for Excellence in Cost Management

3. SCOPE Meritorious Award under the category of 5. Vishwakarma Award 2015 from Construction Industry
‘Corporate Social Responsibility & Responsiveness’ for Development Council (CIDC) in the category of best
the year 2012-13. The Commendation certificate was professionally managed company with a turnover of
received by Mr. Mohan Tiwari, Chairman & Managing more than `1,000 crore. The award was presented
Director, Ircon, from Mr. Anant Geete, Union Minister by Mr. Satyendra Jain, Minister of Health, Power and
of Heavy Industries & Public Enterprise, Government Public Works Department, Government of NCT of

20 I Annual Report 2014-15


Delhi, to Mr. K.K. Garg, Director Finance, Ircon, at a the financial year etc. [Appendix – A].
function held in New Delhi on 14th March 2015.
The “Management Discussion and Analysis Report”
Your Company received following awards after the close provides an overview of the affairs of the Company, its
of the financial year 2014-15: legal status and autonomy, business environment, mission
& objectives, sectoral and segment-wise operational
6. India Pride Awards 2014-15 instituted by Dainik
performance, strengths, opportunities, constraints,
Bhaskar for ‘Excellence in Public Sector Undertaking
strategy and risks and concerns, as well as human resource
– Central in Infrastructure Development’. The
and internal control systems [Appendix – B].
award was presented by Mr. Arun Jaitley, Hon’ble
Union Minister for Finance and Corporate Affairs, to
The “Corporate Governance Report” highlights the
Mr. Mohan Tiwari, Chairman & Managing Director,
philosophy of Corporate Governance and Key Values of
Ircon, at a function held in New Delhi on 4th June 2015.
the Company, composition of Board of Directors and its
7. Dun and Bradstreet Top PSUs Awards 2015, in the Committees, their details including profile of directors
category of ‘Contract & Construction sector’. The who joined the Board during 2014-15 and thereafter,
award was received by Mr. Mohan Tiwari, Chairman attendance and remuneration of directors etc., other
& Managing Director, Ircon, at a function held in New relevant disclosures, CMD / DF Certification, and general
Delhi on 23rd July 2015. information for shareholders [Appendix – C]. It is
supplemented by following compliance certificates:
Integral Reports
1. Certificate signed by the Chairman & Managing
“Annual Report on CSR and Sustainability Activities”,
Director affirming receipt of compliance with the Code
“Management Discussion and Analysis Report”, “Corporate
of Conduct and Key Values from all Board members
Governance Report”, “Secretarial Auditor Report”, “Extract
and Senior Management personnel during the year
of Annual Return”, and “Form AOC-2” and “Management
2014-15 (placed at Annexure – C1);
replies to qualification contained in the Auditor’s Report
on Standalone and Consolidated Financial Statement” 2. Certificate from Chairman & Managing Director and
with relevant sub-appendices form an integral part of this Director Finance with respect to the truth and fairness
Directors’ Report, and have been placed as Appendix – A, of the Financial Statements, due compliances, and
B, C, D, E, F, G and H respectively. financial reporting (placed at Annexure – C2); and
“Annual Report on CSR and Sustainability Activities”
3. Certificate of compliance of Corporate Governance
provides a brief outline of the company’s CSR and
provisions signed by a practising company secretary
Sustainability policy, the composition of CSR Committee,
(placed at Annexure – C3).
average net profit of the Company for the last three
financial years, prescribed CSR expenditure, and details of Pursuant to the provision of Section 204 of the Companies
CSR spent on the activities / projects undertaken during Act, 2013 and the Companies (Appointment and

India Pride Award for Excellence in Infrastructure Development

Annual Report 2014-15 I 21


Remuneration of Managerial Personnel) Rules, 2014, the iv. that the financial statements have been prepared on a
Company has appointed M/s. Vishal Agarwal & Associates, going concern basis; and
Practising Company Secretary, to undertake the Secretarial v. that proper systems had been devised to ensure
Audit of the Company. The Secretarial Audit Report from compliances with the provisions of all applicable laws
the auditor is placed at Appendix – D. and that such systems were adequate and operating
effectively.
The Secretarial Auditor as well as the Auditor who has
given the corporate governance compliance certificate had Board of Directors
observed that the Company had not appointed adequate During April 2014 to March 2015, six meetings of the
number of Independent directors and Woman director Board of Directors were held with one meeting each in
on the Board. Your Directors state that your Company the quarter ended on June 2014 and December 2014, two
being a government company, the appointment of all the meetings each in the quarters ended on September 2014
directors on the Board is made by the Government of India and March 2015. The details of the meetings are furnished
(through Administrative Ministry i.e. Ministry of Railways). in the Corporate Governance Report under heading ‘Board
Accordingly, Ministry of Railways has been requested to Procedure’.
appoint requisite number of Independent Directors and
1. The following Directors are holding office as on date;
Woman Director on the Board of Ircon.
a) Mr. Mohan Tiwari w.e.f. 01.02.2009
Pursuant to section 134(3)(a) of the Companies Act, 2013 Chairman and Managing
read with Rule 12(1) of the Companies (Management Director [DIN 00191363]
and Administration) Rules, 2014, the “Extract of Annual b) Mr. K.K. Garg w.e.f. 03.11.2009
Return” is placed at Appendix – E. Director Finance [DIN 01495050]
c) Mr. Deepak Sabhlok w.e.f. 16.04.2010
The disclosure of Related Party Transactions as required Director Projects [DIN 03056457]
under Section 134(3) (h) of the Companies Act, 2013 and d) Mr. Hitesh Khanna w.e.f. 07.03.2011
Rule 8 (2) of the Companies (Accounts) Rules, 2014 in Director Works [DIN 02789681]
“Form AOC-2” is placed at Appendix – F. e) Mr. Anjum Pervez w.e.f. 15.07.2013
Part-time Director (Official) [DIN
The replies of the Management on the Qualifications
06682287]
contained in the Auditors’ Report on Standalone as well as f) Mr. H.K. Kala w.e.f. 02.06.2015
consolidated fincancial statements in placed at Appendix Part-time Director (Official) [DIN
G and H respectively. 07200108]
Directors’ Responsibility Statement 2. The following Directors ceased to hold office during
The Board of Directors of the Company confirms: 2014-15:
i. that in the preparation of the financial statements, the 1 Prof. (Dr.) S.S. Chatterji* Ceased to be Director
applicable accounting standards had been followed Independent Director on completion of
except as otherwise stated in the annual financial [Part-time (non-official)] 3 year tenure on
statements and there has been no material departure; [DIN 03546195] 15.09.2014
2 Mr. B.M. Sharma* Ceased to be Director
ii. that such accounting policies were selected and
Independent Director on completion of
applied consistently and such judgments and estimates
[Part-time (non-official)] 3 year tenure on
were made that are reasonable and prudent so as to
[DIN 00779026] 18.09.2014
give a true and fair view of the state of affairs of the
3 Mr. A.K. Rawal Ceased to be
company for the financial year ended on 31st March Part-time Director (official) Director due to his
2015 and of the profit of the Company for the financial [DIN 06806261] superannuation as
year 2014-15; Additional Member
iii. that proper and sufficient care has been taken for (Planning), Railway
the maintenance of adequate accounting records in Board, on 31.03 2015
accordance with the provisions of the Companies Act, * Both the Independent Directors of the Company have
1956 and the Companies Act, 2013 (where applicable), declared, at the first board meeting held during 2014-15,
for safeguarding the assets of the company and for that they meet the criteria of Independence in terms of
preventing and detecting fraud and other irregularities; Section 149(6) of the Companies Act, 2013.

22 I Annual Report 2014-15


Auditors D. Internal Auditors
The Board of Directors has appointed following Internal
A. Statutory and Branch Auditors
Auditors for 2014-15:-
The Auditors of the Company appointed by the Comptroller
& Auditor General of India for 2014-15 are:- Auditors for Indian Projects:
Bansal Sinha & Co., New Delhi Northern Region
Joint Statutory Auditors:
N.C. Mittal & Co. Jammu & Kashmir Region
Vinod Kumar & Associates, For Company as a whole Ray & Co. Eastern Region
and T. R. Chadha & Co.
SBA Associates Southern Region
Branch Auditors for projects in India: R.C. Jain & Co. Western Region
Jindal & Co., New Delhi All projects under Northern N.C. Mittal & Co. Corporate Office
Region and Western Region Auditors for projects abroad:
Pravesh Jain & Co., Jammu All projects at Jammu &
(Jammu & Kashmir) Kashmir (Designated as KERBAL Athmam, Alger Algeria
Srinagar Region) Jayasinghe & Co., Sri Lanka
J L Sengupta & Co., Kolkata All projects under Eastern Ahsan Zamir & Co. Bangladesh
(West Bengal) Region Apart this, two officials of Ircon were nominated to conduct
SVR & Associates, Bengaluru All projects under Southern the internal audit of Malaysia projects of your Company for
(Karnataka) Region and one project of 2014-15, in terms of the decision of the Board of Directors.
Western Region.
Acknowledgement
Branch Auditors for projects Abroad: We record our appreciation and thanks to the Ministry of
Vinod Kumar & Associates All projects in Malaysia Railways, Ministry of External Affairs and other Ministries;
and T. R. Chadha & Co. various banks, Reserve Bank of India, EXIM Bank; Export
Cabinet de Audit et CAC, Algeria Credit and Guarantee Corporation; Embassies; Protector
Algeria of Immigration; Passport Authority; Doordarshan; and
our esteemed clients both in India and abroad for their
Gajma & Co., Sri Lanka Sri Lanka
continued interest in and support to the Company.
MABS & J Partners, Bangladesh
We place on record our sincere appreciation for all the
Bangladesh
employees of the Company at all levels for their untiring
efforts, dedication, and sincerity of purpose in improving
B. Cost Auditor
the performance and profitability of the Company.
The Board of Directors have appointed M/s. Chandra
Wadhwa & Co., Cost Accountants, as Cost Auditor of the
Company for conducting the audit of cost records of the
For and on behalf of the Board of Directors
Company maintained under the segment ‘Road and other
infrastructure projects’.
Mohan Tiwari
C. Secretarial Auditor Chairman & Managing Director
(DIN 00191363)
The Board of Directors have appointed M/s. Vishal Agarwal
& Associates, Practising Company Secretary, to conduct
Secretarial Audit of the Company for the financial year Place: New Delhi
2014-15. Date : 6th November 2015

Annual Report 2014-15 I 23


Appendix – A

Report on Corporate Social Responsibility (Csr)


and
Sustainability Activities

1. A brief outline of the Company’s CSR Policy, addition, the Company has also contributed to relief fund
including overview of projects or programs established by Government to mitigate the sufferings of
undertaken and its web-link: people affected by natural calamities in the State of Jammu
Your Company is committed to its stakeholders to conduct & Kashmir. To achieve the objective of Clean India (Swachh
business in an economically, socially, and environmentally Bharat) through promotion of sanitation, the Company
sustainable manner, that is transparent and ethical. has also contributed an amount of ` 1.87 crore to Swachh
Bharat Kosh.
The Company is having a policy on CSR and Sustainability
since 2011. The said CSR and Sustainability Policy has been The CSR and Sustainability Policy of the Company, along
revised in April 2014 and January 2015 with approval of with the projects / activities as approved by the Board of
the Board of Directors in line with the requirements of Directors is available at the web-link -- http://www.ircon.
the Companies Act, 2013, and DPE Guidelines, 2014, on org/content.aspx?Title=178.
the subject.
2. Composition of CSR Committee:
The object of the CSR and Sustainability Policy is to focus Presently your Company has a three-tier structure
on activities having social, economic and environmental comprising Board level Committee; Nodal officer and his
impact, rather than mere output or outcomes. team; and project level CSR implementation committee;
The policy also provides for selection of CSR projects for undertaking the CSR and Sustainability activities /
generally around project sites to provide an opportunity projects.
to connect with the people, environment and other a) CSR and Sustainability Committee has been
stakeholders, who are affected by construction activities. constituted in terms of the Companies Act, 2013, and
The stakeholders directly impacted by business operations DPE CSR and Sustainability Guidelines, 2014.
of this company rightfully claim for attention before others.
Not only it makes easier to mobilize resources required for A brief background on the constitution of Committee,
execution of CSR projects, but it also offer an advantage of its mandate, along with details of meetings held
executing regular progress in implementation of planned during 2014-15 are given in para 7.4 of the Corporate
activities. Governance Report. Presently, the Committee is
headed by Mr. H. K. Kala, Part-time (Official) Director,
The thrust areas for CSR activities are capacity building, Addl. Member (Planning), Railway Board; with Mr. K. K.
empowerment of communities, inclusive socio-economic Garg, Director Finance; Mr. Deepak Sabhlok, Director
growth, environment protection, promotion of green and Projects; and Mr. Hitesh Khanna, Director Works; as its
energy efficient technologies, development of backward members.
regions, and upliftment of the marginalized and under-
b) The Committee is assisted by Mr. A. K. Goyal, Executive
privileged.
Director (Projects), Nodal Officer and his team.
The policy also provides for stakeholder engagement by The Nodal Officer and his team assists the Committee
involving State Government / Local Administration and in selection and approval of the CSR and Sustainability
Gram Sabhas at village level in rural areas, at the initial activities / projects; facilitates coordination of CSR and
stage of planning and selection of CSR activities. Sustainability initiatives; and submits the progress
During the financial year 2014-15, the Company has report of implementation of the activities to the CSR
undertaken CSR and Sustainability activities in the field and Sustainability Committee.
of health, education, rural infrastructure development, c) At each project of the Company, a project level CSR
environment (solar energy), sanitation and cleanliness, implementation committee is constituted headed
art and culture, and socio-economic development. In by project head and supported by two other senior

24 I Annual Report 2014-15


officers from the project. This committee submits
proposals to the Nodal officer for undertaking CSR
and Sustainability projects; arranges implementation
of the approved activities / projects; and submits
monthly progress reports to the Nodal Officer.
3. The average net profit of the Company from
Indian projects in the last three financial years is
` 246.57 crore.
4. The CSR Budget for the financial year 2014-15 has
been ` 4.93 crore which is 2% of the average net profit
of the Company from Indian projects in the last three
financial years.
5. During the year 2014-15, the Company has spent
` 6.72 crore on CSR activities, which includes
` 1.71 crore carried forward from the CSR budget of
previous years. Thus, the unspent amount for the
year 2014-15 is ‘Nil’.
Water Treatment Plant at North 24 Parganas (WB)

Details of the projects undertaken during the year are as under:


(` in Lakhs)

Sl. CSR Project or Sector in Projects or Amount outlay Amount Spent on Total Cumula- Amount
No. Activity identified which the Programs (Budget) Project the Projects or Expen- tive expen- Spent (Direct
Project is or Programs wise Programs during diture for diture or through
covered 2014-15 the year up to implementing
2014-15 2014-15 agency)
(1) Local area Total During (1) (2)
or other 2014-15
Direct Over-
(2) State and expen- heads
District where diture on
projects or projects
programs was or
undertaken programs
1 Drinking water Health (1) Local Area 40.00 35.00 21.33 21.33 26.33 Through M/s
treatment facility [S. No. (i) - SATHEE, an NGO
(2) West
for removal of of Schedule of West Bengal
Bengal,
arsenic VII]
Berhampore
2 Improving health Health (1) Local 25.40 16.87 17.76 - 17.76 26.22 Through Ircon
care infrastructure Infrastructure &
[S. No. (i) (2) J&K,
by construction of Services Limited
of Schedule Ramban
health post with
VII]
Porta Cabins (10Ft
x 12Ft), supply of
medical equipments
and construction of
sanitized toilets in
Banihal Division
3 Running and Health (1) Local Area 30.00 30.00 23.54 - 23.54 23.54 Direct
maintenance cost of [S. No. (i) (2) J&K,
the 3 existing health of Schedule Ramban;
units at Banihal, VII] UP, Raebareli;
Lalganj, Sivok $ and
West Bengal,
Sivok

Annual Report 2014-15 I 25


Sl. CSR Project or Sector in Projects or Amount outlay Amount Spent on Total Cumula- Amount
No. Activity identified which the Programs (Budget) Project the Projects or Expen- tive expen- Spent (Direct
Project is or Programs wise Programs during diture for diture or through
covered 2014-15 the year up to implementing
2014-15 2014-15 agency)
(1) Local area Total During (1) (2)
or other 2014-15
Direct Over-
(2) State and expen- heads
District where diture on
projects or projects
programs was or
undertaken programs
4 Augmentation of Health (1) Local Area 13.50 13.50 12.79 - 12.79 12.79 Direct
Drinking water [S. No. (i) (2) J&K,
supply to Kohli and of Schedule Ramban
Soomber villages VII]

5 Eye & Health Check Health (1) Local Area 5.00 1.65 0.83 0.83 0.83 Through
up camps for school - M/s Mahavir
children $ [S. No. (i) (2) New Delhi International
of Schedule (an NGO)
VII]
6 Drinking water Health (1) Local Area 9.00 9.00 8.94 8.94 8.94 Direct
supply to the village -
of Peerpora, Tethar- [S. No. (i) (2) J&K,
Banihal of Schedule Ramban
VII]
7 Providing one Health (1) Local Area 10.00 10.00 9.46 - 9.46 9.46 Direct
ambulance for state
health department [S. No. (i) (2) J&K,
at District Ramban of Schedule Ramban
VII]
8 Contribution to Sanitation Swachh 187.00 187.00 187.00 - 187.00 187.00 Direct
Swachh Bharat Kosh [S. No. (i) Bharat Kosh,
of Schedule Deptt. of
VII] Expenditure
(Ministry of
Finance)
9 Providing Education (1) Local Area 97.50 22.50 22.50 22.50 97.50 Through
infrastructure - Municipality of
works for Girls [S. No. (ii) (2) UP, Raebareli
Inter college under of Schedule Raebareli
municipality of VII]
Raebareli
10 Up gradation of Education (1) Local Area 20.00 15.00 13.77 13.77 18.77 Through MP
school and other - Laghu Udyog
facilities in village [S. No. (ii) (2) MP, Nigam Ltd.
Bhauri (Gwalior) $ of Schedule Gwalior
VII]
11 Up gradation of Education (1) Local Area 12.50 10.19 8.64 8.64 10.95 Direct
School Building -
at Inarwa-Kamala [S. No. (ii) (2) Nepal,
village* of Schedule Inarwa
VII]
12 Toilet block with Education (1) Local Area 57.20 27.13 21.18 21.18 51.25 Through Ircon
Porta Cabins, SDPE [S. No. (ii) - Infrastructure &
septic tanks, water of Schedule (2) J&K, Services Limited
storage tanks in VII] Ramban
Banihal Division (18
Schools)
13 Contribution for the Education (1) Local Area 2.36 2.36 2.36 2.36 2.36 Through M/s
education & Welfare - GODHULI, an
of the street [S. No. (ii) (2) New Delhi NGO
children in Godhuli of Schedule
Schools VII]

26 I Annual Report 2014-15


Sl. CSR Project or Sector in Projects or Amount outlay Amount Spent on Total Cumula- Amount
No. Activity identified which the Programs (Budget) Project the Projects or Expen- tive expen- Spent (Direct
Project is or Programs wise Programs during diture for diture or through
covered 2014-15 the year up to implementing
2014-15 2014-15 agency)
(1) Local area Total During (1) (2)
or other 2014-15
Direct Over-
(2) State and expen- heads
District where diture on
projects or projects
programs was or
undertaken programs
14 Development works Education (1) Local Area 10.00 10.00 5.13 - 5.13 5.13 Direct
for Govt. School,
[S. No. (ii) (2) J&K,
Soomber $
of Schedule Banihal
VII]
15 Additional works Education (1) Local Area 4.80 4.80 8.92 8.92 8.92 Direct
at Sant Ravidas Sr -
[S. No. (ii) (2) Rajasthan,
Secondary School,
of Schedule Jodhpur
Bhadvasia, Jodhpur
VII]
16 Up gradation of Education (1) Local Area 3.00 3.00 3.35 3.35 3.35 Direct
school building of -
[S. No. (ii) (2) New Delhi
Janta Adarsh Andh
of Schedule
Vidyalaya, Sadiq
VII]
Nagar
17 Providing ceiling Education (1) Local Area 1.00 1.00 0.94 0.94 0.94 Direct
fans to Govt. [S. No. (ii) -
(2) UP,
Primary School in of Schedule
Raebareli
Aihar VII]
18 Providing furniture Education (1) Local Area 10.00 10.00 6.73 6.73 6.73 Direct
for student hostel at -
[S. No. (ii) (2) J&K,
HSS, Ukheral
of Schedule Ramban
VII]
19 Improvement Education (1) Local Area 7.00 7.00 1.92 - 1.92 1.92 Direct
to school
[S. No. (ii) (2) J&K,
infrastructure by
of Schedule Ramban
providing fencing,
VII]
pathway and
drinking water
facilities $
20 Vocational cum Skill (1) Local Area 20.00 14.94 2.00 - 2.00 7.06 Through ITI
skill development Dvelop- Dholpur
(2) Rajasthan,
training $ ment
Dholpur
[S. No. (ii)
of Schedule
VII]
21 Vocational training Skill (1) Local Area 5.00 2.57 1.51 - 1.51 3.94 Direct
centers for women Dvelop-
(2) J&K,
at Bankoot (Banihal) ment
Ramban
for tailoring and [S. No. (ii)
embroidery $ of Schedule
VII]
22 Conservation of Environ- (1) Local Area 80.00 40.00 42.61 - 42.61 42.61 Direct
Energy by replacing ment
(2) New Delhi
CFL Lights with LED [S. No. (iv)
Lights of Schedule
VII]

Annual Report 2014-15 I 27


Sl. CSR Project or Sector in Projects or Amount outlay Amount Spent on Total Cumula- Amount
No. Activity identified which the Programs (Budget) Project the Projects or Expen- tive expen- Spent (Direct
Project is or Programs wise Programs during diture for diture or through
covered 2014-15 the year up to implementing
2014-15 2014-15 agency)
(1) Local area Total During (1) (2)
or other 2014-15
Direct Over-
(2) State and expen- heads
District where diture on
projects or projects
programs was or
undertaken programs
23 Use of Renewable Environ- (1) Local Area 110.00 18.61 22.05 - 22.05 113.44 Direct
Energy by installing ment
(2) New Delhi
Solar Panel $ [S. No. (iv)
of Schedule
VII]
24 Provision of Environ- (1) Local Area 79.00 47.39 39.52 - 39.52 71.13 Through M/s
Mokshda Green ment MOKSHDA
(2) UP,
cremation system [S. No. (iv) PEVSS
Raebareli
(Mokshda PEVSS) of Schedule (Paryavaran
near Lalganj $ VII] Evam Van
Suraksha Samiti)
25 Mechanized Environ- (1) Local Area 65.00 5.00 4.87 - 4.87 64.87 Through
Cleaning of Track ment (2) New Delhi Northern
Surrounding areas [S. No. (iv) Railway
at Railway Stations of Schedule
VII]
26 Providing solar Environ- (1) Local Area 10.00 - 4.47 - 4.47 4.47 Through Ircon
lights in various ment (2) J & K, Infrastructure &
villages of J&K, [S. No. (iv) Ramban; Services Limited
Bihar and UP # of Schedule Bihar, Patna;
VII] UP, Raebareli
27 Up-gradation of Art & (1) Local Area 51.68 51.68 51.68 - 51.68 51.68 Through RITES
Rail Museum at Culture (2) New Delhi Limited
Chanakyapuri, New [S. No. (v)
Delhi (Jointly with of Schedule
other PSUs) VII]
28 Contribution to PM/ Relief Fund (1) Local Area 50.00 50.00 50.00 - 50.00 50.00 Direct
CM relief fund [S. No. (viii) (2) J&K
of Schedule
VII]
29 Protection works for Rural (1) Local Area 10.00 10.00 10.10 - 10.10 10.10 Direct
Public graveyard, Develop- (2) J&K,
Banihal ment Ramban
[S. No. (x)
of Schedule
VII]
30 Construction of Rural (1) Local Area 4.50 4.50 2.67 2.67 2.67 Direct
Concrete Pathway Develop- (2) J&K, -
from Kaskoot Village ment Banihal
(Eastern side) up [S. No. (x)
to the West side of Schedule
boundary wall of VII]
Banihal Station
yard $
31 Construction of Rural (1) Local Area 10.00 10.00 9.79 9.79 9.79 Direct
pre-fabricated bus Develop- (2) UP, -
shelter at Lalganj ment Raebareli
[S. No. (x)
of Schedule
VII]

28 I Annual Report 2014-15


Sl. CSR Project or Sector in Projects or Amount outlay Amount Spent on Total Cumula- Amount
No. Activity identified which the Programs (Budget) Project the Projects or Expen- tive expen- Spent (Direct
Project is or Programs wise Programs during diture for diture or through
covered 2014-15 the year up to implementing
2014-15 2014-15 agency)
(1) Local area Total During (1) (2)
or other 2014-15
Direct Over-
(2) State and expen- heads
District where diture on
projects or projects
programs was or
undertaken programs
32 Providing Rural (1) Other 25.00 5.00 6.09 6.09 6.09 Direct
infrastructure Develop- (2) UP, -
facilities in Dulhapur ment Ghazipur
village $ [S. No. (x)
of Schedule
VII]
33 Community Rural (1) Local Area 92.50 17.50 17.50 - 17.50 92.50 Through Zila
hall under Zila Develop- (2) UP, Panchayat of
Panchayat in Kila ment Raebareli Raebareli
bazaar [S. No. (x)
of Schedule
VII]
34 Up gradation of Rural (1) Local Area 30.00 15.00 27.40 - 27.40 27.40 Direct
pathways in hilly Develop- (2) J&K,
villages of Soomber ment Ramban
and Dudda-Urnihal [S. No. (x)
of Schedule
VII]
35 Disaster Relief (1) Local Area 0.20 0.20 0.13 - 0.13 0.13 Direct
Management in Measure (2) J&K,
Banihal (J&K) [S. No. (viii) Banihal
of Schedule
VII]
36 Evaluation for CSR Health, (1) Local Area 2.70 2.70 - 2.83 2.83 2.83 Through Ircon
projects executed Education, Infrastructure &
(2) J&K,
during the year Rural Services Limited
Ramban,
2013-14 Deve-
Jammu; UP,
lopment,
Raebareli,
Skill Deve-
Noida, Gr
lopment,
Noida;
Environ-
Rajasthan,
ment
Dholpur,
Jodhpur,
Bikaner,
Hindaun;
Delhi*
Total 1190.84 711.09 669.48 2.83 672.31 1063.64

(*) The CSR activity is in continuation since 2013-14 i.e. before the Companies Act, 2013 was made applicable.
(#) Release of final payments for the CSR activities undertaken during the previous years for Providing solar lights in various villages of J&K,
Bihar and UP.
($) CSR activities / projects continuing in the year 2015-16 also.

Annual Report 2014-15 I 29


6 The BoD, at its meeting held on 28.07.2015, had approved provisional CSR Budget, for the financial year 2015-16, of
` 6.03 crore which is 2% of the average net profit from Indian projects in the last three financial years.
7 The CSR and Sustainability Committee confirms that the implementation and monitoring of the CSR and Sustainability
policy is in compliance with the CSR objectives and policy of the Company.

For and on behalf of the Board of Directors

Deepak Sabhlok H.K. Kala Mohan Tiwari


Director Projects & Part-time (Official) Director & Chairman & Managing Director
Member, CSR and Sustainability Committee Chairman, CSR and Sustainability Committee (DIN 00191363)
(DIN 03056457) (DIN 07200108)

Place : New Delhi


Date : 6th November 2015

30 I Annual Report 2014-15


Appendix – B

Management Discussion and Analysis Report

An Overview the superintendence, control, and direction of its Board of


The Company has a long standing reputation as a sectoral Directors as per the Companies Act.
leader in Transportation Infrastructure amongst the
public sector construction companies in the Country with
Business Environment
specialization in execution of Railway Projects on turnkey During 2014-15 Indian economy grew at 7.3 per cent as
basis and otherwise. After commencing business as a per the new series of national accounts, adopted by the
railway construction company it diversified progressively Central Statistical Organization, with base year of 2011-
since 1985 to roads, buildings, electrical sub-station and 12 in place of earlier base of 2004-05. The perceptible
distribution, airport construction, commercial complexes, improvement in economic growth resulted from improved
as well as to metro works. It has been one of the few performance of both services as well as manufacturing
construction companies in the public sector to have sectors. Encouraged by the macro-economic stability
earned substantial foreign exchange for the Country and coupled with improved business sentiments in the country,
paid dividend without fail every year to the Government. the International Monetary Fund (IMF) and the World Bank
have presented an optimistic growth outlook for India for
The Company has executed many landmark construction
the year 2015 and beyond.
projects in the last 39 years both in the Country and
Abroad. In India, in particular, it has also been undertaking Government has undertaken various initiatives to sustain
projects even in difficult terrains and disturbed regions. this momentum of growth. The major ones, which would
The Company has so far completed projects in more than afford business opportunities to your Company, are
22 countries across the globe, and 373 projects in India. as follows:

The Company is an ISO certified Company for Quality, 1. Railways:


Environment, and Occupational Health and Safety
The key focus areas for Indian Railways presently are
Management Systems, a Schedule ‘A’ public sector
creation of capacity; modernization of network and rolling
company, and a Mini Ratna – Category I.
stock; dedicated freight corridor (DFC); high speed rail;
last mile linkage; port connectivity; etc. Accordingly, an
Legal Status And Autonomy
investment of about ` 8,56,020 crore is planned over a
The Company, a legal entity separate from the span of next five years i.e. 2015-19 for:
Government, is legally, functionally, and financially
autonomous, operates under the corporate laws as an • Network decongestion in the form of Doubling and
independent commercial enterprise, does not receive any DFCs;
budgetary or financial support from the Government, nor • Taking up National Projects in North Eastern States
is it a dependent agency of the Government. However, the and in the State of J&K;
Government of India through the Ministry of Railways and
• Track renewal, bridge works;
the Department of Public Enterprises under the Ministry
of Heavy Industries and Public Enterprises, monitors • Road over bridges, Rail under Bridges;
its performance through a system of Memorandum of • Production and maintenance of Rolling Stock in the
Understanding (MOU) as regards targets to be achieved form of locomotives, coaches, wagons, etc.;
every year as part of accountability to the Parliament in • Augmentation of passenger amenities and stations
respect of all government companies. Government can re-development;
issue and does issue guidelines to regulate and bring about
some uniform pattern in the functioning of the Company • High Speed Rail and Elevated Corridors.
as a public sector company. However, no Government In addition to putting up rail connectivity projects for
department has any supervisory authority to exercise coal movement in the State of Jharkhand, Odisha, and
control over the Company which is managed and run under Chhattisgarh on fast track, Railways has sanctioned

Annual Report 2014-15 I 31


77 projects covering 9400 km of doubling/tripling/ 5. Signalling & Telecommunication Projects:
quadrupling works along with their electrification at a total Signalling & Telecommunication Projects are included in
cost of ` 96182 crore. the composite turnkey railway projects.
Ministry of Railways has also taken initiative for In foreign countries opportunities exist in countries like
introduction of High Speed Bullet Trains on the Mumbai- Oman, Ethiopia, Bangladesh, Sri Lanka, Malaysia, and
Ahmedabad corridor, and also high speed corridor on Myanmar.
Diamond Quadrilateral network connecting major metros
and growth centers in the Country. Present Project Profile:
Your Company is executing projects for construction of
2. Roads: railway line in J&K, Sivok-Rangpo, Jayanagar (India) to
The Government has approved a scheme for development Bijalpura (Nepal), Jogbani to Biratnagar, etc.; setting of
of 1,126 km of national highways and 4,351 km of state new rail coach factory at Rai Bareli; electric loco sheds;
roads in left-wing extremism (LWE) affected areas Road over Bridges in Bihar and Rajasthan; Pradhan Mantri
as a special project with an estimated cost of about Gram Sadak Yojna (PMGSY) in Jharkhand and Bihar; and
` 7,300 crore. In addition, the National Highways and electrical works under R-APDRP in the State of Jammu &
Infrastructure Development Corporation Limited, has Kashmir and Uttar Pradesh.
been created to expedite development of highways in the
Additionally, the Company is a stakeholder in two
North-Eastern region and border areas.
Special Purpose Vehicle (SPV) companies to undertake
Government has also taken steps to resolve problems rail connectivity projects for coal movement in the State
being faced by BOT - PPP projects (like developers having of Chhattisgarh. MoUs have also been signed for taking
negligible equity to contribute and lenders unwillingness up such works in the State of Odisha and Jharkhand.
to provide debt funds) by rescheduling premium payment Subsequent to the signing of MoUs, two more Joint Venture
in BOT projects. The rescheduling would be available to Companies have been incorporated on 31st August 2015,
concessionaires experiencing revenue shortfall so as to viz.’Mahanadi Coal Railway Limited’ in the State of Odisha,
ensure that project execution does not suffer owing to and ‘Jharkhand Central Railway Limited’ in the State of
cash flow constraints. These initiatives would give a boost Jharkhand.
to highway projects being offered on BOT basis. The Company has also formed two SPV companies for
execution of road projects viz. Ircon PB Tollway Limited
3. Electrical Projects: [for widening and strengthening of the existing Bikaner
In addition to railways electrification works, work for - Phalodi section to four lane from 4.200 km to 55.250
railway sidings/workshops, tunnel ventilation, industrial km and two lane with paved shoulder from 55.250 km to
electrification, distribution works, smart grid technologies 163.500 km of NH-15 on BOT (Toll) basis in the State of
for power sector utility, sub-station/transmission/high Rajasthan] and Ircon Shivpuri Guna Tollway Limited [for
voltage cable laying works are in the offing. four laning of Shivpuri-Guna section of NH-3 from 236.00
km to 332.1 km on BOT (Toll) basis on DBFOT pattern under
Government has introduced ‘Integrated Power NHDP Phase-IV in the State of Madhya Pradesh].
Development Scheme (IPDS)’ with an outlay of
Your Company is executing projects in Malaysia, Bangladesh,
` 32612 crore for strengthening the sub-transmission
Myanmar, Bhutan and Algeria.
and distribution network in urban areas, metering of
distribution/feeders/transformers/consumers in urban Outlook
areas and roof top solar panels. The IPDS scheme would
The Vision, Mission, and Objectives of the Company are as
subsume the presently continuing Restructured Accelerated
follows:
Power Development and Reforms Programme (R-APDRP).
A. Vision
4. Urban Infrastructure Projects: To be recognised nationally and internationally as a
Urban infrastructure in the form of smart cities having construction organisation comparable with the best in the
intelligent physical, social, institutional, and economic field covering the entire spectrum of construction activities
infrastructure to improve public services. and services in the infrastructure sector.

32 I Annual Report 2014-15


B. Mission Operational Performance
i) To effectively position the Company so as to meet the
A. Sectoral Performance:
construction needs of infrastructure development of
the changing economic scenario in India and abroad. Railways continued to be the primary sector of interest
contributing highest to the operating income. During 2014-
ii) To earn global recognition by providing high quality 15, Railways accounted for 91.12% of operating income,
products and services in time and in conformity with Highways accounted for 7.72%, and the balance 1.16%
the best engineering practices. resulted from buildings, electrical projects, etc. A sector-
wise comparative position is given below. The table below
C. Objectives shows the proportion of operating income from railway
i) To enhance the size and value of business activities of construction works has decreased from 96% in 2013-14
the Company so as to achieve a turnover of ` 5500 to 91.12% in 2014-15, whereas the proportion of income
crore by the year 2016-17. from highway sector has increased from 3% in 2013-14 to
7.72% in 2014-15.
ii) To achieve reasonable returns on the capital employed. (` in Crore)
Sectors 2012-13 2013-14 2014-15
Financial Performance Operating % Operating % Operating %
In the year 2014-15, the Company has registered total Income Income Income
income of ` 3122 crore, as compared to the total income Railways 3906 92 3884 96 2688 91.12
of ` 4307 crore achieved in 2013-14. About 95% of the Highways 225 5 136 3 228 7.72
Buildings 42 1 24 0.5 19 0.63
total operating income i.e. ` 2950 crore, has arisen from
Others* 59 2 23 0.5 15 0.53
operations, out of which about 30% i.e. ` 877.52 crore has
Total 4232 4067 2950
been contributed by foreign projects. Operating income
from foreign projects has decreased by 59% over the * Includes income from Electrical Projects (` 52 crore during
previous year. The main reason for lower income during 2012-13, ` 21 crore during 2013-14, and ` 13.43 crore during 2014-
the year is completion of projects in Malaysia and Sri Lanka 15).

which had contributed substantial income during the


B. Segment-wise Performance:
previous year. There had been a corresponding reduction
in Profit before tax which has decreased by 32.40% from Foreign projects contributed 45% and 50% to total income
` 1249 crore in 2013-14 to ` 844.29 crore in 2014-15, during 2012-13 and 2013-14 respectively as compared to
and Profit after Tax has also decreased by 36.08% from 28% in 2014-15. A comparative position for the last three
` 907 crore in 2013-14 to ` 579 crore in 2014-15. Net years is given below:
(` in Crore)
Worth has increased by 12.04% during the year, whereas
earnings per share have decreased by 36.08% from Segments 2012-13 2013-14 2014-15
` 457.92 in 2013-14 to ` 292.68 in 2014-15. Total % Total % Total %
Income Income Income
Although turnover of the Company has shown declining
Foreign 1995 45 2146 50 868 28
trend, the Company has secured new projects which have
Domestic 2476 55 2161 50 2254 72
increased order book by ` 5039 crore approx. Consequently,
the Company is hopeful to reverse the trend and achieve Total 4471 4307 3122
turnover as per objectives.
Strengths
The Board of Directors has recommended a dividend @ The Company has rich experience of timely execution
` 52 per share (520% on the paid-up share capital) for of a large number of international projects, especially
consideration and declaration by the shareholders. The in developing countries. Its key strengths continue to
Company has already paid an interim dividend @ ` 40 per be impressive financials (reflected in the consistent
share (400%) in February 2015. The dividend of ` 102.94 profitability and healthy balance sheet of the Company),
crore payable after declaration at the Annual General established credentials, and competent manpower. The
Meeting together with the interim dividend already paid Company has a track record of quality performance in time
(` 79.184 crore) would take the total dividend pay-out for to the satisfaction of customers. The Company has gained
the year 2014-15 to ` 182.12 crore, which is 920% of the valuable experience in executing turnkey projects to be
existing paid-up share capital of the Company. utilized for upcoming EPC and DBFOT projects.

Annual Report 2014-15 I 33


Opportunities A formal Risk Management framework is in place from
A number of macro level and sectoral initiatives undertaken August 2007. The Company has a Risk Management
to improve economic growth coupled with revival of Committee of Whole-time Directors and a Rapid
interest in the development of infrastructure sector in Action Group at General Manager / Executive Director
the last few years in India as well as Abroad, particularly (below board) level to ensure its implementation. Risk
in Railway sector, has opened up several opportunities for Management Policy, Risk Management Processes,
securing more business. The Company has geared itself to and MIS reports formats including MIS reports on Risk
benefit from the opportunity presented by EPC and DBFOT Management have been evolved in accordance with
projects both in Railways and Highways by leveraging its the Framework. Reports from Rapid Action Group for
financial strength. managing and mitigating risks are submitted through the
Risk Management Committee to the Audit Committee
for review.
Constraints
In India, a major concern in execution of projects is non
Although every organization has to work within a certain
availability of encumbrance free land, and delayed approval
legal framework, the Company as a public sector company
of drawings and estimate due to which there is a risk of
faces more constraints (not applicable to private sector
time and cost overruns which are seldom compensated by
companies) which puts it at a disadvantage in a competitive
the client.
market. Availability of soft credit with overseas competitors
and flexibility in procurement and operations with private The Company’s employees and projects have been and are
competitors are some of the other factors. exposed to risks and threats to life, liberty, and property
while operating in risky geographical areas. It however
The structural changes in the construction industry in the takes pride in executing prestigious works in the nation
last few years whereby all construction and financial risks building task. The Company has taken measures with the
are being transferred to the Contractors from the employers help of the Government to provide adequate security,
poses fresh challenge to the Company. These higher risks facilities, and also insurance coverage in such places.
are willingly taken up by private sector companies in order Policies and procedures are in place for ensuring health
to increase their order book and to capture a sizeable and safety. Construction industry is highly susceptible to
portion of the market. variation in commodity prices and interest rates.
Ircon being a domain player in the railway infrastructure Quality department has issued Guidelines on Hazard
segment, has been able to secure a fair share of railway Identification and Risk Analysis due to construction
business for the Company in the past. However, with the activities, plant and machinery, vehicles, etc. for projects,
Employer(s) diluting the qualification requirement a large and suggested operational control procedures to minimize
number of highway contractor are diversifying in this the identified hazards.
segment thereby increasing the competition for Ircon.
B. Treasury Risk Management
Strategy Your Company was assigned a ‘CARE AAA’ rating by Credit
The Company is focused towards strategic business Analysis & Research Limited (CARE) for long-term non-fund
development to sustain and improve its order book position based credit facilities and an ‘A1+’ rating (earlier denoted
by giving a thrust to its areas of core competence and as ‘PR1+’, and has now been standardized in accordance
international business. Core competence of the Company with circular dated 15th June 2011 issued by SEBI) for short-
namely; Railways, Highways, Electric sub-stations, S&T, term non-fund based credit facilities in 2008-09 based on
and Railway Electrification, is being further consolidated. BASEL II norms of the Reserve Bank of India. These rating
On account of opportunities in the offing in the areas have been re-affirmed in an annual surveillance review by
of EPC and DBFOT, an integrated team of railway and CARE in November 2014.
highways, design and execution engineers and business
development managers have been mobilized to work on Ircon conducts its business in various countries and,
such opportunities. therefore, has to deal in foreign currencies. Execution
of projects abroad necessitates investing some funds in
Risks and Concerns foreign banks in order to take care of any exigency arising
on account of temporary cash flow mismatch. However,
A. Project Risk Management: dealing in foreign currencies involves foreign exchange risk

34 I Annual Report 2014-15


and the exchange rate may change unfavorably before the Committee, followed up by corrective action, whenever
currency is exchanged. In order to minimize or eliminate necessary as a part of continuous improvement. A
foreign exchange risk, these exchange rate fluctuations are structured Fraud Prevention, Detection, and Control Policy
monitored constantly and surplus funds are exchanged (FPDC Policy) along with a Whistle Blower Policy duly
/ repatriated to India at the appropriate time, and in approved by the Board of Directors is in place with facility
accordance with the laws. Efforts are made to provide to make e- complaints in confidence.
a natural hedge by matching foreign currency inflows
and outflows from various foreign projects. Investment Human Resource
guidelines for foreign projects have been formulated to
The Company aims to achieve the right size and right
ensure placement of funds with Foreign Banks in a fair and
mix of human resource/ employees for the organization.
transparent manner.
Since your Company is a project based company, there
are fluctuations in the manpower requirements which are
Internal Control System
being taken care by recruiting employees on deputation,
The Company has adequate internal control mechanism contract, and service contract. Recruitment strategies have
and an Internal Audit System commensurate with its size been re-engineered to make them more in line with the
and nature of business. A comprehensive internal audit overall strategy of the Company. Training programmes are
manual had been issued with guidelines for internal designed so as to enhance both technical and managerial
auditors to make the internal control system more effective skills of employees.
and project specific. Projects are closely monitored through
online/offline reporting formats and the key performance A Performance Management System based on the 2nd Pay
indices are monitored by the management on monthly Revision Committee recommendations is in place which
basis. focuses on Key Result Areas for all projects and functions in
line with the goals, objectives, and targets of the Company
The Company has in place a structured organizational under the Memorandum of Understanding signed with the
chart and a system of delegation of powers. This coupled Ministry of Railways.
with robust internal MIS systems (online reporting format),
ensures appropriate information flow to facilitate effective The Company offers the benefits of Contributory Provident
monitoring. Adherence to these processes is monitored Fund, Gratuity, and Post retirement Indoor Medical
through internal audits in two phases during every financial benefits through a Medical Trust. The Company has also
year. The Company has an internal audit system that formulated a Defined Contribution Pension Scheme, based
requires the Internal Auditors to comment on the existence on the recommendation of 2nd Pay Revision Committee,
of adequate internal control systems and compliance which has been approved by the Ministry of Railways. The
therewith in addition to the opinion on existence of Trust Deed for the said scheme is being registered with the
proper risk assessment and mitigation mechanism. The Commissioner of Income tax.
Internal Auditors are experienced chartered accountants
directly reporting to the Management which also ensures
For and on behalf of the Board of Directors
their independence. Reports of the Internal Auditors are
reviewed, compliances are ensured, and synopses of Audit Mohan Tiwari
Reports along with compliance are put up by Internal Audit Chairman & Managing Director
Department for consideration by the Audit Committee. (DIN 00191363)
The internal control and audit system are being reviewed Place : New Delhi
periodically by the Management as well as the Audit Date : 6th November 2015

Annual Report 2014-15 I 35


Appendix – C

Corporate Governance Report

1. Company’s Philosophy On Corporate Directors Whole-time Directorships No. of Committee


Governance & Key Values / Part-time held in Memberships
(Official) / Companies/ held in Companies
1.1 The Code of Corporate Governance of the Company Independent Body / Body Corporates
is “To Be Professional, Profitable, Transparent, and Corporates (including Ircon)
Accountable with excellence in every sphere of activity (excluding As As
of the Company.” Ircon) Chairman Member
1.2 The Key Values of the Company formally adopted by K.K. Garg Director 1 1 2
the Board of Directors are: [DIN Finance – [CCFB]
01495050] Whole-time
a) Constructive approach
b) Working as a team Deepak Director 5 [ISTPL, 1 3
Sabhlok Projects – IRSDC,
c) Excellence in performance [DIN Whole-time IrconPBTL,
d) Probity in work and dealings 03056457] IrconSGTL
e) Being responsible and accountable and JCRL]
Hitesh Director 1 [IrconISL] Nil 1
2. Board of Directors Khanna Works –
2.1 Composition of Board of Directors [DIN Whole-time
Present strength of the Board of Directors of Ircon is 02789681]
six comprising four whole-time directors (Chairman & Anjum Part-time 1 Nil 3
Managing Director, Director Finance, Director Projects, Pervez (official) [RVNL]
[DIN
and Director Works) and two government nominated
06682287]
[part-time (official)] directors.
H.K. Kala Part-time 1 [MRVC] 3 2
During 2014-15, the tenure of two independent directors [w.e.f. (official)
on the Board of Ircon [i.e. Prof. (Dr.) S.S. Chatterji and Mr. 02.06.2015]
B.M. Sharma] concluded on 15th September 2014 and [DIN
18th September 2014 respectively. Representations have 07200108]
been made to the Ministry of Railways for appointing
requisite number of independent directors as well as Directors who Ceased to Hold Office
women director on the Board of Ircon. In addition, a
(During 2014-15 and thereafter till the date of this report)
monthly report on the position of vacancies at Board level
is regularly sent to the Ministry of Railways with special Directors Whole-time Directorships No. of Committee
request to expedite appointment of requisite independent / Part-time held in Memberships held
and women directors. (Official) / Companies/ in Companies / Body
Independent Body Corporates (including
2.2 The details of directors as on the date of this report Corporates Ircon)
are given below: (excluding As As
Ircon) Chairman Member
Board of Directors and Their Memberships of Bod/Committees
S.S. Chatterji Independent 1 [RVNL] 3 4
(As on the date of this report)
[up to –
Directors Whole-time Directorships No. of Committee
15.09.2014] Part-time
/ Part-time held in Memberships
(Official) / Companies/ held in Companies [DIN (non-official)
Independent Body / Body Corporates 03546195]
Corporates (including Ircon)
B.M. Independent 1 [OPDPL] 1 3
(excluding As As
Ircon) Chairman Member Sharma –
Mohan Chairman & 1 [IRSDC] Nil 1 [Up to Part-time
Tiwari [DIN Managing 18.09.2014] (non-official)
00191363] Director – [DIN
Whole-time 00779026]

36 I Annual Report 2014-15


Directors Whole-time Directorships No. of Committee iii) IrconSGTL – Ircon Shivpuri Guna Tollway Limited,
/ Part-time held in Memberships held a wholly owned subsidiary company of Ircon at
(Official) / Companies/ in Companies / Body New Delhi (India)
Independent Body Corporates (including
Corporates Ircon) [CIN U45400DL2015GOI280017]
(excluding As As iv) IRSDC – Indian Railway Stations Development
Ircon) Chairman Member Corporation Limited, a joint venture and a
A.K. Rawal Part-time 1 [MRVC] 2 2 subsidiary company of Ircon (51% equity) at New
[Up to (official) Delhi (India)
31.03.2015]
[CIN U45204DL2012GOI234292]
[DIN
06806261] v) ISTPL - Ircon-Soma Tollway Private Limited, a JV
Company at New Delhi (India) in which Ircon has
Notes: 50% equity participation
a) The number of Directorships is within the maximum [CIN U74999DL2005PTC135055]
limit of 10 public companies (within the overall vi) CCFB – Companhia Dos Caminhos De Ferro Da
maximum limit of 20 Companies) in accordance with Beira, a JV Company in Mozambique in which
the Companies Act, 2013. Ircon has 25% equity participation
b) The Committees covered under the last two columns vii) JCRL – Jharkhand Central Railway Limited a JV
are Audit Committee, Nomination and Remuneration Company in Jharkhand (India) in which Ircon has
Committee, Independent Directors Committee, CSR & 26% equity participation
Sustainability Committee, and Committee for Issue of
Renewed / Duplicate Share Certificates. [CIN U45201JH2015GOI 003139]
c) The number of committee memberships of directors viii) MRVC – Mumbai Railway Vikas Corporation Limited
is within the maximum limit of ten including the [CIN U45203MH1999GOI120765]
permitted limit of five chairmanships under the DPE ix) RVNL – Rail Vikas Nigam Limited
Corporate Governance Guidelines, 2010 (DPE CG
Guidelines). Only Audit Committee has been counted [CIN U74999DL2003GOI118633]
for the said limit. x) OPDPL - Omni-Protech Drugs Private Limited
[CIN U24239PN1993PTC071120]
d) The term ‘whole-time director’ used in this report
refers to functional / executive directors. 3. Disclosures About Directors
e) The term ‘part-time director’ used in this report refers As per the disclosures made by the directors in terms
to non-executive directors. of section 184 of the Companies Act, 2013, read with
f) The term ‘official’ indicates part-time Government Companies (Meetings of Board and its Powers) Rules,
nominated directors who hold office in the 2014, no relationship exists between directors inter-se.
Government. Two directors (part-time official) are officials from the
Ministry of Railways, and thus related to the promoter.
g) The term ‘non-official/ independent’ indicates part-
time directors who hold no office in the Government Since appointment of all the directors including part-time
and are independent. directors is done by the Government in the name of the
h) Apart from the remuneration to directors as per the President of India, it has not been possible to have an
terms and conditions of their appointment and entitled item in the notice of AGM for appointment of directors
sitting fee to part-time (non-official) directors, as as per section 152 of the Companies Act, 2013, which
detailed in para 4 of this Report, none of the directors require determining not less than 2/3rd of the directors as
has any material or pecuniary relationship with the persons whose period of office is liable to determination
Company which can affect their independence of by retirement of directors by rotation at a general meeting.
judgment. Further, Government appoints (not the Company) the part-
i) Full name of companies referred: time directors including independent directors with a fixed
i) IrconISL – Ircon Infrastructure & Services Limited, tenure due to which there is no scope for actually retiring
a wholly owned subsidiary company of Ircon any director by rotation every year and in the process it has
at New Delhi (India) not been possible to apply section 152 of the Companies
[CIN U45400DL2009GOI194792] Act, 2013.
ii) IrconPBTL – Ircon PB Tollway Limited, a wholly The performance evaluation of functional directors as
owned subsidiary company of Ircon at New Delhi well as the Board of your Company is done through
(India) [CIN U45400DL2014GOI272220] Memorandum of Understanding entered with Ministry

Annual Report 2014-15 I 37


of Railways and submitted to Department of Public 4. Remuneration of Directors
Enterprises by the Administrative Ministry.
Being a government company, the whole-time directors are
appointed by the President of India through the Ministry
3.1 Brief Resume of Directors who joined the Company
of Railways and draw remuneration as per Industrial
No director joined the Company during the year.
Dearness Allowance (IDA) pay scales pre-determined by
However, after the close of the year, Mr. Hari Krishna Kala the Government and as per the terms and conditions of
(H.K. Kala) (DIN 07200108), Additional Member (Planning), their appointment issued by the Government.
Railway Board, joined Ircon as part-time Official Director
w.e.f. 2nd June 2015 (date of his consent), in terms of The part-time official director nominated on the Board do
Presidential Order dated 26th May 2015 issued by the not draw any remuneration from the Company for their
Ministry of Railways. role as director but draw their remuneration under Central
Born on 22nd June 1956, Mr. Kala is an Indian Railway Dearness Allowance (CDA) pay scales from the Government
Service of Mechanical Engineers (IRSME) Officer and as government officials.
joined Railways in February 1979. He has over 36 years The Shareholders, at their 31st Annual General Meeting
of experience of working in various capacities in the
held on 26th September 2007, had authorized the Board
Indian Railways including Research and Development,
of Directors to fix remuneration payable to part-time
Operation and maintenance of rolling stock, manufacture
of wheels, axles, springs, and locomotives and also general (non official)/ independent directors by way of sitting
administrative responsibilities. He had undergone training fees within the ceiling prescribed by Rule 10-B of the
in ‘Heavy Haul Operations’ in US, ‘Coach Design’ in Japan Companies (Central Government’s) General Rules and
and Germany, and ‘Strategic Management’ in France. Forms. Accordingly, the Board of Directors, at its 215th
As an Additional Member (Planning), Railway Board, he meeting held on 28th January 2015, fixed the sitting fee at
is responsible for planning and investment decisions in ` 12,000/- for every meeting of the Board of Directors and
Railways. any Committee(s) thereof.

4.1 Disclosure on Remuneration package of Whole-time Directors during 2014-15:


(Amount in `)
Sl. Name of the Directors Salary & Other Performance Retirement Bonus/ Stock Option Total
No. Allowances Benefits Linked Benefits Commi- during the
& Perks Incentive ssion/ year
Ex-gratia
1 Mr. Mohan Tiwari*, 29,05,779 7,36,259 21,60,440 2,67,560 -- -- 60,70,038
Chairman & Managing Director
(throughout 2014-15)
2 Mr. K.K. Garg, 33,87,317 7,43,272 14,49,947 2,39,473 -- -- 58,20,009
Director Finance
(throughout 2014-15)
3 Mr. Deepak Sabhlok 25,03,058 5,80,575 14,30,520 2,36,194 -- -- 47,50,347
Director Projects
(throughout 2014-15)
4 Mr. Hitesh Khanna 28,86,339 6,48,497 14,07,743 2,32,475 -- -- 51,750,54
Director Works
(throughout 2014-15)

*Mr. Mohan Tiwari, born on 1st October 1956, qualified as B.E. Civil (Hons.), M.Tech (Structures) and PGDIM, joined
Ircon on 25th June 1998 on deputation from Ministry of Railways and got absorbed in 2002 as General Manager. He
was a Director (Projects) from 8th August 2003 to 31st January 2009. He assumed tenure post as Managing Director on
1st February 2009, based on Presidential appointment conveyed through Ministry of Railways, for a period of 5 years or
up to the age of superannuation, whichever is earlier. He had been re-designated by the Ministry of Railways as Chairman
& Managing Director w.e.f. 5th March 2013. His tenure of appointment has been extended beyond 31st January 2014 till
30th September 2016, i.e. the date of his superannuation, vide order dated 15th May 2014 by Ministry of Railways. He
has over 36 years of experience in infrastructure sector.

38 I Annual Report 2014-15


4.2 Details of payments made to Independent Directors / Directors No. of Board Meetings during Attended
Part-time (Non-official) Directors during 2014-15: 2014-15 last Annual
General
(Amount in `) Held (during their Attended
Meeting
respective tenures)
Sl. Name of the Sitting Fee Total
No. Independent Deepak 6 6 YES
Directors / Part-time Board Committee Sabhlok
(Non-official) Meetings Meetings Hitesh 6 6 YES
Directors Khanna
1 Prof. (Dr.) S.S. Chatterji 30,000 1,00,000 1,30,000 S.S. Chatterji 3 3 NA
(Up to 15.09.2014)
B.M. Sharma 3 3 NA
2 Mr. B.M. Sharma (Up 30,000 60,000 90,000
Anjum Pervez 6 5 YES
to 18.09.2014)
A.K. Rawal 6 5 YES

5. Board Procedure H.K. Kala NA NA NA


Lalitha Gupta 1 1 NA
5.1 BoD Charter:
Iti Matta 2 2 YES
a) The Company has in place a BoD approved Formal
Sumita 3 3 NA
Board Charter with Corporate Governance objectives Sharma
& approach and Role & Responsibility of BoD
(including Whole-time Directors, Independent NA- Not Applicable
Directors, Government Directors), and Management
(Senior Management). During 2014-15 Ms. Lalitha Gupta, Company Secretary &
GM (Law), superannuated on 30th April 2014. From 1st
b) This BoD Charter sets out essentially the composition
May 2014 to 30th September 2014, Ms. Iti Matta, Asst.
& structure and role & responsibilities of the Board
Manager/ Company Affairs, was appointed to perform the
of Directors of the Company keeping the Corporate
functions of Company Secretary, till a candidate is selected
Governance objectives and approach in perspective.
and appointed at a higher level. Ms. Sumita Sharma is
c) To facilitate the part-time directors to discharge their the Company Secretary of the Company w.e.f. 30th
responsibilities, independent office room in the September 2014.
registered office of the Company has been earmarked
for them. 6. Code of Conduct for Board Members
and Senior Management of The Company
5.2 BoD Meetings and Attendance during 2014-15: and Key Values for Entire Organization
a) The Board of Directors met 6 times during the financial The Company has in place a Code of Conduct for Board
year 2014-15 on: Members and for Senior Management (i.e. Directors, Chief
Vigilance Officer, Additional General Managers and above,
30th April 2014, 31st July 2014 (adjourned and
and Project / Functional Heads) and also Key Values for the
resumed on 1st August 2014), 11th September 2014,
Company as a whole. These Codes came into effect from
28th November 2014, 28th January 2015, and 23rd
1st April 2005 and have been posted on the website of the
February 2015.
Company.
b) Leave of absence was granted in terms of section
The declaration signed by Chairman & Managing Director
167(1)(b) of the Companies Act, 2013.
affirming receipt of compliance with the Code of Conduct
c) Details of attendance of the Directors and Company and Key Values from Board of Directors and Members of
Secretary during 2014-15: Senior Management team during 2014-15 is placed as
Annexure – C1.
Directors No. of Board Meetings during Attended
2014-15 last Annual 7. Committees of Bod
General
Held (during their Attended Meeting 7.1 Audit Committee:
respective tenures)
7.1.1 Terms of Reference:
Mohan Tiwari 6 6 YES
The Company has revised terms of reference for Audit
K.K. Garg 6 6 YES
Committee in line with the Companies Act, 2013; DPE CG

Annual Report 2014-15 I 39


Guidelines, 2010; and clause 49 of the Listing Agreement. k) Reviewing with the Management, the performance
The core areas in the revised Terms of Reference for Audit of statutory and internal auditors, adequacy of
Committee include the following: internal control systems and functions including the
a) Recommending remuneration of statutory auditors structure and working of internal audit department,
including payment of fees for any other services and internal audit reports;
rendered by the auditors except the services covered l) Considering such other item/ matters as may be
under section 144 of the Companies Act, 2013; decided by the Board / Audit Committee;
b) Review and monitor the auditor’s independence and The Audit Committee had reviewed the matters as per the
performance, and effectiveness of audit process; said Terms of Reference including the financial reporting
c) Approval or any subsequent modification of process, the Financial Statements for 2014-15, the
transactions of the company with related parties and declaration of due compliance by Chairman & Managing
to review the statement of related party transactions Director and Director Finance, internal control systems,
submitted by management; etc. before recommending the Financial Statements for
d) Scrutiny of inter-corporate loans and investments; 2014-15 for approval by the Board of Directors. The Audit
Committee had also reviewed the financial statements and
e) Evaluation of internal financial controls and risk performance of subsidiary companies of Ircon.
management systems;
f) Overseeing the Company’s financial reporting process 7.1.2 Composition and Attendance:
and the disclosure of its financial information to ensure The Audit Committee of the Board, consisting of four part-
that the financial statements are correct, sufficient, time non-official (independent) Directors of the Company,
and credible; was originally set up on 28th April 2000 with the approval
g) Reviewing, with the management, the annual financial of Board of Directors pursuant to Clause 49 of the Listing
statements and Auditors report thereon before Agreement and as per the conditions for a Mini Ratna
submission to the Board for approval, with particular public sector company. This has been reconstituted as and
reference to; when there has been a change in independent directors.
i) Matters required to be included in the Director’s Pending appointment of requisite number of independent
Responsibility Statement to be included in the directors by the Ministry of Railways, the Audit Committee
Board report in terms of clause (c) of section was last re-constituted in June 2015, as under, with two
134(3) of the Companies Act, 2013; part-time (official) directors and one whole-time director:
ii) Changes, if any, in accounting policies and Mr. H.K. Kala, Part-time (Official) Director – Chairman
practices and reasons for the same;
Mr. Anjum Pervez, Part-time (Official) Director – Member
iii) Major accounting entries involving estimates
based on the exercise of judgment by Mr. Deepak Sabhlok, Director Projects – Member
management;
The Audit Committee met 8 times during the financial
iv) Significant adjustments made in the financial
year 2014-15 on:
statements arising out of audit findings;
v) Compliance with legal requirements relating to 30th April 2014, 22nd May 2014, 31st July 2014, 11th
financial statements; September 2014, 23rd December 2014, 28th January
2015, 23rd February 2015, and 30th March 2015.
vi) Disclosure of any related party transactions; and
vii) Qualifications in the draft audit report; The attendance details of meetings held during 2014-15 are:
h) Reviewing, with the management, the quarterly
Member Status Meetings Meetings
financial statements and Auditors report thereon held (during attended
before submission to the Board for approval. their
respective
i) Management Discussion and analysis of financial tenures)
conditions and results of operations; B. M. Sharma Chairman (Up to 4 4
j) Discussion with the auditors – both internal and 18.09.2014)
statutory auditors – to address significant issues and S.S. Chatterji Member (Up to 4 4
15.09.2014)
areas of concern;

40 I Annual Report 2014-15


Member Status Meetings Meetings power to consider and resolve grievances of security
held (during attended holders of the Company now vest with the Board of
their Directors.
respective
tenures)
7.3 Remuneration Committee
A. K. Rawal Chairman 4 4
(13.11.2014 to The Company has a Remuneration Committee in place
31.03.2015) since 20th April 2009 pursuant to para 5.1 of the DPE CG
Anjum Pervez Member 8 8 Guidelines, 2010 for deciding the annual bonus/ variable
(throughout pay pool and policy for its distribution across executives
2014-15)*
and non-unionized supervisors. It has been reconstituted
Deepak Member (w.e.f. 4 4
Sabhlok 13.11.2014)
as and when there has been a change in directorships.
Mohan Tiwari Member (from NA NA The Committee had a meeting on 11th September 2014 for
29.04.2015 to payment of PRP for 2013-14, which was attended by all the
14.06.2015) then members of the Committee and the then Company
H.K. Kala Chairman (w.e.f. NA NA Secretary of the Company. The Committee was last re-
14.06.2015)
constituted in November 2014 as under:
* Mr. Anjum Pervez was the Chairman of Audit Committee from
Mr. Anjum Pervez, Part-time Official Director – Chairman
29.04.2015 to 14.06.2015, and he continues as a member of Audit
Committee thereafter.
Mr. Deepak Sabhlok, Director Projects – Member
Mr. Hitesh Khanna, Director Works – Member
Company Secretary of Ircon is the Secretary of this In July 2015, the existing Remuneration Committee
Committee. All the said meetings were attended by has been renamed as Nomination and Remuneration
Company Secretary of the Company (held during their Committee and its terms of reference has been widened
respective tenure). so as to include area as specified by section 178 of
7.2 Shareholders’ / Investors’ Grievance Committee the Companies Act, 2013, along with existing terms of
reference under DPE OM dated 26th November 2008. In
The Company constituted a Shareholders / Investors
brief, the scope / terms of reference of Nomination and
Grievance Committee of directors on 6th June 2001. The
Remuneration Committee are:
Committee has been re-constituted from time to time due
to change in directorships. 1. To continue with the existing scope of deciding the
annual bonus/variable pay pool and policy for its
Company Secretary is the Compliance Officer of this distribution across executives and non-unionized
Committee. supervisors within the limits prescribed in the DPE OM
No complaint has been received so far and no share dated 26th November 2008.
transfer is pending. A half yearly report stating that ‘there 2. To review the policies for selection and removal of
has been no investor grievance regarding transfer of persons in senior management and other employees
shares, non-receipt of balance sheet, or non-receipt of as per DPE and other Government Guidelines, and
declared dividend’ is circulated to all the members of the recommend the same for approval to the Board.
Committee.
3. Any other work as may be included by Companies Act
The Committee was last re-constituted in July 2013 or DPE Guidelines from time to time.
as under: Presently, Nomination and Remuneration Committee
Mr. Anjum Pervez, Part-time Official Director – Chairman comprises of Mr. H.K. Kala, Part-time Official Director, as its
Chairman along with Mr. Anjum Pervez, Part-time Official
Mr. K.K. Garg, Director Finance – Member
Director, and Mr. Mohan Tiwari, Chairman & Managing
Mr. Deepak Sabhlok, Director Projects – Member Director, as its members.

After the close of the year, Board of directors of Ircon, 7.4 CSR and Sustainability Committee
at its meeting held on 28th July 2015, had dissolved the An integrated Board Committee for CSR and Sustainable
Shareholders’ / Investors’ Grievance Committee in view of Development (CSR-SD Committee) had been constituted
the provisions contained in section 178 of the Companies in April 2013, in terms of DPE CSR and Sustainability
Act, 2013. After dissolution of the said Committee, the Guidelines, 2013.

Annual Report 2014-15 I 41


After the implementation of new Companies Act, 2013, Committee’) has been constituted in October 2013 pursuant
the CSR-SD Committee was renamed as ‘CSR Committee’ to DPE – OMs dated 28th December 2012 (amended vide
in July 2014. Later DPE revised Guidelines on CSR and DPE-OM dated 20th June 2013) on ‘Role & responsibilities
Sustainability (in line with the Companies Act, 2013 and of Non-official Directors’ in October 2013 which provides
Rules thereunder). These Guidelines were effective from that non-official directors of the Company shall hold one
1st April 2014. Accordingly, CSR and Sustainability meeting in a year, without the attendance of functional
Committee has been constituted (in supersession of and government directors and members of management
CSR Committee) in November 2014, to oversee the to assess the quality, quantity, and timeliness of flow of
implementation of CSR and Sustainability Policy of the information between the Company, management, and the
Company and to assist the BoD to formulate suitable Board, that is necessary for the Board to effectively and
policies and strategies to take the CSR and Sustainability reasonably perform the duties.
agenda of the Company forward in the desired direction.
Further, para VII of Schedule IV of the Companies Act,
The Committee has been re-constituted as and when there 2013, provides that Independent Directors of the Company
has been a change in independent directors. Pending shall hold one meeting in a year without the attendance of
appointment of requisite number of independent directors non-independent directors and members of Management
by the Ministry of Railways, the CSR and Sustainability
The Committee had a meeting on 10th September 2014,
Committee was last re-constituted in June 2015, as under:
which was attended by both the Independent Directors of
the Company without the attendance of non-independent
Mr. H. K. Kala, Part-time Official Director - Chairman
directors and members of management in compliance
Mr. K.K. Garg, Director Finance - Member with the DPE-OMs and Companies Act, 2013.
Mr. Deepak Sabhlok, Director Projects - Member The tenure of the two independent directors concluded
Mr. Hitesh Khanna, Director Works - Member in September 2014. Accordingly, the constitution of
this Committee would be taken up as and when new
The Committee met 6 times during the financial year independent directors join the Board of Ircon.
2014-15 on: 28th April 2014, 22nd May 2014, 30th July
2014, 11th September 2014, 30th December 2014 and 7.6 Committee for Issue of Renewed/Duplicate
23rd February 2015. The attendance details are: Share Certificates.
The Company has constituted a Committee for Issue of
Member Status Meetings held Meetings Renewed/ Duplicate Share Certificates in terms of the
(during their attended
respective Companies Act, 2013 read with Companies (Share Capital
tenures) and Debentures) Rules, 2014, for issue of duplicate shares
S.S. Chatterji Chairman (Up 4 4 in replacement of those which are lost or destroyed,
to 15.09.2014) mutilated, torn or old, decrepit, worn out, or where
A.K. Rawal Chairman 2 2 the pages on the reverse for recording transfer have
(from
13.11.2014 to
been utilized.
31.03.2015) The Committee was constituted in January 2015 as under:
H.K. Kala Chairman NA NA Mr. K.K. Garg, Director Finance  - Chairman
(w.e.f.
14.06.2015) Mr. Anjum Pervez, Part-time Official Director - Member
K.K. Garg Member 6 6
Mr. Deepak Sabhlok, Director Projects - Member
Deepak Member 6 6
Sabhlok Company Secretary is the Secretary of this Committee.
Hitesh Khanna Member 6 5
7.7 Share Issue Committee
All the said Committee meetings were attended by BoD, at its meeting held on 28th January 2015, had dissolved
Company Secretary of the Company (held during their the Share Issue Committee in view of the fact that issue
respective tenure). of share certificates on sub-division, consolidation, etc.
under the Common Seal of the Company, shall be done by
7.5 Independent Directors Committee the Board of Directors by means of a resolution passed at
Independent Directors Committee (known as ‘ID the meeting of the Board in terms of the section 179(3)

42 I Annual Report 2014-15


(c) of the Companies Act, 2013, read with rule 5(1) of the 9.3 No special resolution is proposed to be conducted
Companies (Share Capital and Debentures) Rules, 2014, as through Postal Ballot in the ensuing Annual General
amended from time to time. Meeting of Ircon.
No meeting was held during the year 2014-15, before the
dissolution of the said Committee. 10. Disclosures
10.1 During the year, there was no transaction of material
8. Compliance of Provisions Relating nature with the directors or their relative that had
potential conflict with the interest of the Company.
to Subsidiary (Ies)
Presently, Ircon has following subsidiaries: 10.2 The Company has followed the Accounting Standards
issued by the Institute of Chartered Accountants
a) Ircon Infrastructure & Services Limited (IrconISL) is a of India in the preparation of Financial Statements.
100% subsidiary company of Ircon. Deviations from Accounting Standards have been
b) Indian Railway Stations Development Corporation explained in self explanatory notes given at note no.
Limited (IRSDC) is a subsidiary of Ircon and also a joint 34 forming part of the Financial Statements and also
venture between Ircon and Rail Land Development in Directors’ Report under the heading ‘Compliances’.
Authority (RLDA) in which Ircon has 51% equity.
10.3 During 2014-15, there are no items of expenditure
c) Ircon PB Tollway Limited (IrconPBTL) is a 100% debited in books of accounts, other than for the
subsidiary company of Ircon (incorporated during the business purposes of the Company. Also, no expenses
year on 30th September 2014). have been incurred by the Company which are personal
d) Ircon Shivpuri Guna Tollway Limited (IrconSGTL) is a in nature for the Directors and Top Management
100% subsidiary company of Ircon (incorporated after except for the remuneration paid to Directors,
the close of the year on 12th May 2015). which is as per Government approved pay and perks
None of the aforesaid companies are listed. (Details given in para 4 of this report and also
disclosed in Note no. 41 forming part of the Stand-
Turnover/Net Worth of IrconISL, IRSDC, and IrconPBTL alone Financial Statements).
did not exceed 20% of the turnover or net worth of Ircon
(holding company) during 2014-15. Therefore, none of 10.4 Administrative and office expenses as a percentage
IrconISL, IRSDC, or IrconPBTL is a ‘material subsidiary’ of total expenses vis-a-vis financial expenses are
under the Listing Agreement or a ‘subsidiary’ as per the given below:
DPE CG Guidelines.
Particulars 2014-15  2013-14 Remarks
9. General Body Meetings Administrative expenses 30.60 35.84
(` in crore)
9.1 The last three Annual General Meetings were held
Bank & Other Finance 8.93 38.45
as under: Charges (` in crore)
Total Expenses 2277.45 3057.51 Nil
Financial Date of holding Time Location/ Venue (` in crore)
Year meeting
Administration expenses/ 1.34% 1.17%
Total expenses (in %)
2013-14 25th September 5 P.M. Company’s Registered
2014 Office, Delhi Bank & Financial Charges/ 0.39% 1.26%
Total expenses (in %)
2012-13 3rd September 5 P.M. Company’s Registered
2013 Office, Delhi
10.5 The Company periodically informs the Board about
2011-12 25th September 5 P.M. Company’s Registered the risks associated with its projects in risky areas and
2012 Office, Delhi
foreign exchange management. Details pertaining to
risk management have been given in Management
9.2 Only one special resolution was passed in the last Discussion and Analysis Report under the heading
Annual General Meeting held on 25th September ‘Risks and Concerns’.
2014, and that no special resolution was passed in
the Annual General Meeting for the year 2011-12 and 10.6 The Company has in place a BoD approved Fraud
2012-13. Prevention, Detection, and Control Policy so as

Annual Report 2014-15 I 43


to provide a system for detection and prevention compliances, and financial reporting which was placed
of fraud, reporting of any fraud that is detected before the Audit Committee and the Board of Directors
or suspected and fair dealing of matters pertaining (placed as Annexure – C2 to this Report).
to fraud.

10.7 The Company has in place a BoD approved Whistle


12. General Information for
Blower Policy under which there is a mechanism for Shareholders
employees to report to the Management, concerns
12.1 Means of communication
about unethical behaviour, actual or suspected
fraud, or violation of the Company’s Code of conduct a) Apart from the annual report, etc., being sent to the
or ethics policy. The Policy also provides for adequate shareholders before the Annual General Meeting,
safeguards against victimization of employees periodical reports on the progress of projects of the
who avail the mechanism. It provides for direct Company including financial performance vis-a-vis the
access to the Chairman of the Audit Committee in targets are being sent to the Administrative Ministry,
exceptional cases. Government of India.

Both these Policies are available on Ircon’s website. b) The Annual Report including the audited financial
statements for the year 2014-15 of Ircon and its
10.8 Question of denying access to any of the personnel
subsidiaries would be available on the website of the
to Audit Committee has not arisen so far.
Company.
10.9 The Company made no public issue of shares c) The following have also been displayed on the
nor issued any prospectus or letter of offer during Company’s website:
2014-15.
i) Shareholding pattern of the Company.
10.10 There has been no instance of non-compliance of any
ii) Important corporate governance policies like
statutory regulation or government guidelines nor
Fraud Prevention, Detection, and Control Policy;
there has been any penalties or strictures imposed
and Whistle Blower Policy along with confidential
on the Company on any matter related to the capital
e-mail-ids of nodal officers/ CMD/ Chairman, Audit
market and guidelines issued by government.
Committee.
10.11 The transactions with related party are in the
iii) CSR and Sustainability Policy and the CSR Activities
ordinary course of business on arms’ length basis
for 2014-15.
and the disclosure of the same has been made as
per requirement of relevant Accounting standard in iv) Code of Conduct for Board Members and Senior
notes to Financial Statement of the Company. Management and Key Values of the Company.
d) E - mail ID of the compliance officer exclusively for
10.12 DPE has awarded ‘Excellent’ grading to Ircon for
the purpose of registering complaints by investors
compliance of DPE Corporate Governance Guidelines
during 2013-14. has been displayed on the website under the head
“Investor Corner” for creating investor awareness.
10.13 Ircon has secured, based on self-evaluation, an
annual score of ‘91.25’ out of 100 which falls under 12.2 Annual General Meeting of the Current Year
‘Excellent’ grade for compliance of DPE Corporate Date : 22nd December, 2015
Governance Guidelines for the year 2014-15.
Time : 17.00 Hours
10.14 The Company informs/ reports to the Board about
the compliances of laws in the areas -- Company and Venue : Board Room of the Company’s Registered
Related Laws; Tax Laws; Labour & Employee Welfare Office - C-4, District Centre, Saket,
Laws; RTI; from projects (Indian and Foreign); etc. New Delhi – 110 017
every six months.
12.3 Record Date for payment of Dividend
11. CEO / CFO Certification Dividend would be paid for the year 2014-15 to all such
The Chairman & Managing Director (CEO) and Director shareholders whose name appear in the Register of
Finance (CFO) have certified in writing with respect to Members as on the date of Annual General Meeting i.e.
the truth and fairness of the financial statements, due 22nd December, 2015, the record date.

44 I Annual Report 2014-15


12.4 Distribution of Shareholding (As on the date 13. Training of Board Members
of this report) 13.1 The Company has a Board approved Training Policy
Category No. of shares Percentage of for Board Members. According to the Policy, the
held shareholding Company has a practice of imparting introductory
(`10/- each)
training to new Board Members. They are also given
Central Government in 1,97,42,400 99.729 documents about the Company which includes
the name of the President
of India and his ten Memorandum and Articles of Association, Brochure,
nominees Annual Report, latest unaudited financial results,
Indian Railway Finance 48,800 0.247 Corporate Plan with MoU targets and achievements,
Corporation Limited and related provisions on Duties, Responsibilities,
Bank of India 4,800 0.024 etc. of Directors.
Total 1,97,96,000 100
13.2 The Board members, based on their requirement
Transfer of shares is normally technical in nature, from attended various seminars, conferences, training
one Government nominee shareholder to another programs from time to time. During the year, Ircon’s
consequent upon change of officials, as the Government Directors were nominated / had attended training
holds 99.729% of the shares. To effect this transfer, programs organized by ASSOCHAM, Indian Research
Company Secretary is the authorized officer, and no Centre, SCOPE, Northern Railway, etc.
transfer is pending.
14. Compliance on Corporate Governance
12.5 Plant Locations/ Operating Units This Report duly complies with the legal requirements in
The Company does not have plant locations, but is respect of data that should be disclosed in a Corporate
widespread with operating units/ offices in more than Governance Report for the year 2014-15.
eleven different States in the Country and in five other Certificate obtained from a Practising Company Secretary
countries. A list of the units is available on the website of regarding compliance of the conditions of Corporate
the Company. Governance is placed as Annexure – C3 to this Report.
12.6 Address for correspondence with the
Registered Office
(Regarding Corporate Governance matters covered under
this report) For and on behalf of the Board of Directors

Company Secretary,
Mohan Tiwari
Ircon International Limited, C-4, District Centre,
Chairman & Managing Director
Saket, New Delhi - 110 017
(DIN 00191363)
Telephone: 91-11-26545265 / 26530456;
Fax: 91-11-26522000 / 26854000
E-Mail: [email protected] Place : New Delhi
Website : www.ircon.org Date : 6th November 2015

Annual Report 2014-15 I 45


Annexure-C1

Declaration by Chairman & Managing Director Regarding


Compliance with the code of Conduct by Bod Members and
Senior Management During the financial year 2014-15.

I, Mohan Tiwari, Chairman & Managing Director, Ircon International Limited, do hereby declare that all the members of
the Board of Directors and the Senior Management Team of the Company have affirmed their compliance of the Code of
Conduct and Key Values of the Company during 2014-15.

Mohan Tiwari
Chairman & Managing Director
(DIN 00191363)

Place : New Delhi


Date : 21st May 2015

Annexure-C2

Chairman & Managing Director and Finance Head Certification

We have reviewed the Financial Statements [i.e. the Balance Sheet, Statement of Profit & Loss and Notes thereto] and
the Cash Flow Statement for the financial year 2014-15 and to the best of our knowledge and belief:
i) These statements do not contain any materially untrue statement or omit any material fact or contain statements
that might be misleading;
ii) These statements together present a true and fair view of the Company’s affairs and are in compliance with existing
accounting standards, applicable laws and regulations;
iii) There are, to the best of our knowledge and belief, no transactions entered into by the Company during the year
which are fraudulent, illegal, or violative of the Company’s code of conduct;
iv) We accept responsibility for establishing and maintaining internal controls for financial reporting and that we have
evaluated the effectiveness of the internal control systems of the Company pertaining to financial reporting. We
have disclosed to the auditors and the Audit Committee deficiencies in the design or operation of such internal
controls of which we are aware and the steps we have taken or propose to take to rectify these deficiencies;
v) We have indicated to Auditors and the Audit Committee changes in Accounting Policies during the year, and that the
same have been disclosed in the Notes to the Financial Statements; and
vi) There was no instance of fraud of which we are aware nor there has been involvement of the Management or an
employee having a significant role in the Company’s internal control system over financial reporting.

K. K. Garg Mohan Tiwari


Director Finance Chairman & Managing Director
(DIN 01495050) (DIN 00191363)
Place : New Delhi
Date : 28th July 2015

46 I Annual Report 2014-15


Annexure-C3

M. Bangia & Associates B-152 Dayanand Colony, Lajpat Nagar-IV


New Delhi-110 024 Tel.: 011-41625462
Company Secretaries Mobile: 9873426246
E-mail : [email protected]

CERTIFICATE on COMPLIANCE
WITH THE CONDITIONS of CORPORATE GOVERNANCE
UNDER CORPORATE GOVERNANCE GUIDELINES of DPE

To
The Members of
Ircon International Limited
New Delhi

In respect of the compliance of the conditions of Corporate Governance for the year ended 31st March, 2015, by Ircon
International Limited, a Government Company under section 2(45) of the Companies Act, 2013, as required by the
Guidelines on Corporate Governance issued by the Department of Public Enterprises (DPE):
We have studied the Corporate Governance Report of the said Company as approved by its Board of Directors. We have
also examined the relevant records and documents maintained by the Company and furnished to us for our review in
this regard.
The compliance of conditions of Corporate Governance is the responsibility of the Management. Our examination was
limited to a review of procedures and implementation thereof adopted by the Company for ensuring the compliance of
the conditions of Corporate Governance. It is neither an audit nor an expression of opinion on the financial statement
of the Company.
We state that there has been no investor grievance during the year against the Company as per the records maintained
by the Company.
We further comment 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.
In our opinion and to the best of our information and on the basis of our review and according to the information and
explanations given to us, we certify that the Company has complied with the mandatory requirements of Corporate
Governance in all material respects, in conformity with the requirements of the Guidelines on Corporate Governance
issued by the Department of Public Enterprises (DPE) in respect of corporate governance norms for a mini-ratna Public
Sector Company, except appointment of requisite number of Independent Directors (after conclusion of the tenure of
two independent directors on 15.09.2014 and 18.09.2014 respectively) and a Woman Director (during the year under
review) on the Board of the Company, which we understand is done by the Government.

FOR M. BANGIA & ASSOCIATES


COMPANY SECRETARIES

 MANOJ BANGIA
Place: NEW DELHI Proprietor
Dated: 06.11.2015  CP NO.3655

Annual Report 2014-15 I 47


Appendix-D

CS Vishal Agarwal & Associates 39/2068, Naiwala, 315, Dakha Chambers


Karol Bagh, New Delhi - 110005
Company Secretaries Tel.: 28755638, Mobile: 9313835638
E-mail: [email protected]

Secretarial Audit Report


(For the Financial year ended on 31st March 2015)
Form No. MR-3
[Pursuant to Section 204(1) of the Companies Act, 2013 and Rule No. 9 of the Companies (Appointment and
Remuneration of Managerial Personnel) Rules, 2014]

To,
The Members
IRCON INTERNATIONAL LIMITED
CIN : U45203DL1976GOI008171
Plot No. C-4, District Centre, Saket
New Delhi-110017
We have conducted the Secretarial Audit of the compliance of applicable statutory provisions and the adherence to
good corporate practices by IRCON INTERNATIONAL LIMITED (hereinafter called “The Company”). Secretarial Audit was
conducted in a manner that provided us a reasonable basis for evaluating the corporate conducts/ statutory compliances
and expressing our opinion thereon.
Based on our verification of the Company books, papers, minute books, forms and returns filed and other records
maintained by the Company and also the information provided by the Company, its officers, agents and authorized
representatives during the conduct of secretarial audit, we do hereby report that in our opinion, the Company has,
during the audit period covering the financial year ended on 31st March 2015, complied with the statutory provisions
listed hereunder and also that the Company has proper Board-processes and compliance-mechanism in place to the
extent, in the manner and subject to the reporting made hereinafter:
We have examined the books, papers, minute books, forms and returns filed and other records maintained by
IRCON INTERNATIONAL LIMITED (“The Company”) for the period ended on March 2015 according to the provisions of:
(i) The Companies Act, 2013 (the Act) and the Rules made thereunder;
(ii) The Securities Contract (Regulation) Act, 1956 (‘SCRA’) and the rules made thereunder;
(iii) The Depositories Act, 1996 and the Regulations and Bye-laws framed thereunder;
(iv) Foreign Investment and Management Act, 1999 and the rules and regulations made thereunder to the extent of
Foreign Direct Investment and Overseas Direct Investment and External Commercial Borrowings.
(v) The following Regulations and Guidelines prescribed under the Securities Exchange Board of India, Act, 1992, (‘SEBI Act’):-
(a) The Securities and Exchange Board of India (Substantial Acquisition of Shares and Takeovers) Regulations, 2011;
(b) The Securities and Exchange Board of India (Prohibition of Insider Trading) Regulations, 1992;
(c) The Securities and Exchange Board of India (Issue of Capital and Disclosure Requirements) Regulations, 2009;
(d) The Securities and Exchange Board of India (Employee Stock Option Scheme and Employee Stock Purchase
Scheme) Guidelines, 1999 /Securities and Exchange Board of India (Share Based Employee Benefits) Regulations,
2014 (effective 28th October 2014);

48 I Annual Report 2014-15


(e) The Securities and Exchange Board of India (Issue and Listing of Debt Securities) Regulations, 2008;
(f) The Securities and Exchange Board of India (Registrars to an Issue and Share Transfer Agents) Regulations, 1993
regarding the Companies Act and dealing with client;
(g) The Securities and Exchange Board of India (Delisting of Equity Shares) Regulations, 2009; and
(h) The Securities and Exchange Board of India (Buyback of Securities) Regulations, 1998.
(vi) Following laws and rules made thereunder have been identified as specifically applicable to the company by the
Management:
(a) Department of Public Enterprises Guidelines are issued by Ministry of Heavy Industries and public Enterprises
dated 14th May 2010.
(b) Income Tax Act, 1961
(c) Wealth Tax Act, 1957
(d) Service Tax Law
(e) VAT/Central Sales Tax Act/WCT
(f) The Customs Act, 1962
(g) Central Excise Act, 1944
(h) Air Prevention and Control of Pollution Act, 1981
(i) Environment Protection Act, 1986
(j) Water Prevention & Control of Pollution Act, 1974
(k) Information Technology Act, 2000 and the rules made thereunder
(l) Indian Stamp Act, 1999
(m) Right to Information Act, 2005
(n) Negotiable Instrument Act 1881
(o) Other Labour Laws and rules made thereunder:
• Apprentice Act, 1961
• Child Labour Act, 1986
• Contract Labour (Regulation and Abolition) Act, 1970
• Workmen Compensation Act, 1923
• Employees Provident Fund and Miscellaneous Provisions Act, 1952
• Construction workers (Regulation of Employment and Condition of Service) Act, 1996
• Equal Remuneration Act, 1976
• Maternity Benefits Act, 1961
• Minimum Wages Act, 1948
• Payment of Wages Act, 1936
• Payment of Gratuity Act, 1972
• Payment of Bonus Act, 1965
• Sexual Harassment of Women at Workplace (Prevention, Prohibition and Redressal) Act, 2013
• Commercial Shops and Establishment Act
We further report that no observation in respect of compliances by the Company with the following is required:
(a) The Secretarial Standards issued by the Institute of Company Secretaries of India as they had not been notified by
the Central Government up to March 31st 2015.

Annual Report 2014-15 I 49


(b) The Listing Agreement entered into by the Company with the stock exchange(s) as the company is not listed with any
stock exchange;
We further report that during the period under review the company has complied with the provisions of the Act, Rules,
Regulations, Guidelines, Standards etc. mentioned above without any material non-compliances and subject to the
following observations:
1. The Acts, Rules, Regulations, Agreements and Guidelines mention in clause(s) (ii) and (v) above do not require
any observation as the company is an unlisted entity and hence these are not applicable.
2. The Acts, Rules and Regulations mention in clause (iii) and (iv) above does not require any observation as no
such event has occurred during the period under consideration.
3. In respect of other laws specifically applicable to the company mentioned in clause (vi) above we observed that
there are adequate systems and processes in the company commensurate with the size and operations of the
company to monitor and ensure compliance with all applicable laws, rules, regulations and guidelines.
4. We further report that the Company has, in our opinion, complied with the provisions of the Companies Act,
1956 and the Rules made under that Act and the provisions of Companies Act, 2013 as notified by Ministry of
Corporate Affairs and the Memorandum and Articles of Association of the Company without any material non-
compliance.
We further report that:
The Board of Directors of the Company is duly constituted with proper balance of Executive Directors, Non-Executive
Directors except appointment of Independent Directors and Woman Director. It is understood that appointment is being
done by the Government.
The changes in the composition of the Board of Directors that took place during the period under review were carried
out in compliance with the provisions of the Act.
Adequate notice is given to all directors to schedule the Board Meetings, agenda and detailed notes on agenda were sent
at least seven days in advance, and a system exists for seeking and obtaining further information and clarifications on the
agenda items before the meeting and for meaningful participation at the meeting.
Majority decision is carried through while the dissenting members’ views are captured and recorded as part of the
minutes.
The Company has obtained all necessary approvals under the various provisions of the Act; and the Directors have
complied with the disclosure requirements in respect of their eligibility of appointment, their being independent and
compliance with the Code of Business Conduct & Ethics for Directors and Management Personnel;

For Vishal Agarwal & Associates


 Company Secretaries

 (CS Vishal Agarwal)


Place: New Delhi FCS No.: 7242
Date : 05.11.2015 C P No. : 7710

This report is to be read with our letter of even date which is annexed as “Annexure-A” and forms an integral part of
this report.

50 I Annual Report 2014-15


Annexure-A

Vishal Agarwal & Associates


Company Secretaries

To,
The Members
IRCON INTERNATIONAL LIMITED
CIN : U45203DL1976GOI008171
Plot No. C-4, District Centre, Saket
New Delhi-110017

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 processes as were appropriate to obtain reasonable assurance about the
correctness of the contents of secretarial records. The verification was done on test basis to ensure that correct facts are
reflected in secretarial records. We believe that the processes and practices we followed, provide a reasonable basis for
our opinion.
3. We have relied on report of Statutory Auditors, Tax auditors, Cost Auditors and C & AG Auditors for compliances
of the applicable Financial Laws including Direct and Indirect Tax Laws, Accounting Standards, the correctness and
appropriateness of Financial Records, Cost Records and Books of Accounts of the company since the same have been
subject to review by respective Auditors and other designated professionals..
4. Where ever required, we have obtained the Management representation about the compliance of laws, rules,
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 procedures 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 Vishal Agarwal & Associates


 Company Secretaries

 (CS Vishal Agarwal)


Place: New Delhi  FCS No.: 7242
Date : 05.11.2015 C P No. : 7710

Annual Report 2014-15 I 51


Appendix-E

FORM NO. MGT 9


Extract Of Annual Return
As on the financial year ended on 31.03.2015
[Pursuant to Section 92 (3) of the Companies Act, 2013, and Rule 12(1) of the Company (Management and
Administration) Rules, 2014]

I. REGISTRATION AND OTHER DETAILS


1 Corporate Identity Number (CIN) : U45203DL1976GOI008171
2 Registration Date : 28th April 1976
3 Name of the Company : Ircon International Limited
4 a) Category of the Company : Public Company
b) Sub-category of the Company : Government Company, Limited by Shares,
and Company having share capital.
5.   Address of the Registered office & : Plot No. C-4, District Centre, Saket, New Delhi - 110017
contact details Ph. No.: 011-26530456, Fax No. : 011-26522000
Email id: [email protected]
6.  Whether Listed Company (Yes/ No) : No [Delisted since March 2012]
7.   Name, Address & contact details of the : Not Applicable
Registrar & Transfer Agent, if any.
II. PRINCIPAL BUSINESS ACTIVITIES OF THE COMPANY
All the business activities contributing 10% or more of the total turnover of the company shall be stated:
Sl. Name and Description of NIC Code of the % to total turnover
No. Main Products / Services Product/service of the Company
1 Railways 4210 86.11%
III. PARTICULARS OF HOLDING, SUBSIDIARY AND ASSOCIATE COMPANIES
[No. of Companies for which information is being filled - 12 Companies]
Sl. Name and Address of the Company CIN/ GLN Holding/ % of Applicable
No. subsidiary/ shares section
Associate held
1 Ircon Infrastructure & Services Limited U45400DL2009GOI194792 Wholly 100% 2(87)
Plot No. C-4, District Centre, Saket, owned
New Delhi -110017. subsidiary
2 Ircon PB Tollway Limited U45400DL2014GOI272220 Wholly 100% 2(87)
C-4, District Centre, Saket, New Delhi owned
-110017 subsidiary
3 Indian Railway Stations Development U45204DL2012GOI234292 Subsidiary 51% 2(87)
Corporation Limited
4th Floor, Palika Bhawan, Sector-XIII,
R. K. Puram, New Delhi- 110066.
4 Ircon-Soma Tollway Private Limited U74999DL2005PTC135055 Associate 50% 2(6)
C-4, District Centre, Saket, New
Delhi-110017.

52 I Annual Report 2014-15


Sl. Name and Address of the Company CIN/ GLN Holding/ % of Applicable
No. subsidiary/ shares section
Associate held
5 Chhattisgarh East Railway Limited U45203CT2013GOI000729 Associate 26% 2(6)
Mahadev Ghat Road, Raipura Chowk,
Raipur-492013, Chhattisgarh.
6 Chhattisgarh East-West Railway U45203CT2013GOI000768 Associate 26% 2(6)
Limited
Mahadev Ghat Road, Raipura Chowk,
Raipur-492013, Chhattisgarh.
7 Companhia Dos Caminhos De Ferro Foreign Company Associate 25% 2(6)
Da Beira, SARL,
Largo do CFM, edificio da Estacao
Central, Beira, Mozambique
8 IRCON-SPSCPL JV Unincorporated Joint Associate 50% 2(6)
47, Sector - 9, Panchkula, 134113, Venture
Haryana
9 IRCON-AFCONS JV Unincorporated Joint Associate 53% 2(6)
Second Floor, C-4, District Centre, Venture
Saket, New Delhi-110017.
10 RICON Unincorporated Joint Associate 49% 2(6)
Rites Bhawan, 1, Sector - 29, Gurgaon Venture
- 122001, Haryana
11 International Metro Civil Contractor Unincorporated Joint Associate 9.50% 2(6)
8, Jantar Mantar Road, Connaught Venture
Place, New Delhi - 110001
12 Metro Tunnelling Group Unincorporated Joint Associate 9.50% 2(6)
8, Jantar Mantar Road, Connaught Venture
Place, New Delhi - 110001

Annual Report 2014-15 I 53


IV. SHARE HOLDING PATTERN:
(Equity Share Capital Breakup as percentage of Total Equity)
i) Category-wise Share Holding

Category of Shareholders No. of shares held at the beginning of the year No. of Shares held at the end of the year %
Demat Physical Total % of Demat Physical Total % of Total Change
Total Shares during
Shares the year

A. Promoters
(1) Indian
a) Individual/ HUF - - -
b) Central Govt 1,97,42,400 1,97,42,400 99.729 1,97,42,400 1,97,42,400 99.729 Nil
c) State Govt(s) - - -
d) Bodies Corp. - - -
e) Banks / FI - - -
f) Any Other - - -
Sub-total (A) (1) Not 1,97,42,400 1,97,42,400 99.729 Not 1,97,42,400 1,97,42,400 99.729 Nil
(2) Foreign Applica- Applica-
ble ble
a) NRIs - Individuals - - - -
b) Other- Individuals - - - -
c) Bodies Corp. - - - -
d) Banks / FI - - - -
e) Any Other - - - -
Sub-total (A) (2) - - - -
Total Shareholding 1,97,42,400 1,97,42,400 99.729 1,97,42,400 1,97,42,400 99.729 Nil
of Promoter
(A) = (A)(1)+(A)(2)
B. Public Shareholding
(1) Institutions
a) Mutual Funds - - - -
b) Banks/ FIs --
Bank - Bank of India 4,800 4,800 0.024 4,800 4,800 0.024 Nil
FIs - Indian Railway 48,800 48,800 0.247 48,800 48,800 0.247 Nil
Finance Corporation
Limited
c) Central Govt - - - -
Not Not
d) State Govt(s) - - - -
Applica- Applica-
e) Venture Capital ble - - ble - -
Funds
f) Insurance - - - -
Companies
g) FIIs - - - -
h) Foreign Venture - - - -
Capital Funds
i) Others (specify) - - - -
Sub-total (B)(1): 53,600 53,600 0.271 53,600 53,600 0.271 Nil

54 I Annual Report 2014-15


Category of Shareholders No. of shares held at the beginning of the year No. of Shares held at the end of the year %
Demat Physical Total % of Demat Physical Total % of Total Change
Total Shares during
Shares the year

(2) Non- Institutions


a) Bodies Corp.:
i) Indian - - - -
ii) Overseas - - - -
b) Individuals - - - -
i) Individual - - - -
shareholders
holding nominal
share capital upto Not Not
Rs. 1 lakh Applica- Applica-
ii) Individual ble - - ble - -
shareholders
holding nominal
share capital in
excess of Rs 1 lakh.
c) Others (specify) - - - -
Sub-total (B)(2): - - - -
Total Public 53,600 53,600 0.271 53,600 53,600 0.271 Nil
Shareholding
(B) = (B)(1) + (B)(2)
C. Shares held by Not - - Not - -
Custodian for GDRs Applica- Applica-
& ADRs ble ble
Grand Total Not 1,97,96,000 1,97,96,000 100 Not 1,97,96,000 1,97,96,000 100 Nil
(A + B + C) Applica- Applica-
ble ble

Note:
1 Shares of the Company are not dematerialized as 99.729% shares are held in the names of President of India and his nominees.

2 1,97,38,400 equity shares of ` 10/- each are held in the name of President of India, and 400 shares of ` 10/- each are held by each of the ten
nominees (who are Government Officials) of the President of India.

ii) Shareholding of Promoters


Sl. Shareholder’s Name Shareholding at the beginning Share holding at the end % change
No. of the year of the year in share
No. of % of total % of Shares No. of % of total % of Shares holding
Shares shares Pledged / Shares Shares of the Pledged / during the
of the encumbered to company encumbered year
company total shares to total shares
1 President of India and his 1,97,42,400 99.729 Nil 1,97,42,400 99.729 Nil Nil
nominees*
Total 1,97,42,400 99.729 1,97,42,400 99.729

* List of holdings by the President of India and his nominees annexed.

Annual Report 2014-15 I 55


iii) Change in Promoters’ Shareholding (please specify, if there is no change)

Sl. Particulars Shareholding at the beginning of Cumulative Shareholding during


No. the year the year
No. of Shares % of total shares of No. of Shares % of total shares of
the company the company
1 At the beginning of the year 1,97,42,400 99.729 1,97,42,400 99.729
2 Date wise Increase / Decrease in Promoters Share
holding during the year specifying the reasons
for increase / decrease (e.g. allotment / transfer / Nil
bonus/ sweat
equity etc):
3 At the End of the year 1,97,42,400 99.729 1,97,42,400 99.729

iv) Shareholding Pattern of top ten Shareholders


(other than Directors, Promoters and Holders of GDRs and ADRs):
Sl. Particulars Shareholding at the beginning of Cumulative Shareholding during
No. the year the year
No. of Shares % of total shares of No. of shares % of total shares of
the company the company
For each of the top 10 Shareholders
1 Indian Railway Finance
Corporation Limited
a) At the beginning of the year 48,800 0.247 48,800 0.247
b) Date wise Increase / Decrease in Share holding Nil Nil Nil Nil
during the year specifying the reasons for increase
/ decrease (e.g. allotment / transfer / bonus/
sweat equity etc):
c) At the End of the year 48,800 0.247 48,800 0.247
2 Bank of India
a) At the beginning of the year 4,800 0.024 4,800 0.024
b) Date wise Increase / Decrease in Share holding Nil Nil Nil Nil
during the year specifying the reasons for increase
/ decrease (e.g. allotment / transfer / bonus/
sweat equity etc):
c) At the End of the year 4,800 0.024 4,800 0.024

v) Shareholding of Directors and Key Managerial Personnel (KMP)


Sl. Particulars Shareholding at the beginning of Cumulative Shareholding during
No. the year the year
No. of Shares % of total shares of No. of shares % of total shares of
the company the company
For each of the Directors and KMP
1 At the beginning of the year
2 Date wise Increase / Decrease in Promoters Share Not Applicable Not Applicable
holding during the year specifying the reasons
for increase / decrease (e.g. allotment / transfer /
bonus/ sweat equity etc):
3 At the End of the year

Note:
1 All the shares of Ircon are held by Central Government in the name of the President of India and his 10 nominees (99.729%), Indian
Railway Finance Corporation Limited (0.247%), and Bank of India (0.024%).

56 I Annual Report 2014-15


V. Indebtedness
Indebtedness of the Company including interest outstanding/ accrued but not due for payment:

Secured Loans Deposits Total


Unsecured Loans
excluding deposits Indebtedness
Indebtedness at the beginning of the financial year
i) Principal Amount
ii) Interest due but not paid
iii) Interest accrued but not due
Total (i + ii + iii)
Change in Indebtedness during the financial year
- Addition
Nil
- Reduction
Net Change
Indebtedness at the end of the financial year
i) Principal Amount
ii) Interest due but not paid
iii) Interest accrued but not due
Total (i + ii + iii)

VI. Remuneration of Directors and Key Managerial Personnel


A. Remuneration to Managing Director, Whole-time Directors, and / or Manager:
(Amount in `)
Sl Particulars Name of Whole-time Director Total Amount
No. (throughout 2014-15)
Mohan Tiwari, K.K. Garg, Deepak Sabhlok, Hitesh Khanna,
CMD Director Finance Director Projects Director Works
1 Gross salary
a) Salary as per provisions contained 2,905,779 3,387,317 2,503,058 2,886,339 11,682,493
in section 17(1) of the Income-tax
Act, 1961
b) Value of perquisites u/s 17(2) 736,259 743,272 580,575 648,497 2,708,603
Income-tax Act, 1961
c) Profits in lieu of salary under - - - - -
section 17(3) Income-
tax Act, 1961
2 Stock option - - - - -
3 Sweat Equity - - - - -
4 Commission
- as % of profit - - - - -
- others, specify
5 Others, please specify:
- Performance Linked Incentive 2,160,440 1,449,947 1,430,520 1,407,743 6,448,650
- Retirement Benefits 267,560 239,473 236,194 232,475 975,702
Total 6,070,038 5,820,009 4,750,347 5,175,054
Total (A) 21,815,448
Ceiling as per the Act (See Note below)

Annual Report 2014-15 I 57


B. Remuneration to other directors:
(Amount in `)
Sl Particulars of Remuneration Name of Directors Total Amount
No. Prof. (Dr.) S.S. Chatterji B.M. Sharma
(Up to 15.09.2014) (Up to 18.09.2014)
1 Independent Directors
a) Fee for attending board/ committee meetings
- Board meetings 30,000 30,000 60,000
- Committee meetings 100,000 60,000 160,000
b) Commission - - -
c) Others (please specify) - - -
Total 1,30,000 90,000
Total (B1) 220,000
2 Other Non-executive Directors Anjum Pervez A.K. Rawal
(throughout 2014-15) (throughout 2014-15)
a) Fee for attending board/ committee meetings - -
b) Commission
c) Others (please specify)
Total (B2) - - 0
Total [B= B1 + B2] 220,000
Total Managerial 22,035,448
Remuneration [A + B]
Overall ceiling as per the Act (See Note below)

C. Remuneration to Key Managerial Personnel other than MD/ Manager/WTD


(Amount in `)
Sl. Particulars of Remuneration Key Managerial Personnel Total Amount
No. CEO* Company Secretary CFO*
Lalitha Iti Matta (from Sumita
Gupta (Up to 01.05.2014 to Sharma (w.e.f.
30.04.2014) 30.09.2014) 30.09.2014)
1 Gross salary
a) Salary as per provisions 166,263 267,947 503,428 937,638
contained in section 17(1) of the
Income-tax Act, 1961
b) Value of perquisites u/s 17(2) 41,642 15,400 - 57,042
Income-tax Act, 1961
c) Profits in lieu of salary under - - -
section 17(3) Income- tax Act,
1961
2 Stock option - - -
3 Sweat Equity - - -
4 Commission
- as % of profit - - - -
- others, specify
5 Others, please specify:
- Performance Linked Incentive 566,188 17,012 141,721 724,921
(for FY 2012-13)
- Retirement Benefits 449,611 449,611
Total (C) 1,223,704 300,359 645,149 2,169,212
Ceiling as per the Act (See Note below)
* CMD, Ircon, is deemed to be CEO of the Company; and DF, Ircon, is declared as CFO of the Company and their remuneration are mentioned
in Sl. No. VI (A) above.

Note
Section 197 of the Companies Act, 2013, is exempt for government companies in terms of the Ministry of Corporate Affairs notification dated
5th June 2015.

58 I Annual Report 2014-15


VII. PENALTIES / PUNISHMENT/ COMPOUNDING OF OFFENCES:

Type Section of the Brief Description Details of Penalty Authority [RD


Companies Act / Punishment/ / NCLT made, / Appeal if any (give
Compounding fees COURT] Details)
imposed
A. COMPANY
Penalty
Punishment --- Nil ---
Compounding
B. DIRECTORS
Penalty
Punishment --- Nil ---
Compounding
C. Other Officers In Default
Penalty
Punishment --- Nil ---
Compounding

Annual Report 2014-15 I 59


Annexure
List of Shareholdings by President of India and its nominees
(As on 31st March 2015)
Name of the Company: IRCON INTERNATIONAL LIMITED

SI. Holders Name No. of Shares % of


No. Held Shareholding
1 President of India 1,97,38,400 99.709
2 Mr. Arunendra Kumar* 400 0.002
Chairman, Railway Board
3 Ms. Rashmi Kapoor* 400 0.002
Addl. Memer / Finance [Looking After Financial Commissioner (Railways)],
Railway Board
4 Mr. V.K. Gupta* 400 0.002
Member Engineering, Railway Board
5 Mr. D.P. Pande* 400 0.002
Member Traffic, Railway Board
6 Mr. A.K. Mital* 400 0.002
Member Staff [Looking After Member Electrical], Railway Board
7 Mr. Alok Johri* 400 0.002
Member Mechanical, Railway Board
8 Mr. A.K. Mital* 400 0.002
Member Staff, Railway Board
9 Mr. A.K. Rawal* 400 0.002
Addl. Member (Planning), Railway Board
10 Ms. Saroj Rajware* 400 0.002
Addl. Member (Budget), Railway Board
11 Mr. Pramod Sharma* 400 0.002
Executive Director (PSU), Railway Board
Total 1,97,42,400 99.729

* 400 shares each are held by President’s 10 (ten) nominees who are Government officials from the Ministry of Railways.

60 I Annual Report 2014-15


Appendix - F
FORM NO. AOC-2
[Pursuant to Section 134 (3)(h) of the Companies Act, 2013, read with Rule 8(2) of the Companies (Accounts) Rules, 2014]
Form for Disclosure of particulars of contracts / arrangements entered into by the Company with related parties
referred to in section 188 (1) of the Companies Act, 2013, including certain arms-length transactions under third
proviso thereto for the financial year 2014-15 (for the period 1st April 2014 to 31st March 2015).
1 Details of contracts or arrangements or transactions not at arm’s length basis : Nil
2 Details of material contracts or arrangements or transactions at arm’s length basis :

Sl. No. Name of the related Nature of Duration of Salient terms of contracts / Date of Amount paid
party and nature of contracts / contracts / arrangements / transactions, approval by as advances,
relationship arrangements / arrangements / including the value, if any the BoD, if any
transactions transactions if any
1 Ircon Infrastructure & Execution of MOU dated CSR Works relating to construction Not Applicable Nil
Services Limited Corporate Social 8th June 2012 of toilets at schools, solar lights,
(IrconISL) Responsibility Duration - etc.
Wholly owned works for Ircon. Continuing.
IrconISL is paid actual cost of
subsidiary company
work plus specified percentage
of contract addition towards
overheads and profit.
2 Ircon PB Tollway Execution of EPC Agreement The Contract has been awarded Not Applicable Nil
Limited Engineering dated 19th in line with the price quoted to
(IrconPBTL) Procurement January 2015 National Highways Authority
Wholly owned Construction Duration -- EPC of India (NHAI) for securing the
subsidiary company (EPC) Contract of work is 30 contract on competitive basis. The
Bikaner-Phalodi months from the project will be executed in terms
project for appointed date of the Concession Agreement
IrconPBTL. intimated by NHAI signed by IrconPBTL with NHAI.
or handing over of
land by IrconPBTL.
3 Chhattisgarh East Execution of Project Execution The contract is in terms of the Not Applicable Nil
Railway Limited East Corridor Agreement dated Concession Agreement signed by
(CERL) Rail project in 18th January 2014. CERL with South Eastern Railways.
A Joint Venture Chhattisgarh for Duration -- Till
Ircon would be paid actual cost
Company CERL. the Railway
of work plus specified percentage
corridor becomes
of contract addition towards
operational in
overheads and profit.
line with the
Concession
Agreement.
4 Chhattisgarh East- Execution of Project Execution The contract is in terms of the Not Applicable Nil
West Railway Limited East-West Agreement dated Concession Agreement signed
(CEWRL) Corridor Rail 5th April 2014. by CEWRL with South Eastern
A Joint Venture project in Duration -- Till Railways.
Company Chhattisgarh for the Railway
Ircon would be paid actual cost
CEWRL. corridor becomes
of work plus specified percentage
operational in
of contract addition towards
line with the
overheads and profit.
Concession
Agreement.
5 Ircon Infrastructure & a) Work for Letter of award The work has been awarded at Not Applicable Nil
Services Limited Detailed Design dated 20th March a total price of ` 32.06 lakhs.
(IrconISL) for bridges & 2015 to Ircon. The same has been awarded to
Wholly owned Supervision of Duration -- 6 Ircon at internal cost including
subsidiary company Geo – Technical months from date overheads and profits calculated
investigations of mobilization to and quoted by IrconISL in its bid
in Myanmar for site or 3 months submitted to Government of
IrconISL. from date of Myanmar.
providing all
relevant details for
design of bridges,
whichever is later.

Annual Report 2014-15 I 61


Sl. No. Name of the related Nature of Duration of Salient terms of contracts / Date of Amount paid
party and nature of contracts / contracts / arrangements / transactions, approval by as advances,
relationship arrangements / arrangements / including the value, if any the BoD, if any
transactions transactions if any
b) IrconISL Agreement dated The rates for provision of various Not Applicable Nil
to provide 1st April 2013 categories of manpower stipulated
manpower for Duration: 2 years in the Agreement are comparable
Ircon’s project in from the date of with those charged by manpower
Malaysia signing [Unless supply agencies for international
terminated by projects for similar type of
either party with manpower.
prior 30 days
written notice,
this agreement
will remain valid
for 2 years. Unless
either party so
notifies the other
of the termination
of this agreement,
it shall be renewed
every 2 years].
c) IrconISL a)   MoU signing Same as above Not Applicable US$ 2,50,000
to provide date 21.09.2012 to be
manpower for b)   Agreement recovered
Ircon’s project in signed on from the bills
Sri Lanka. 26.12.2012 @20%
Duration: 2 years
from the date of
signing [Unless
terminated by
either party with
prior 30 days
written notice,
this agreement
will remain valid
for 2 years. Unless
either party so
notifies the other
of the termination
of this agreement,
it shall be renewed
every 2 years].
d) Work related Letter of award Construction of MFCs at 24 Not Applicable Nil
to design and dated 3rd June identified stations, after feasibility
construction of 2010 study. Ircon is paid actual cost of
MFC in station work plus specified percentage
premises for of contract addition towards
IrconISL [for overheads and profits.
construction
work carried out
in 2014-15].
e) Duomatic Letter dated The machine has been leased Not Applicable Nil
on Line Track 31st March on monthly hire charge basis.
Tamping 2014 Duration: The agreed lease charges are
Machine’ leased 24 months comparable with those charged by
from IrconISL. commencing from International leasing companies
commissioning for similar machines.
of Machine in Sri
Lanka.

62 I Annual Report 2014-15


Sl. No. Name of the related Nature of Duration of Salient terms of contracts / Date of Amount paid
party and nature of contracts / contracts / arrangements / transactions, approval by as advances,
relationship arrangements / arrangements / including the value, if any the BoD, if any
transactions transactions if any
6 Indian Railway a) Sub-Leasing Lease Agreement Arrangement is on reimbursement Not Applicable Nil
Stations of office dated 25th of actual expenditure basis.
Development premises at March 2014
Corporation Limited Palika Bhawan, Duration -- 11
(IRSDC) Sector- XIII, R.K. months.
Subsidiary and Joint Puram, New
Venture Company Delhi – 110066.
with RLDA. b) Sub-Leasing Lease Agreement Arrangement is on reimbursement Not Applicable Nil
of office dated 25th of actual expenditure basis.
premises at March 2015
Palika Bhawan, Duration -- 11
Sector- XIII, R.K. months.
Puram, New
Delhi – 110066.

Note:
1. Apart from above said transactions, other transactions, etc. entered with related parties are as follows:
(i) The Company has also deputed its employees to wholly owned subsidiary companies (viz. IrconISL, IrconPBTL, and IRSDC), joint venture
companies (viz. Ircon-Soma Tollway Private Limited (ISTPL)], and unincorporated joint ventures (viz. IRCON-AFONS JV). Deputation of
employees is on actual cost (CTC) basis.
(ii) Miscellaneous expenses such as advertisement cost, etc. incurred on behalf of subsidiaries IrconISL and IRSDC is reimbursed on actual basis.
(iii) Office space provided to the wholly owned subsidiary companies (viz. IrconISL, IrconPBTL, and Ircon Shivpuri Guna Tollway Limited) and
joint venture company (viz. ISTPL) is charged at the same rate as that of other tenants in the same building.
2. All the above said transactions has been approved by the Audit Committee of Ircon.

For and on behalf of the Board of Directors

Mohan Tiwari
Chairman & Managing Director
(DIN 00191363)

Place : New Delhi


Date : 6th November 2015

Annual Report 2014-15 I 63


Appendix-G
ANNEXURE TO DIRECTORS REPORT
(Replies to comments in Auditors’ Report on Standalone Financial Statements)

Auditors’ Report
Para Management Replies
4 (a) The comments in the Auditors' Report inter-alia refer to Note 34 incorporated by the Company in the Accounts.
The Note is self-explanatory.
4 (b) Auditors’ opinion is in respect of agreements signed in the year 2007 & 2009 and ignores the factual position
as per documents provided to them. The payments pertain to 8 projects for the period from 2007-08 to
2014-15 and were as a fixed %age (within the limit as per RBI) of actual payments received by the Company.
Selection of these agencies & appointments were made by following the process laid down by the Company
and availing of agency services is as per guidelines & industry practices. These projects have also been
substantially completed. Entering into such agreements and release of payments do not require approval
of the Board or that of Audit Committee as per Company’s delegation of powers. All the payments were
made through banking channels only after receipt of payments by the Company & certification of satisfactory
services by the Project Heads.
Documents for legal compliances were also shown to the auditors. No specific non-compliance has been
reported by the auditors under Para 4(b) or Para 8 relating to ‘Report on Other Legal and Regulatory
Requirements’.
Further, as reported by the auditors in the “Matter of Emphasis” in the report on previous year’s financial
statements that the ‘Company has initiated steps to strengthen the policies, procedures and documentation
in this regard’, the Board of Directors of the Company has already approved comprehensive guidelines on the
matter.
The Company has conveyed Management’s view to the office of C&AG and requested them to examine
relevant documents and give their comments/ advice on the above qualification.
8 (f) The Company does not agree to the view that it will have any adverse effect on functioning of the Company.

Annexure to Auditors’ Report:


Para Management Replies
(iv) Comprehensive guidelines as mentioned in Para 4(b) above have already been approved by the Board of
Directors of the Company to strengthen the policies, procedures and documentation.
The scope, coverage and reporting requirements for internal audit are as per the Auditing Standards and
Accounting Standards prescribed by the Institute of Chartered Accountants of India.
External firms of Chartered Accountants are engaged for Internal Audit of various units except for one foreign
project which was done by qualified officers of the Company as in earlier years. Internal audit reports are
reviewed by the Audit Committee on regular basis. There is no adverse comment on internal audit by the
branch auditors. The Company is of the view that internal audit system is commensurate with size and nature
of its business. However, improvement in Internal Audit System is a continuous process in the Company.

For and on behalf of the Board of Directors

Mohan Tiwari
Chairman & Managing Director
(DIN 00191363)
Place : New Delhi
Date : 6th November 2015

64 I Annual Report 2014-15


Appendix-H
ANNEXURE TO DIRECTORS REPORT
(Replies to comments in Auditors’ Report on Consolidated Financial Statements)

Auditors’ Report
Para Management Replies
4 (a) The comments in the Auditors’ Report inter-alia refer to Note 36 incorporated by the Company in the Accounts.
The Note is self explanatory.
4 (b) Auditors’ opinion is in respect of agreements signed in the year 2007 & 2009 and ignores the factual position
as per documents provided to them. The payments pertain to 8 projects for the period from 2007-08 to
2014-15 and were as a fixed %age (within the limit as per RBI) of actual payments received by the Company.
Selection of these agencies & appointments were made by following the process laid down by the Company
and availing of agency services is as per guidelines & industry practices. These projects have also been
substantially completed. Entering into such agreements and release of payments do not require approval
of the Board or that of Audit Committee as per Company’s delegation of powers. All the payments were
made through banking channels only after receipt of payments by the Company & certification of satisfactory
services by the Project Heads.
Documents for legal compliances were also shown to the auditors. No specific non compliance has been
reported by the auditors under Para 4(b) or Para 8 relating to ‘Report on Other Legal and Regulatory
Requirements’.
Further, as reported by the auditors in the “Matter of Emphasis” in the report on previous year’s financial
statements that the ‘Company has initiated steps to strengthen the policies, procedures and documentation
in this regard’, the Board of Directors of the Company has already approved comprehensive guidelines on the
matter.
The Company has conveyed Management’s view to the office of C&AG and requested them to examine
relevant documents and give their comments/ advice on the above qualification.
8 (f) The Company does not agree to the view that it will have any adverse effect on functioning of the Company.

Annexure to Auditors’ Report:


Para Management Replies
(iv) Comprehensive guidelines as mentioned in Para 4(b) above have already been approved by the Board of
Directors of the Company to strengthen the policies, procedures and documentation.
The scope, coverage and reporting requirements for internal audit are as per the Auditing Standards and
Accounting Standards prescribed by the Institute of Chartered Accountants of India.
External firms of Chartered Accountants are engaged for Internal Audit of various units except for one foreign
project which was done by qualified officers of the Company as in earlier years. Internal audit reports are
reviewed by the Audit Committee on regular basis. There is no adverse comment on internal audit by the
branch auditors. The Company is of the view that internal audit system is commensurate with size and nature
of its business. However, improvement in Internal Audit System is a continuous process in the Company

For and on behalf of the Board of Directors

Mohan Tiwari
Chairman & Managing Director
(DIN 00191363)
Place : New Delhi
Date : 6th November 2015

Annual Report 2014-15 I 65


Awards & Certificates

Awarding Authority Nature of Award Years


Ministry of Commerce National Export Award 1983, 1984
Government of India *(Received from the President of India) 1991 & 1993*
Ministry of Programme “Award for Excellence” in performance as leading 1988
Implementation, Department of international Railway and Road construction company
Public Enterprises
i. All India Top Exporters Shield for Export Excellence 1986 to 1993
1995 & 1996
ii. Regional Top Exporters shield-civil engg. Contractors 1994, 1997
iii. All India Special Shield in the field of export 1997
iv. All India Trophy for Highest Exports (Turnkey Industrial 1998
Project Exporters NON-SSI)
v. All India Trophy for Top Exporters in the category of 1999 to 2002
EEPC India previously known as “Merchant Exporters” 2004 & 2007
Engineering Export Promotion vi. All India Shield for Star performer as Large Enterprise in 2005
Council (EEPC) (25 Awards in all the field of Project Exports
since inception) vii. Silver Trophy for Top Exporters as Medium Enterprises 2006
viii. Gold Trophy for Top Exporters in the category of “Top 2008
Exporters as Merchant Exporters”
ix. All India Export Award 2009
x. Silver Trophy in the category of Top Merchant Exporter 2011 & 2013
for 2010-11 and 2011-12
xi. Gold Trophy for Export Excellence in the category of Top 2014
Merchant Exporter for 2012-13
i. Maximum foreign exchange earned and repatriated 1985, 1989 to
to India 1993, 1995
1997, 2000 to
2004
ii. Second Best Performance in maximum foreign exchange 1994, 2001,
earned and repatriated in India 2003 & 2005 to
Project Export Promotion Council 2007
of India (PEPC) (previously known iii. Maximum turnover in overseas construction Projects 1985 to 1989,
as Overseas Construction Council 1992 to 1994,
of India OCCI) (45 Awards in all 1996, 1999,
since inception) 2001 & 2002
iv. Second Best performance in turnover from overseas 1990, 1991,
projects 1995 & 2000
v. Maximum foreign works secured in new areas in 1995, 1996,
construction contracts 2000 & 2001
vi. Maximum foreign business attempted 1995 to 1998,
2002 & 2004
Construction World One of India’s most admired construction companies 2009
Essar Steel & E-18 and CNBC TV-18 Infrastructure Excellence Award in Railway category 2009
i. Silver Trophy for Excellence in Central PSUs in Transport 2010
ii. Gold Trophy for excellence in Central PSUs in 2011
‘India Pride Awards’ by Dainik
Infrastructure Development
Bhaskar and Daily News & Analysis
iii. Excellence in Central PSUs in India Image Enhancement 2013
(DNA)
iv. Excellence in Public Sector Undertaking-Central in 2015
Infrastructure Development

66 I Annual Report 2014-15


Awards & Certificates

Awarding Authority Nature of Award Years


CIDC Vishwakarma Award in the categories of:
Construction Industry a) Best professionally managed company with a turnover 2012, 2014
Development Council (CIDC) of over ` 1,000 Crore & 2015
b) Best Construction Project for Pir Panjal Railway Tunnel, J&K 2014
i. India’s Top PSU Award 2012 in Engineering & 2012
Construction
ii. Silver Trophy for Top Infrastructure Company under 2013
the category Construction - Infrastructure
Development - Mid
Dun & Bradstreet iii. Best Project under the category ‘Railway’ for Qazigund - 2013
Banihal section of J&K rail link Project
iv. Infra Awards, in the category of ‘Construction and 2014 & 2015
Infrastructure Development (Railways)
v. Best Infrastructure Project for Rail cum Road Bridge 2015
across river Ganga at Patna
i. “Global HR Excellence” Award for “CEO with HR 2013
Orientation presented to Mr. Mohan Tiwari, CMD, Ircon
ii. “Asia Pacific HRM Congress Award 2013” for “CEO with 2013
Institute of Public Enterprises HR Orientation” presented to Mr. Mohan Tiwari, CMD,
Ircon
iii. Asia Pacific HRM Congress Awards for Organisation with 2014
innovative HR practices
SCOPE Meritorious Award Corporate Social Responsibility & Responsiveness for the year 2014
2012-13
National Award for Excellence Excellence in Cost Management - Public Service Sector (large) 2014
in Cost Management-2013 by
Institute of Cost Accountants of
India (ICAI)

Annual Report 2014-15 I 67


Financial Highlights of Ircon
(` in Crore)
S. No. Particulars 2014-15 2013-14 2012-13 2011-12 2010-11 2009-10 2008-09 2007-08 2006-07 2005-06
1 Operating Income 2,950 4,067 4,232 3,601 3,182 3,153 2,654 1,968 1,475 1,058
2 Company Share of Turnover in Integrated JVs 89 (9) (13) (23) (7) (13) (27) (65) (11) (29)
3 Company Share of Profit / (loss) in Integrated JVs 2 (1) 1 2 7 2 7 (7) 1 1
4 Net Operating Income 2,864 4,057 4,220 3,580 3,182 3,142 2,634 1,896 1,465 1,030
5 Other Income 258 250 251 181 72 64 85 81 68 55
6 Total Income 3,122 4,307 4,471 3,761 3,254 3,206 2,719 1,977 1,533 1,085
7 Expenditure (Incl. increase / decrease in stock) 2,267 3,024 3,412 3,102 2,816 2,901 2,487 1,776 1,398 954

68 I Annual Report 2014-15


8 Operating Margin (PBDIT) 854 1,283 1,059 659 438 305 232 201 135 131
9 Interest Expenses - - - - - - - - - -
10 Depreciation 10 34 44 57 37 41 44 41 24 20
11 Profit Before Tax 844 1,249 1,015 602 401 264 188 160 111 111
12 Profit After Tax 579 907 730 470 241 182 140 114 76 81
13 Dividend 182 182 148 94 49 37 30 30 26 26
14 General Reserves 3,334 2,971 2,277 1,733 1,372 1,181 1,012 903 824 768
15 Foreign Project Reserve - - - - - 3 28 30 33 44
16 Other Reserves - 2 3 - - 5 25 6 7 7
17 Total Reserves & Surplus 3,334 2,973 2,280 1,733 1,372 1,189 1,065 939 864 819
18 Net Fixed Assets 163 170 180 196 244 236 260 279 260 160
19 Inventories 114 119 125 135 165 373 430 159 89 42
20 Foreign Exchange Earnings (net) 418 1,042 822 444 428 264 96 37 51 56
21 Share Capital 20 20 20 10 10 10 10 10 10 10
22 Capital Employed 3,354 2,993 2,300 1,743 1,382 1,205 1,078 951 876 830
23 Government Investments - - - - - - - - - -
24 Net Worth 3,354 2,993 2,300 1,743 1,382 1,199 1,075 949 874 829
25 Profit Before Tax to Capital Employed (%) 25 42 44 35 29 22 17 17 13 13
26 Operating Margin to Capital Employed (%) 26 43 46 38 32 25 22 21 15 16
27 Profit After Tax to Share Capital (%) 2,924 4,578 3,687 4,747 2,429 1,841 1,416 1,150 765 815
28 Expenditure to Income (%) 73 70 76 82 87 90 91 90 91 88
29 Number of Employees 1,472 1,579 1,704 1,703 1,678 1,751 1,964 1,978 1,830 1,723
30 Income per Employee 2.12 2.73 2.62 2.21 1.94 1.83 1.39 1.00 0.84 0.63
31 Foreign Exchange Earning per Employee 0.28 0.66 0.48 0.26 0.25 0.15 0.05 0.02 0.03 0.03
32 Current Ratio 1.72 1.81 1.61 1.47 1.53 1.31 1.24 1.21 1.25 1.41
33 Debt/Equity Ratio - - - - - - - - - -
34 Investments 737 494 295 208 185 130 234 246 234 213

Notes
* 25 to 28 are in percentage
** 29,32 & 33 are not in crore rupees
Vinod Kumar & Associates T. R. Chadha & Co.
Chartered Accountants Chartered Accountants
909, Chiranjiv Tower, B-30, Connaught Place
43, Nehru Place, Kuthiala Building,
New Delhi-110019 New Delhi-110001

INDEPENDENT AUDITOR’S REPORT


TO THE MEMBERS OF IRCON INTERNATIONAL LIMITED

1. Report on the Standalone Financial Statements


We have audited the accompanying standalone financial statements of IRCON INTERNATIONAL LIMITED (“the
Company”) which comprise the Balance Sheet as at 31st March, 2015, the Statement of Profit & Loss, the Cash Flow
Statement and a summary of significant accounting policies and other explanatory information for the year then
ended, in which are incorporated the Returns for the year ended on that date audited by branch auditors of the
Company’s branches at Northern Region, Eastern Region, Southern Region, J & K Region, Algeria, Bangladesh and
Sri-Lanka.

2. Management’s Responsibility for the Standalone Financial Statements


The Company’s Board of Directors is responsible for the matters stated in Section 134(5) of the Companies Act, 2013
(“the Act”) with respect to the preparation of these standalone financial statements that give a true and fair view
of the financial position, financial performance and cash flows of the Company in accordance with the accounting
principles generally accepted in India, including the Accounting Standards specified under Section 133 of the Act,
read with Rule 7 of the Companies (Accounts) Rules, 2014. This responsibility also includes maintenance of adequate
accounting records in accordance with the provisions of the Act for safeguarding the assets of the Company and for
preventing and detecting frauds and other irregularities; selection and application of appropriate accounting policies;
making judgments and estimates that are reasonable and prudent; and design, implementation and maintenance
of adequate internal financial controls, that were operating effectively for ensuring the accuracy and completeness
of the accounting records, relevant to the preparation and presentation of the financial statements that give a true
and fair view and are free from material misstatement, whether due to fraud or error.

3. Auditors’ Responsibility
Our responsibility is to express an opinion on these standalone financial statements based on our audit.
We have taken into account the provisions of the Act, the accounting and auditing standards and matters which are
required to be included in the audit report under the provisions of the Act and the Rules made thereunder.
We conducted our audit in accordance with the Standards on Auditing specified under Section 143(10) of the
Act. Those Standards require that we comply with ethical requirements and plan and perform the audit to obtain
reasonable assurance about whether the financial statements are free from material misstatement.
An audit involves performing procedures to obtain audit evidence about the amounts and the disclosures in the
financial statements. The procedures selected depend on the auditor’s judgment, including the assessment of the
risks of material misstatement of the financial statements, whether due to fraud or error. In making those risk
assessments, the auditor considers internal financial control relevant to the Company’s preparation of the financial
statements that give a true and fair view in order to design audit procedures that are appropriate in the circumstances,
but not for the purpose of expressing an opinion on whether the Company has in place an adequate internal financial
control system over financial reporting and the operating effectiveness of such controls. An audit also includes
evaluating the appropriateness of the accounting policies used and the reasonableness of the accounting estimates
made by the Company’s Directors, as well as evaluating the overall presentation of the financial statements.
We believe that the audit evidence we have obtained is sufficient and appropriate to provide a basis for our qualified
audit opinion on the standalone financial statements.

70 I Annual Report 2014-15


4. Basis for Qualified Opinion
a. The company has been carrying balances at exchange rate prevalent on 31st March, 2011, of shareholder’s loan
and interest accrued thereon, due from Joint Venture Company, Companhia Dos Caminhos De Ferro Da Beira
SARL (CCFB), and not translating at rates prevalent on 31st March, 2015 is not in conformity with Accounting
Standard - 11. As a result, Long term loan and advances is lower by ` 25.74 crore and Profit before tax is lower
by ` 25.74 crore (current year ` 5.59 crore and earlier years ` 20.15 crore). (Refer Note No. 34). This matter was
also qualified in the report of the auditors on the financial statements for the year ended 31st March, 2014.
Had the effect of the above been given, the Long term loan and advances and Profit Before Tax would be higher
by ` 25.74 crore.
b. An amount of ` 12.74 Crore, in the nature of commission has been debited to the statement of profit and loss
for the year ended 31st March, 2015 (previous year ` 37.91 Crore), as included in “Operating and administrative
expenses” in Note No. 24 as “Design, Drawing, Business Development, Agency and Consultancy Charges” in
respect of projects in two countries. The total amount so far debited to the statement of profit and loss, in this
regard, since inception of these projects, has been ` 422.43 Crore. The said amount is paid/ to be paid towards
commission to the Foreign Agents appointed by the Company, to secure orders and provide other services for
foreign projects, being implemented in these countries for the respective Government/ Government Agencies.
The foreign commission agents are registered in Singapore (for Project in one country) and Hong Kong (for Project
in another country). The company did not obtain any financial statements, tax returns, profile of the agent, details
of their experience, standing and track record at the time of appointment of the foreign agents. The appointment
of and payments to foreign agents was not approved by the Audit Committee or by the Board of directors. We are
not satisfied regarding the process followed for selection and appointment of the commission agents, documents in
respect of their real identity, standing, expertise and experience of the agents.
No evidence or document has been provided to us in respect of legal compliances in respect of these payments. We
are also not satisfied about the genuineness of services received by the company from foreign agents, in the absence
of any satisfactory evidence or communication in respect of actual services rendered.
Emphasis was also drawn by auditors in this matter in the Audit Report in respect of financial statements for the year
ended 31st March, 2014.

5. Qualified Opinion
In our opinion and to the best of our information and according to the explanations given to us, except for the effects
of the matters described in the Basis for Qualified Opinion paragraph above, the aforesaid standalone financial
statements give the information required by the Act in the manner so required and give a true and fair view in
conformity with the accounting principles generally accepted in India, of the state of affairs of the Company as at
31st March, 2015, and its profit and its cash flows for the year ended on that date.

6. Emphasis of Matters
(a) We draw attention to Note No. 31 to the financial statements regarding admissibility of certain expenditures
amounting to ` 1099.25 crore in executing a Broad Gauge Rail Link Project called “Udhampur-Srinagar-Baramulla
Rail Link Project” (USBRL) in the state of Jammu & Kashmir by the Client, Northern Railways. The Company has
suitably replied to the matter and does not expect any liability on this account.
(b) We draw attention to Note No. 33 to the financial statements regarding Income Tax provision made in the
financial statements for disallowance of deduction claimed under section – 80IA of Income Tax Act, 1961 and
taxability of income earned by its permanent establishments in foreign countries in India. Both the matters are
contested by the Company with the concerned Authorities.
Our opinion is not qualified in respect of these matters.

7. Other Matters
We did not audit the financial statements/ information of 7 branches included in the standalone financial statements
of the Company whose financial statements/financial information reflect total assets of ` 2,459.71 crore as at

Annual Report 2014-15 I 71


31st March, 2015 and total revenues of ` 2,140.59 crore for the year ended on that date, as considered in the
standalone financial statements. The financial statements/ information of these branches have been audited by the
branch auditors whose reports have been furnished to us, and our opinion in so far as it relates to the amounts and
disclosures included in respect of these branches, is based solely on the report of such branch auditors.
The financial statements include the Company’s share in Profit/ Loss of Joint Venture (JVs) accounts out of which
4 JVs accounts have been certified by other firms of Chartered Accountants and 1 JV (IRCON-SPSCPL) has been
certified by the management.
Our opinion is not qualified in respect of this matter.

8. Report on Other Legal and Regulatory Requirements


I. As required by the Companies (Auditor’s Report) Order, 2015 (“the Order”) issued by the Central Government
of India in terms of sub-section (11) of section 143 of the Act, we give in the Annexure - A, a statement on the
matters specified in paragraphs 3 and 4 of the Order, to the extent applicable.
II. As required by Section 143(3) of the Act, we report that:
a) We have sought and obtained all the information and explanations which to the best of our knowledge
and belief were necessary for the purpose of audit.
b) Except for the effects of the matter described in the clause 4(a) on Basis for Qualified opinion paragraph
above, in our opinion, proper books of account as required by law have been kept by the Company so far
as appears from our examination of those books and proper returns adequate for the purposes for our
audit have been received from the branches not visited by us.
c) The reports on the accounts of the branch offices of the Company audited under Section 143(8) of the Act
by branch auditors have been sent to us and have been properly dealt with by us in preparing this report.
d) The Balance Sheet and the Statement of Profit & Loss, and the Cash Flow Statement dealt with by this
report are in agreement with the books of account and with the returns received from the branches not
visited by us.
e) Except for the effects of the matter described in the clause 4(a) of ‘Basis for Qualified Opinion’ paragraph
above, in our opinion, the aforesaid standalone financial statements comply with the Accounting Standards
specified under Section 133 of the Act, read with Rule 7 of the Companies (Accounts) Rules, 2014.
f) The matter described in clause 4(b) of Basis for Qualified opinion paragraph above, in our opinion, may
have an adverse effect on the functioning of the Company.
g) Being a Government Company, pursuant to the notification no. G.S.R. 463(E) dated 5th June, 2015 issued
by the Central Government of India, provisions of Section 164(2) of the Act are not applicable.
h) The qualification relating to the maintenance of accounts and other matters connected therewith are as
stated in clause 4(a) of the ‘Basis for Qualified Opinion’ paragraph above.
i) With respect to the other matters to be included in the Auditor’s Report in accordance with Rule 11 of
the Companies (Audit and Auditors) Rules, 2014, in our opinion and to the best of our information and
according to the explanation given to us:
a) The Company has disclosed the impact of pending litigations on its financial position in its
financial statements - Refer Note No. 29, 33 and 34 to the financial statements.
b) The Company has made provision, as required under the applicable law or accounting standards,
for material foreseeable losses, if any, on long-term contracts - Refer ‘Foreseeable Losses’ in Note
No. 27(B) to the financial statements. The Company did not have any derivative contracts for which
there were any material foreseeable losses.
c) There were no amounts which were required to be transferred to the Investor Education and
Protection Fund by the Company.
III. As required by Section 143(5) of the Act and as per directions and sub-directions issued by Comptroller and Auditor
General of India, we report that:

72 I Annual Report 2014-15


Sr. No. Directions Auditors Replies

1. If the company has been selected for Disinvestment, Not applicable.


a complete status report in terms of valuation of
Assets (including intangible assets and land) and
liabilities (including committed & General Reserves)
may be examined including the mode and present
stage of disinvestment process.
2. Please report whether there are any cases of waiver/ The Company has written-off bad debts of ` 2.37 crore
write off of debts/ loans/ interest etc., if yes, the on account of final settlement of old dues, advances
reasons therefor and the amount involved. of ` 0.97 crore on account of non-recovery and assets
of ` 0.01 crore during the FY 2014-15 after taking
required approvals from competent authorities.
3. Whether proper records are maintained for Proper records are maintained for inventories lying
inventories lying with third parties & assets received with third parties. The Company has not received any
as gift from Government or other authorities. assets as gift from Government or other authorities
during the FY 2014-15.
4. A report on age-wise analysis of pending legal/ Refer Annexure B for age-wise analysis of pending
arbitration cases including the reasons of pendency legal/ arbitration cases. As per information provided
and existence/ effectiveness of a monitoring by the Company, the legal/ arbitration cases have
mechanism for expenditure on all legal cases (foreign been handled through advocates empanelled by the
and local) may be given. Company. The fees payable/ paid for legal/ arbitration
cases have been approved by the respective authority
in place based on powers delegated by the Company
as per “Schedule of Power” of the company.

For Vinod Kumar & Associates For T. R. Chadha & Co.


Chartered Accountants Chartered Accountants
FRN 002304N FRN 006711N

Mukesh Dadhich Neena Goel


Partner Partner
Membership No. 511741 Membership No. 057986

Place: New Delhi


Date: 13th October 2015

Annual Report 2014-15 I 73


ANNEXURE - A TO THE AUDITORS’ REPORT
(Referred to in paragraph – 8(I) thereof)

On the basis of such checks as we considered appropriate and according to the information and explanation given to us
during the course of our audit, we report that:
i. a. The Company has maintained proper records showing full particulars including quantitative details and situation
of fixed assets.
b. The fixed assets were physically verified by the management during the year. There is a regular programme
of verification, which in our opinion, is reasonable having regard to the size of the Company and nature of its
business. No material discrepancies were noticed on such verifications.
ii. a. The inventory has been physically verified by the management at reasonable intervals during the year. In our
opinion, the frequency of verification is reasonable.
b. In our opinion and according to the information and explanation given to us, the procedures of physical
verification of inventory followed by the management are reasonable and adequate in relation to the size of
the Company and nature of its business.
c. On the basis of our examination of records of inventory, we are of the opinion that the Company is maintaining
proper records of inventory. The discrepancies noticed on comparison of physical verification results with the
book records are not material and have been properly dealt with in the books of account.
iii. According to the information and explanation given to us by the management and records produced, the Company
has not granted any loans, secured or unsecured to companies, firms or other parties covered in the register
maintained under section 189 of the Companies Act, 2013. Thus, the requirements under para 3(iii) (a) & (b) of the
Order are not applicable to the Company.
iv. In our opinion and according to the information and explanations given to us, there is adequate internal control
system commensurate with the size of the Company and the nature of its business, for purchase of inventory and
fixed assets and for the sale of goods and services except as described in paragraph no. – 4(b) of Basis of Qualified
Opinion in the main report. During the course of our audit, we have not observed any continuing failure to correct
major weakness in the internal control system. In our opinion, the internal audit system needs to be strengthened
to make it commensurate with its size and nature of the business.
v. According to the information and explanations given to us, and as per our examination of records, the Company has
not accepted any deposits from public and therefore, the directives issued by the Reserve Bank of India and the
provisions of Section 73 to 76 or any other relevant provision of the Companies Act, 2013, and rules framed there
under, are not applicable.
vi. The Company has maintained cost records as required under section 148(1) of the Companies Act, 2013. However,
we are neither required to carry out, nor have carried out any detailed examination of such accounts and records.
vii. a. The Company is generally regular in depositing undisputed statutory dues including provident fund, Income tax,
sales tax, wealth-tax, service-tax, custom duty, excise duty, value added tax, cess and any other statutory dues
applicable with the appropriate authorities. As explained to us, the Company did not have any dues on account
of employees’ state insurance and duty of excise. According to the information and explanation given to us,
there are no undisputed statutory dues which were outstanding as on 31.03.2015 for a period of more than six
months from the date the same become payable.
b. According to information and explanation given to us, and as per our examination of records of the Company,
following are the particulars of dues on account of sales tax, entry tax, trade tax, Income tax, custom duty,
royalty, wealth tax, provident fund, excise duty and cess matters that have not been deposited on account of
dispute as on 31.3.2015.

74 I Annual Report 2014-15


Name of the statute Nature of disputed Amount Period to which Forum where dispute
Dues outstanding the amount is pending
(` in Crore) relates
Customs Act, 1962 Custom Duty levied for 5.81 1989-90 Dy. Commissioner
work executed in IA- (Custom), Mumbai
Hanger, Bombay.
Income Tax Act, 1961 Disallowance of 11.89* 2008-09 Commissioner of Income
expenses Tax (Appeals), New Delhi
Income Tax Act, 1961 Penalty against 32.97* 2010-11 Commissioner of Income
disallowance of Tax (Appeals), New Delhi
expenses
Income Tax Act, 1961 Disallowance of 43.50* 2011-12 Commissioner of Income
deduction u/s 80-IA, Tax (Appeals), New Delhi
taxing of Foreign
income and other
disallowances
Maharashtra Value Added Tax Disallowance of 1.99 1995-96 Bombay High Court
Act, 2002 expenses
Maharashtra Value Added Tax Disallowance of 1.53 1996-97 Bombay High Court
Act, 2002 expenses
Gujarat Value Added Entry Tax on 2.65 2003-04 Dy. Commissioner Sales
Tax Act, 2003. construction Tax Authority, Vadodara
equipment
Gujarat Value Added Entry Tax on 0.80 2004-05 Dy. Commissioner Sales
Tax Act, 2003. construction Tax Authority, Vadodara
equipment
Gujarat Value Added Sales Tax 2005-06, 1.90 2005-06 Dy. Commissioner Sales
Tax Act, 2003. Godhra Tax Authority, Vadodara
Goa Value Added Disallowance of Input 0.05 2010-11 Asst Commercial Tax
Tax Act, 2005 Tax Credit and issues Officer, Margao
regarding valuation of
taxable amount.
Uttar Pradesh VAT Act, 2008 Sales tax-AGRP 0.56 2007-08 Commissioner, Trade
Tax, Ghaziabad
Uttar Pradesh VAT Act, 2008 Sales tax-AGRP 0.13 2007-08 Commissioner, Trade
Tax, Ghaziabad
Uttar Pradesh VAT Act, 2008 Sales tax-AGRP 0.76 2008-09 Commissioner, Trade
Tax, Ghaziabad
Uttar Pradesh VAT Act, 2008 Sales tax-AGRP 0.11 2009-10 Commissioner, Trade
Tax, Ghaziabad
Uttar Pradesh VAT Act, 2008 Sales tax-AGRP 1.00 2010-11 Commissioner, Trade
Tax, Ghaziabad
Uttar Pradesh VAT Act, 2008 Sales tax-AGRP 0.22 2011-12 Commissioner, Trade
Tax, Ghaziabad
Uttar Pradesh Tax on Entry of Demand raised for 4.80 2004-05 to Jt. Commissioner
Goods into Local Area Act, 2007 Entry Tax/Sales Tax 2009-10 Appeal, Beraily
& Uttar Pradesh VAT Act, 2008
Uttar Pradesh VAT Act, 2008 Demand raised for 0.91 2008-09 & Dy. Commissioner, Sales
Sales Tax 2009-10 Tax , Noida
Uttar Pradesh Tax on Entry of Demand raised for 0.03 2010-11 Dy. Commissioner Sales
Goods into Local Area Act, 2007 Entry Tax Tax, Lucknow

Annual Report 2014-15 I 75


Name of the statute Nature of disputed Amount Period to which Forum where dispute
Dues outstanding the amount is pending
(` in Crore) relates
Uttar Pradesh VAT Act, 2008 Demand Raised for 0.08 1982-83 & Appellate Authority,
Sales Tax 1989-90 Jhansi
Uttar Pradesh Trade Demand raised by 0.01 2005-06 High Court, Allahabad
Tax Act, 1948 UPTT
Uttar Pradesh Tax on Entry of Demand raised for 0.15 2006-07 Jt. Commissioner
Goods into Local Area Act, 2007 Entry Tax Appeals, Jhansi
Uttar Pradesh Trade Demand raised 0.43 2006-07 Jt. Commissioner
Tax Act, 1948 by UPTT Appeals, Jhansi
Uttar Pradesh Tax on Entry of Demand raised for 0.06 2007-08 Jt. Commissioner
Goods into Local Entry Tax Appeals, Jhansi
Area Act, 2007
Uttar Pradesh Tax on Entry of Demand raised for 0.26 2009-10 Jt. Commissioner
Goods into Local Area Entry Tax Appeals, Jhansi
Act, 2007
Uttar Pradesh VAT Act, 2008 Demand raised for VAT 0.60 2007-08 Jt. Commissioner
Appeals, Jhansi
Uttar Pradesh VAT Act, 2008 Demand raised for VAT 1.30 2008-09 Jt. Commissioner
Appeals, Jhansi
Uttar Pradesh VAT Act, 2008 Demand raised for 0.22 2008-09 Jt. Commissioner
Entry Tax Appeals, Jhansi
Uttar Pradesh VAT Act, 2008 Demand raised for VAT 1.38 2009-10 Jt. Commissioner
Appeals, Jhansi
Uttar Pradesh VAT Act, 2008 VAT 1.23 2009-10 Dy. Commissioner,
Commercial Taxes,
Raibareilly
Orissa Value Added Demand raised for 0.99 2002-03 Commissioner Sales Tax,
Tax Act, 2004 Sales Tax Orissa
West Bengal Value Added Tax Demand raised for 0.28 1998-1999 Sr.Jt. Commissioner
Act, 2003 Sales Tax (Appeals) Sales Tax,
Behala
West Bengal Value Added Disallowance of Input 0.71 2004-05 Asst Commissioner Sales
Tax Act, 2003 Tax Credit Tax, Behala
West Bengal Value Added Demand raised for 1.75 1987-88 to Bihar Sales Tax Tribunal-
Tax Act, 2003 Sales Tax 1994-95 Kahalgaon
Bihar Value Added Tax Disallowance of 5.98** 2005-06 & Commissioner Sales Tax,
Act, 2005 expenses 2006-07 Bihar
West Bengal Value Added Disallowance of Input 0.31 2009-10 Dy. Commissioner, Sales
Tax Act, 2003 Tax Credit Tax, Behala
West Bengal Value Added Disallowance of Input 0.26 2008-09 Dy. Commissioner, Sales
Tax Act, 2003 Tax Credit Tax, Behala
State Sales Tax/VAT Act VAT 0.07 2010-11 Snr. JCCT, Dharamtala
Charge, Kolkata
State Sales Tax/VAT Act VAT 0.55 2011-12 Deputy Commissioner
Of Sales Tax-West
Bengal-College Street
Charge

76 I Annual Report 2014-15


Name of the statute Nature of disputed Amount Period to which Forum where dispute
Dues outstanding the amount is pending
(` in Crore) relates
State Sales Tax/VAT Act VAT 0.07 2010-11 Joint Commissioner,
Commercial Tax-Patna,
Bihar
Jammu and Kashmir GST Act, Sales tax 129.77** 1999-00 to J&K High Court,
1962 2010-11 Jammu and Deputy
Commissioner
Commercial Taxes
(Appeals) Srinagar.
Karnataka VAT Dispute in Adoption of 0.85 2006-07 Karnataka Appellate
gross profit and levy of Tribunal
penalty
Karnataka VAT Difference in rate of 0.50 2009-10 Deputy Commissioner –
tax and levy of interest (Appeals), Trivandrum
thereon
Income Tax Dept., Bangladesh Income Tax Demand 5.55 A/y 2011-12 Tax Appellate Tribunal,
Bangladesh
Algeria Corporate Taxation Corporate Taxes 5.45 2010,2011, DGE Tax Office
Laws 2012 & 2013
Finance Act, 1994 Service Tax 19.95 2001-02 to CESTAT, New Delhi
2006-07
* Subsequent to 31st March, 2015, the Income Tax Department has adjusted the refund of ` 54.76 crore of other years against the total
demand of ` 88.36 crore and the same is under protest.
** The company has deposited ` 112.44 crore against the demand of ` 135.75 crore and the same is under protest.

c. According to the information and explanation given to us, no amount was required to be transferred to Investor
Education and Protection Fund in accordance with the relevant provisions of the Companies Act, 1956 (1 of
1956) and rules made thereunder.
viii. The Company does not have any accumulated losses at the end of the financial year and has not incurred cash losses
in the financial year and in the immediately preceding financial year.
ix. The Company did not have any outstanding dues to financial institutions, banks or debenture holders during the
year. Accordingly, the clause 3(ix) of the Order is not applicable to the Company.
x. In our opinion, the terms and conditions on which the Company has given guarantees for loans taken by others from
banks or financial institutions are not prejudicial to the interest of the Company.
xi. The Company did not have any term loans during the year. Accordingly, the clause 3(xi) of the Order is not applicable
to the Company.
xii. According to the information and explanations given to us, no fraud on or by the Company has been noticed or
reported during the course of our audit.

For Vinod Kumar & Associates For T. R. Chadha & Co.


Chartered Accountants Chartered Accountants
FRN 002304N FRN 006711N
Mukesh Dadhich Neena Goel
Partner Partner
Membership No. 511741 Membership No. 057986
Place: New Delhi
Date: 13th October 2015

Annual Report 2014-15 I 77


ANNEXURE - B TO THE AUDITORS’ REPORT
(Referred to in paragraph – 8(III) thereof on age-wise analysis of pending legal/arbitration cases)

1. Direct Taxes
Sr. No. Ageing (in Years) Amount involved Major reasons for pendency
(` in Crore)
1. Upto 1 year 172.89 Disallowance of deduction claimed u/s 80 IA,
2. 1 to 3 years 57.17 disallowance of elimination method for income
3. More than 3 years 137.17 earned by foreign projects, disallowance u/s 14A
for interest free income, etc.
Total 367.23

2. Indirect Taxes
Sr. No. Ageing (in Years) Amount involved Major reasons for pendency
(` in Crore)
1. Upto 1 year 0.50 Various demands raised under Sales Tax, VAT,
2. 1 to 3 years - Entry Tax, Customs etc. on account of pending
3. More than 3 years 195.70 litigation at different authority levels.
Total 196.20

3. Sub-Contractor Claims
Sr. No. Ageing (in Years) Amount involved Major reasons for pendency
(` in Crore)
1. Upto 1 year 165.62 Various claims raised by the sub-contractors
2. 1 to 3 years 915.60 on or by the company on account of issues like
3. More than 3 years 276.17 liquidated damages, quality issues, escalation
claims etc.
Total 1357.39

For Vinod Kumar & Associates For T. R. Chadha & Co.


Chartered Accountants Chartered Accountants
FRN 002304N FRN 006711N

Mukesh Dadhich Neena Goel


Partner Partner
Membership No. 511741 Membership No. 057986

Place: New Delhi


Date: 13th October 2015

78 I Annual Report 2014-15


Balance Sheet
as at 31st March, 2015
(` in Crore)

Particulars Note No. As at 31st March 2015 As at 31st March 2014


I. EQUITY AND LIABILITIES
1 Shareholders’ funds
(a) Share capital 2 19.80 19.80
(b) Reserves and surplus 3 3,333.71 3,353.51 2,973.23 2,993.03
2 Non-current liabilities
(a) Long term liabilities 4 178.08 172.22
(b) Long term provisions 5 351.03 529.11 407.15 579.37
3 Current liabilities
(a) Trade payables 6 450.85 594.50
(b) Other current liabilities 7 1,586.75 1,178.01
(c) Short-term provisions 8 828.42 2,866.02 812.65 2,585.16

TOTAL 6,748.64 6,157.56


II. ASSETS
1 Non-current assets
(a) Fixed assets
(i) Tangible assets 9 157.24 153.09
(ii) Intangible assets 9 0.03 0.01
(iii) Intangible assets under development 10 1.01 1.01
(iv) Capital work-in-progress 11 5.20 -
(v) Machinery in Transit - 15.64
(b) Non-current investments 12 671.15 318.21
(c) Deferred tax assets (Net) 13 274.31 301.37
(d) Long-term loans and advances 14 640.78 632.36
(e) Other non-current assets 15 66.18 1,815.90 43.85 1,465.54
2 Current assets
(a) Current investments 16 66.06 176.02
(b) Inventories 17 114.29 118.80
(c) Trade receivables 18 571.50 778.40
(d) Cash and Bank balances 19 3,202.83 2,675.36
(e) Short-term loans and advances 20 342.87 445.09
(f) Other current assets 21 635.19 4,932.74 498.35 4,692.02
TOTAL 6,748.64 6,157.56
III. Summary of Significant Accounting Policies 1
IV. Notes forming part of Financial Statements 2-49

As per our Report of even date attached For and on behalf of the Board of Directors
For Vinod Kumar & Associates For T.R.Chadha & Co.
Chartered Accountants Chartered Accountants
K.K.Garg
FRN 002304N FRN 006711N Mohan Tiwari
Director Finance Chairman & Managing Director
DIN 01495050 DIN 00191363

Mukesh Dadhich Neena Goel


Partner Partner
M. No. 511741 M. No. 057986
Sumita Sharma
Company Secretary

Place : New Delhi Place : New Delhi


Date : 13.10.2015 Date : 28.07.2015

Annual Report 2014-15 I 79


Statement of Profit and Loss
For the Year ended 31st March, 2015
(` in Crore)

Particulars Note No. For the year ended For the year ended
31st March 2015 31st March 2014
I. Revenue:
Revenue from operations 22 2,950.22 4,066.82
Less :- Company share of turnover in Integrated Joint Ventures 88.62 8.81
Add:- Company share of profit / (loss) 2.39 (0.81)
in Integrated Joint Ventures 2,863.99 4,057.20
Other income 23 257.75 249.37
Total Revenue 3,121.74 4,306.57
II. Expenses:
Operating and administrative expenses : 24
- Operating Expenses 2,039.50 2,728.51
- Administrative Expenses 30.60 35.84
Employee benefits expenses 25 188.36 221.07
Finance costs 26 8.93 38.45
Depreciation, amortization and impairment 9 10.06 33.64
Total Expenses 2,277.45 3,057.51
III. Profit Before Tax (I - II) 844.29 1,249.06
IV. Tax expense:
(1) Current tax
- For the year 196.95 348.20
- For earlier years (net) 40.89 26.75
(2) Deferred tax (net) 13 27.06 (32.39)
Total Tax Expense 264.90 342.56

V. Profit for the year (III - IV) 579.39 906.50

VI. Earnings per equity share - Basic and Diluted ( in ` ) 48 292.68 457.92
VII. Significant Accounting Policies 1
VIII. Prior period adjustments 28
IX. Notes forming part of Financial Statements 2-49

As per our Report of even date attached For and on behalf of the Board of Directors
For Vinod Kumar & Associates For T.R.Chadha & Co.
Chartered Accountants Chartered Accountants
K.K.Garg
FRN 002304N FRN 006711N Mohan Tiwari
Director Finance Chairman & Managing Director
DIN 01495050 DIN 00191363

Mukesh Dadhich Neena Goel


Partner Partner
M. No. 511741 M. No. 057986
Sumita Sharma
Company Secretary

Place : New Delhi Place : New Delhi


Date : 13.10.2015 Date : 28.07.2015

80 I Annual Report 2014-15


Cash Flow Statement
For the Year ended 31st March, 2015
(` in Crore)

Particulars Note No. For the year ended For the year ended
31st March 2015 31st March 2014
CASH FLOW FROM OPERATING ACTIVITIES
Net Profit before taxation & extraordinary items 844.29 1,249.06
Adjustment for:
Depreciation, amortization and impairment 10.06 33.64
Amortisation of premium on investment 0.01 0.35
Loss / (Profit) on sale of assets(net) 1.41 (0.19)
Interest Income (217.81) (229.51)
Provisions - (Additions - Write back) (Net) (26.44) 140.02
Effect of Exchange differences on translation of Foreign
Currency Cash & Cash Equivalents (19.90) 7.72
Operating Profit before working capital changes (1) 591.62 1,201.09
Adjustment for:
Decrease / (Increase) in Trade Receivables/Loans & Advances 221.78 585.67
Decrease / (Increase) in Inventories 4.51 5.76
Decrease / (Increase) in Other Assets (177.03) (252.57)
(Decrease) / Increase in Trade Payables (143.65) (39.21)
(Decrease) / Increase in Other Liabilities & Provisions 134.67 (1,202.14)
(2) 40.28 (902.49)
Cash generated from operation (1+2) 631.90 298.60
Income Tax Paid (145.43) (234.95)
NET CASH FROM OPERATING ACTIVITIES (A) 486.47 63.65
CASH FLOW FROM INVESTING ACTIVITIES
Purchase of Fixed Assets including Capital WIP (7.48) (26.50)
Purchase of Investment Property (15.85) (245.55)
Sale of Fixed Assets 2.32 0.91
Loan to Subsidiaries & Joint Ventures (43.62) (27.84)
Repayment of Loan from Subsidiaries & Joint Ventures 23.15 13.70
Interest Received 236.08 250.66
Investment in Equity and Bonds (117.32) (135.14)
(Investment)/Maturity of Bank Deposits (having maturity
of more than 3 months) (863.64) 366.09
(Purchase) / Sale of Current Investment (Net) 134.96 (61.42)
NET CASH FROM INVESTING ACTIVITIES (B) (651.40) 134.91
CASH FLOW FROM FINANCING ACTIVITIES
Dividend ( including Dividend Distribution Tax) paid (190.73) (233.16)
NET CASH FROM FINANCING ACTIVITIES (C) (190.73) (233.16)
Effect of Exchange differences on translation of Foreign Currency (D) 19.90 (7.72)
Cash & Cash Equivalents
NET DECREASE IN CASH & CASH EQUIVALENT (A+B+C+D) (335.76) (42.32)
CASH AND CASH EQUIVALENT (OPENING) (E) 1,524.81 1,567.13
CASH AND CASH EQUIVALENT (CLOSING) (F) 1,189.05 1,524.81
NET DECREASE IN CASH & CASH EQUIVALENT (F - E) (335.76) (42.32)
Note:
1. Cash Flow Statement has been prepared under indirect method as set out in Accounting Standard -3 (Cash Flow Statements)
2. Cash and cash equivalents consist of cash in hand and balances with banks.
3. Figures in brackets represent outflow of cash.
4. Figures of the previous year have been regrouped/recast wherever necessary.
5. Cash & Cash Equivalent (closing) Includes FDR ` 679.68 crore (` 272.31 crore) against advances from clients on which interest is passed on to them.

As per our Report of even date attached For and on behalf of the Board of Directors
For Vinod Kumar & Associates For T.R.Chadha & Co. K.K.Garg Mohan Tiwari
Chartered Accountants Chartered Accountants Director Finance Chairman & Managing Director
FRN 002304N FRN 006711N DIN 01495050 DIN 00191363

Mukesh Dadhich Neena Goel Sumita Sharma


Partner Partner Company Secretary
M. No. 511741 M. No. 057986

Place : New Delhi Place : New Delhi


Date : 13.10.2015 Date : 28.07.2015

Annual Report 2014-15 I 81


1. Significant Accounting Policies

(i) Corporate Information iv) Monetary items and contingent liabilities denominated
Ircon International Limited is a public sector construction in foreign currency are translated at the prevailing
company with specialization in execution of Railway closing buying rate at each balance sheet date.
projects on turnkey basis and otherwise. After commencing (b) Transactions of Integral Foreign Operations
business as a railway construction company it diversified Foreign currency transactions of foreign branches are
progressively to roads, buildings, electrical substation translated in the following manner:
and distribution, airport construction, commercial
i) Revenue items are translated into Indian Currency at
complexes, as well as metro works. The Company caters
the rate prevalent on the date of transaction.
to both domestic and international markets. The Company
is an ISO certified Company for Quality, Environment ii) Fixed assets and non-monetary items are translated at
and Occupational Health and Safety Management the rate on the date of transaction.
systems; a Schedule ‘A’ public sector company and a Mini iii) Depreciation is translated at the rates used for
Ratna-Category I. the translation of the value of the assets on which
depreciation is calculated.
(ii) Basis of Preparation
iv) Monetary items and contingent liabilities are
(a) These financial statements are prepared in accordance
translated at the prevailing closing buying rate at each
with Indian Generally Accepted Accounting Principles
balance sheet date.
(GAAP) under the historical cost convention on the
accrual basis. GAAP comprises mandatory accounting (c) The net exchange differences resulting from the
standards as prescribed under Section 133 of the translations at (a) & (b) above are recognized as
Companies Act, 2013 (‘Act’) read with Rule 7 of the income or expense for the year.
Companies (Accounts) Rules, 2014, the provisions of (d) Transactions of Non-Integral Foreign Operations
the Act (to the extent notified). Accounting policies
Financial statements of Non- Integral Foreign Operations
have been consistently applied except where a newly
are translated in the following manner-
issued accounting standard is initially adopted or a
i) The assets and liabilities, both monetary and non-
revision to an existing accounting standard requires a
monetary are translated at the closing buying rate.
change in the accounting policy.
ii) Income and expense items are translated at the rate
(b) The financial statements are reported in Indian
on date of transaction.
rupees and all values are rounded to the nearest
crore rupees with two decimal points except where iii) All resulting exchange difference is accumulated in
otherwise stated. foreign currency translation reserve until disposal of
the net investment and is recognized as income or
(iii) Foreign Currency Transactions expense in the same period in which gain or loss on
(a) Transactions of Indian operations: disposal is recognized.
Foreign Currency transactions are translated in the
following manner:
(iv) Fixed assets

i) All foreign currency transactions are translated into Tangible Assets


Indian Currency at the rate prevalent on the date of (a) Tangible assets are stated at historical cost less
transaction. accumulated depreciation and impairment loss, if any.
ii) Fixed assets and non-monetary items are translated at (b) The machinery spares which can be used only in
the rate on the date of transaction. connection with an item of Tangible asset and whose
iii) Depreciation is translated at the rates used for use is expected to be irregular are capitalized &
translation of the value of the assets on which depreciated/amortized over the balance life of such
depreciation is calculated. Tangible assets.

82 I Annual Report 2014-15


(c) Incidental expenditure during construction period (viii) Provisions
incurred up to the date of commissioning is capitalized. (a) Provision for Maintenance
Intangible Assets (i) In Cost Plus contract, no provision for maintenance is
Intangible assets are recognized when it is probable that required to be made where cost is reimbursable.
the future economic benefits that are attributable to the (ii) Item Rate and Lump Sum turnkey contracts, provision
asset will flow to the enterprise and the cost of the asset is made for maintenance to cover company’s liability
can be measured reliably. Intangible assets are stated during defect liability period keeping into consideration
at historical cost less accumulated amortization and the contractual obligations, the obligations of the sub-
impairment loss, if any. contractors, operating turnover and other relevant
factors.
(v) Investments
(iii) Provision for unforeseen expenditure during design
a) Non Current Investments are valued at cost less guarantee period is made based on risk perception of
provision for permanent diminution in value, if any. management in each contract assessed at the end of
b) Current Investments are valued at lower of cost and each financial year. This shall, however, be subject to a
fair value. minimum of ` 50 lakhs and maximum of the amount
c) An investment in land or buildings, which is not of Design guarantee specified in Contract Agreement
intended to be occupied substantially for use by, with the Client.
or in the operation of the Company, is classified (b) Provision for Demobilisation
as investment property. Investment Properties are Provision for demobilisation to meet the expenditure
stated at cost, net of accumulated depreciation and towards demobilisation of Manpower and Plant & Equipment
accumulated impairment losses, if any. is made in foreign projects.
(vi) Inventories (c) Provision for Doubtful Debts /Advances
(a) Construction Work in Progress Provision for Doubtful Debts /Advances is made when
Construction work-in-progress is valued at cost till such there is uncertainty of realisation irrespective of the period
time the outcome of the job cannot be ascertained of its dues. For outstanding over 3 years full provision is
reliably and at realizable value thereafter. Site mobilization made unless the amount is considered recoverable. Debts/
expenditure to the extent not written off is valued at cost. Advances are written off when unrealisibility is almost
established.
(b) Others
(i) In Cost Plus contracts, the cost of all materials, spares (d) Others
and stores not reimbursable as per the terms of the Provision is recognised when:
contract is shown as inventory valued as per (iii) below.
i) The Company has a present obligation as a result of a
(ii) In Item Rate and Lump Sum Turnkey contracts, the past event,
cost of all materials, spares (other than capitalized)
and stores are charged to Statement of Profit and Loss ii) A probable outflow of resources is expected to settle
in the year of use. the obligation and

(iii) Inventories are valued at lower of the cost arrived at on iii) A reliable estimate of the amount of the obligation can
First in First out (FIFO) basis and net realisable value. be made.

(iv) Loose tools are expensed in the year of purchase. Reimbursement of the expenditure required to settle a
provision is recognised as per contract provisions or when
(vii) Cash and Bank balance it is virtually certain that reimbursement will be received.
Cash and bank balances comprise of cash at bank, cash Provisions are reviewed at each Balance Sheet date.
in hand, Cheques in hand, demand deposits and bank
deposits with maturity period up to 12 months from (ix) Revenue Recognition
Balance Sheet date. (a) Contract Revenue Recognition
For the purpose of cash flow statement, cash and cash Contract Revenue is recognised to the extent it is probable
equivalents consist of cash and bank balances, cheques in that the economic benefits will flow to the Company
hand and demand deposits net of bank overdrafts. and the revenue can be reliably measured. Depending

Annual Report 2014-15 I 83


on the nature of contract, revenue is recognised as (xii) Liquidated Damages and Escalations
under- (i) Liquidated damages/penalties (LD) due to delays
(i) In cost plus contracts, revenue is worked out by arising out of the contractual obligations and
including eligible items of expenditure in the bills provisionally withheld from contractors/under dispute
raised on the clients and charging specified margin are adjusted against contract cost only on final decision
thereon. in this regard. However, LD recovered/withheld by
(ii) In fixed price contracts, revenue is recognized by adding client is accounted for on recovery/withholding &
the aggregate cost of work certified and proportionate adjusted against contract revenue. Possible Liquidated
margin using the percentage of completion method. Damages in cases where extension is granted by the
The percentage of completion is determined as a client subject to their right for levy of penalty is shown
proportion of cost incurred up to the reporting date to as contingent liability
the total estimated cost of the contract. (ii) Escalation receivable/payable is accounted for as per
Full provision is made for any loss in the period in which it the provisions of the contract. Escalation receivable
is foreseen. but not certified before close of project accounts is
included in work- in- progress.
Revenue does not include Sales Tax/VAT/WCT/Service Tax etc.
(b) Other Revenue Recognition (xiii) Research & Development Expenses
(i) Dividend income is recognized when the right to Revenue expenditure pertaining to research is charged
receive payment is established. to the Statement of Profit and Loss. Development costs
of products are charged to the Statement of Profit and
(ii) Interest income is recognized on a time proportion
basis taking into account the amount outstanding and Loss unless a product’s technological feasibility has been
the interest rate applicable. established, in which case such expenditure is capitalised.

(x) Accounting for Joint Venture (JV) Contracts (xiv) Mobilisation Expenses
(i) Jointly controlled operations under work sharing The initial contract expenses on new projects for
arrangements are accounted as independent contracts; mobilisation will be recognised as construction work in
(ii) In respect of contracts executed by a jointly controlled progress in the year of incidence, and pro rata charged off
entity, to the project over the years at the same percentage as
the stage of completion of the contract as at the end of
(a) Unincorporated joint ventures:
financial year.
• Company’s share in profits or losses is accounted on
determination of the profits or losses by the joint ventures. (xv) Depreciation & Amortization
• Investments are carried at cost net of Company’s share Tangible Assets
in recognised profits or losses and net investment is (a) Depreciation on Tangible assets is provided on Straight
reflected as investments, loans & advances or current Line basis (SLM) over the useful life of the assets as
liabilities as the case may be. specified in Schedule II of the Companies Act, 2013
(b) Incorporated jointly controlled entities: (b) In case of leasehold land (other than perpetual lease)
• Income on investments is recognised when the right to and leasehold property, depreciation is provided
receive the same is established. proportionately over the period of lease.
• Investment in such joint ventures is carried at cost (c) Tangible Assets acquired during the year, individually
after providing for any diminution in value which is costing up to ` 5000/- are fully depreciated, by keeping
other than temporary in nature. ` 1 as token value for identification.
(xi) Leases Intangible Assets
(i) Lease incomes from assets given on operating lease Software cost exceeding ` 25 lakhs each is amortised
are recognized as income in the statement of profit & over a period of 36 months on straight line basis from the
loss on straight-line basis over the lease term. date of successful commissioning of the software subject
(ii) Lease payments for assets taken on operating lease to review at each financial year end. Software cost up to
are recognized as expense in the statement of profit & ` 25 Lakhs in each case is fully amortised in the year of
loss on straight-line basis over the lease term. purchase, by keeping ` 1 as token value for identification

84 I Annual Report 2014-15


(xvi) Impairment additional taxes, if any, is provided / paid as and when
An Asset is treated as impaired when the carrying cost of assessments are completed.
asset exceeds its recoverable value. An impairment loss (ii) Deferred tax assets are recognized only to the extent
is charged to the Profit and Loss Statement in the year in that there is a reasonable certainty that sufficient
which an asset is identified as impaired. The impairment future income will be available except that deferred
loss recognized in prior accounting period is reversed if tax assets, in case there are unabsorbed depreciation
there has been change in the estimate of recoverable or losses, are recognized if there is virtual certainty
amount. that sufficient future taxable income will be available
(xvii) Borrowing Cost to realize the same.
(i) Borrowing cost in ordinary course of business are (iii) Deferred income-tax on timing differences is computed
recognized as expense of the period in which they are using the tax rates and tax laws that have been enacted
incurred. or substantively enacted by the balance sheet date.
(ii) Borrowing cost that is directly attributable to
acquisition, construction or production of a qualifying (xxi) Segment Reporting
asset is capitalized as part of the cost of the asset. The Company has identified two primary reporting
segments based on geographic location of the project viz.
(xviii) Employee Benefits Domestic & International and two secondary reporting
segments based on business of construction and leasing of
a) Short Term Employee Benefits assets & its operation (Leasing & Operation).
(i) The undiscounted amount of short term employee
benefits expected to be paid for the services rendered (xxii) Earnings Per Share
are recognized as an expense during the period when
In determining basic earnings per share, the company
the employees render the services.
considers the net profit attributable to equity shareholders.
The number of shares used in computing basic earnings
b) Long Term Employee Benefits
per share is the weighted average number of shares
(i) Retirement benefit in the form of provident fund is a outstanding during the period. In determining diluted
defined contribution scheme. The contributions to the earnings per share, the net profit attributable to equity
provident fund trust are charged to the statement to
shareholders and weighted average number of shares
the Profit and loss for the year when the contributions
outstanding during the period are adjusted for the effect
are due.
of all dilutive potential equity shares.
(ii) The Company operates gratuity defined benefit plan
for its employees. The cost of providing benefit is
(xxiii) Contingent Liabilities and Contingent Assets
determined on the basis of actuarial valuation using
the projected unit credit method at each year-end and (a) Contingent Liabilities are disclosed in either of the
is charged to the Statement of Profit & Loss. following cases:

(iii) Provision for long term Leave Encashment & Other i) A present obligation arising from a past event, when
Retirement Benefits is made based on actuarial it is not probable that an outflow of resources will be
valuation at the year end. required to settle the obligation; or
ii) A reliable estimate of the present obligation cannot be
(xix) Prior period adjustment and extraordinary items made; or
(i) Income/expenditure relating to prior period and iii) A possible obligation, unless the probability of outflow
prepaid expenses not exceeding ` 50000/- in each of resource is remote.
case are treated as income/expenditure of the
current year. (b) Contingent Assets are neither recognized, nor
disclosed.
(ii) Voluntary Retirement Scheme expenses are charged
(c) Contingent Liability and Provisions needed against
off in the year of incidence of expense.
Contingent Liability and Contingent Assets are
(xx) Taxes reviewed at each Balance Sheet date.
(i) Taxes including current income-tax are computed (d) Contingent Liability is net of estimated provisions
using the applicable tax rates and tax laws. Liability for considering possible outflow on settlement.

Annual Report 2014-15 I 85


2. Share capital
(` in Crore)

Particulars As at 31st March 2015 As at 31st March 2014


Authorized
2,50,00,000 Equity shares of `10 each
(2,50,00,000 Equity shares of `10 each) 25.00 25.00
Issued, Subscribed & Paid-up
1,97,96,000 Equity shares of `10 each-fully paid
(1,97,96,000 Equity shares of `10 each-fully paid) 19.80 19.80
Total 19.80 19.80

i) Distribution of number of shares held:

Particulars As at 31st March 2015 As at 31st March 2014


No. of Shares % age No. of Shares % age
Government of India in the name of the President of 19,742,400 99.729% 19,742,400 99.729%
India and Government nominees
Indian Railway Finance Corporation Limited 48,800 0.247% 48,800 0.247%
Bank of India 4,800 0.024% 4,800 0.024%
Total 19,796,000 100% 19,796,000 100%

ii) Shares issued other than cash


Bonus share issued during last five years: 98,98,000 Equity shares of ` 10 each have been issued as fully paid
up Bonus shares in F.Y. 2012-13 in the ratio of 1:1
iii) Terms/rights attached to equity shares:
(a) Voting
The Company has only one class of equity shares having a par value of `10 per share. Each holder of equity share is
entitled to one vote per share.
(b) Dividends
The Company declares and pays dividends in Indian Rupees. The dividend proposed by the Board of Directors is subject
to the approval of the shareholders in the ensuing Annual General Meeting, except in case of Interim dividend.
(c) Liquidation
In the event of liquidation of the Company, the holders of equity shares will be entitled to receive remaining assets of
the Company, after distribution of all preferential amounts. The distribution will be in proportion to the number of equity
shares held by the shareholders.
iv) Reconciliation of the number of equity shares and share capital:

Particulars As at 31st March 2015 As at 31st March 2014


No. of Shares ` Crore No. of Shares ` Crore
Issued, subscribed and fully paid up equity shares 19,796,000 19.80 19,796,000 19.80
outstanding at the beginning of the year
Add: Shares issued during the year - - - -
Issued, subscribed and fully paid up equity shares 19,796,000 19.80 19,796,000 19.80
outstanding at the end of the year

86 I Annual Report 2014-15


3. Reserves and surplus
(` in Crore)
Particulars Foot Note As at 31st March 2015 As at 31st March 2014
a. CSR Activities Reserve
Opening Balance 1.71 2.90
Less :- Transfer to Statement of Profit & Loss (i) 1.71 - 1.19 1.71
b. General Reserve
Opening Balance 2,971.52 2,277.67
Add: Transfer from surplus in statement 362.19 3,333.71 693.85 2,971.52
of profit and loss (Refer (c) below)
c. Surplus in Statement of Profit and Loss
Net Profit for the current year 579.39 906.50
Appropriations
Add :-
- Transfer from CSR Activities Reserve 1.71 1.19
Less :-
- Interim Dividend 79.18 100.96
[Dividend per share ` 40 /- ( ` 51/-)]
- Proposed Dividend 102.94 81.16
[Dividend per share ` 52 /- ( ` 41/-)]
- Tax on Interim Dividend 15.83 17.16
- Tax on Proposed Dividend 20.96 14.56
- Transfer to General Reserve 362.19 - 693.85 -
Total 3,333.71 2,973.23
Foot Notes:-
(i) Company has spent an amount of ` 6.72 crore (` 8.49 crore) during the year as against requirement of ` 4.93 crore (` 7.30 crore) and
` 1.71 crore towards earlier years carried forward balance.(Refer Note 47)

4. Long term liabilities


(` in Crore)
Particulars Foot Note As at 31st March 2015 As at 31st March 2014
(a) Trade Payables
- Micro, Small & Medium Enterprises
(Refer Note 46) - -
- Others 8.38 2.46
(b) Other Liabilities
- Advance from clients (i) 69.24 49.48
- Retention Money /Security Deposit 100.46 120.28
Total 178.08 172.22
Foot Notes:-
i) Includes Interest payable on advances from clients ` 12.40 Crore ( ` 2.13 Crore)

Annual Report 2014-15 I 87


5. Long term provisions
(` in Crore)
Particulars As at 31st March 2015 As at 31st March 2014
(A) Provisions for employee benefits: (Refer Note 27 & 44)
i) Gratuity 61.79 57.76
ii) Leave Salary 75.85 73.54
iii) Settlement Allowance on Retirement 1.20 1.20
iv) Post Retirement Medical Benefits 1.36 -
v) Leave Travel Concession 0.12 140.32 0.13 132.63
(B) Other Provisions : (Refer Note 27)
i) Demobilisation 7.89 24.01
ii) Maintenance 96.87 55.37
iii) Design Guarantee 105.36 172.20
iv) Other Expenses 0.59 210.71 22.94 274.52
Total 351.03 407.15

6. Trade payables
(` in Crore)
Particulars Foot Note As at 31st March 2015 As at 31st March 2014
Trade Payables
- Micro, Small & Medium Enterprises
(Refer Note 46) - -
- Others
(a) Contractors & Suppliers 434.65 576.65
(b) Related Parties 16.20 17.85
Total 450.85 594.50

7. Other current liabilities


(` in Crore)
Particulars Foot Note As at 31st March 2015 As at 31st March 2014
(a) Advance Contract Receipts 24.63 109.77
(b) Advances from Client (i) 1,030.37 604.59
(c) Deposits & Retention Money 490.50 412.16
(d) Statutory Dues 209.81 196.09
Less :- Deposited under Protest (184.31) 25.50 (168.80) 27.29
(e) Book Overdraft 0.10 0.24
(f) Staff 0.98 2.82
(g) Others (ii) 14.67 21.14
Total 1,586.75 1,178.01
Foot Notes:-
i) Includes Interest payable on advances from clients ` 69.47 Crore ( ` 67.96 Crore)
ii) Includes Outstanding and Other Liabilities.

88 I Annual Report 2014-15


8. Short-term provisions
(` in Crore)
Particulars As at 31st March 2015 As at 31st March 2014
(A) Provisions for employee benefits:
(Refer Note 27 & 44)
i) Gratuity 4.52 4.09
ii) Leave Salary 6.95 6.56
iii) Settlement Allowance on Retirement 0.08 0.09
iv) Post Retirement Medical Benefits 5.97 17.50
v) Pension 26.18 23.61
vi) Performance Related Pay 18.82 22.42
vii) Leave Travel Concession 0.01 62.53 0.01 74.28
(B) Other Provisions : (Refer Note 27)
i) Demobilisation 40.59 23.92
ii) Maintenance 37.01 161.37
iii) Foreseeable Loss 12.55 10.12
iv) Design Guarantee 52.72 56.99
v) Legal Cases 72.05 47.93
vi) Other Expenses 49.68 28.05
vii) Income tax and Wealth tax 901.96 868.46 
Less: Advance Tax (including TDS) (524.57) 377.39 (553.43) 315.03
viii) Dividend (Proposed) 102.94 81.16
ix) Tax on Dividend (Proposed) 20.96 765.89 13.80 738.37
Total 828.42 812.65

Annual Report 2014-15 I 89


9. Fixed assets
(` in Crore)
Fixed Assets Foot Gross Block Accumulated Depreciation Impairment Net Block
Note As at Additions Sales/ As at Upto For the Sales/ Upto As at As at As at
01.04.2014 Adjust- 31.03.2015 31.03.2014 year Adjust- 31.03.2015 31.03.2015 31.03.2015 01.04.2014
ments ments
A Tangible Assets
Freehold Land 2.30 - - 2.30 - - - - - 2.30 2.30
Lease hold Land (v) 36.39 - - 36.39 0.18 0.01 - 0.19 - 36.20 36.21
Lease hold Buildings (iv) 42.44 - - 42.44 5.79 0.77 - 6.56 - 35.88 36.65
Freehold Buildings / (i) 9.30 - (0.57) 8.73 2.69 0.14 (0.14) 2.69 - 6.04 6.61
Flats-Residential
Freehold Buildings/Flats- 10.64 - (3.52) 7.12 1.72 0.16 (0.74) 1.14 - 5.98 8.92
Non-Residential
Plant and Machinery (i & 341.75 16.28 (6.16) 351.87 283.14 6.89 (5.82) 284.21 0.87 66.79 58.61
ii)
Survey Instruments 3.46 0.08 (0.20) 3.34 3.25 0.02 (0.17) 3.10 - 0.24 0.21
Computers 8.43 0.41 (0.44) 8.40 7.69 0.35 (0.42) 7.62 - 0.78 0.74
Mobile Handset 0.22 0.02 (0.03) 0.21 0.19 0.02 (0.03) 0.18 - 0.03 0.03
Office Equipments 7.21 0.42 (0.65) 6.98 6.44 0.24 (0.64) 6.04 - 0.94 0.77
Furniture, Fixtures, 8.06 0.38 (0.45) 7.99 7.56 0.15 (0.43) 7.28 - 0.71 0.50
Furnishings
Caravans, Camps and 6.00 0.11 (1.41) 4.70 5.99 0.02 (1.42) 4.59 - 0.11 0.01
Temporary Sheds
Vehicles (i) 14.63 - (0.69) 13.94 13.10 0.18 (0.58) 12.70 - 1.24 1.53
Current Year Total 490.83 17.70 (14.12) 494.41 337.74 8.95 (10.39) 336.30 0.87 157.24 153.09
Previous Year 495.71 10.60 (15.48) 490.83 317.78 33.60 (13.64) 337.74 - 153.09 177.93

B Intangible Assets
Softwares 1.76 0.22 - 1.98 1.75 0.20 - 1.95 0.03 0.01
Current Year Total 1.76 0.22 - 1.98 1.75 0.20 - 1.95 - 0.03 0.01
Previous Year 1.71 0.05 - 1.76 1.71 0.04 - 1.75 - 0.01 -

GRAND TOTAL 492.59 17.92 (14.12) 496.39 339.49 9.15 (10.39) 338.25 0.87 157.27 153.10
CURRENT YEAR
PREVIOUS YEAR 497.42 10.65 (15.48) 492.59 319.49 33.64 (13.64) 339.49 - 153.10 177.93

Foot Notes:-
(i) Fixed assets held for disposal included in sales/adjustment column and transferred to other current assets at Net Book value:-
(` in Crore)
Block of assets As at March 2015 As at March 2014
Gross Block Net Block Gross Block Net Block
Plant and Machinery - - 7.69 0.57
Freehold Building - Residential 0.38 0.28 - -
Vehicles - - 0.04 -
Total 0.38 0.28 7.73 0.57
ii) Includes Locomotives provided on short term operating lease and standby. (Refer Note 37 II)
iii) Depreciation, amortization and impairment for the year debited to Statement of Profit and Loss are as follows:-
(` in Crore)
Description 2014-15 2013-14
Depreciation on Tangible & Intangible Assets 9.15 33.64
Impairment Loss 0.87 -
Depreciation on Investment Property 0.04 -
Total 10.06 33.64
iv) Includes lease hold building on Railways land for 30 years lease (Gross value ` 5.30 crore) for which agreement is yet to be finalised.
v) Lease hold land includes land at Greater Noida Industrial Development Authority (GNIDA) for construction of proposed Central
Inspection Cell (CIC) by the Company (Gross value `0.82 crore). The request for time extension for construction of Building has been
submitted to the appropriate authority.
vi) During the year, the Company has changed its accounting policy relating to charging of depreciation by adopting provisions/rates
containing in Schedule II of the Companies Act, 2013. Due to this change, depreciation for the year is lower by ` 23.06 crore & PBT is
higher by `23.06 crore.

90 I Annual Report 2014-15


10. Intangible asset under development
(` in Crore)
Particulars As at 31st March 2015 As at 31st March 2014
Implementation of SAP
Opening Balance 1.01 0.80
Additions during the year: - 0.21
Total 1.01 1.01

11. Capital work-in-progress*


(` in Crore)
Particulars As at 31st March 2015 As at 31st March 2014
Opening Balance - 0.88
Additions during the year:
- Work Expenses 0.43 0.73
- Consultancy Charges 0.31 -
- Rates & Taxes 4.40 -
- Vehicle Operation and Maintenance 0.04 -
- Power, Electricity and Water charges 0.01 -
- Advertisement & Publicity 0.01 -
5.20 0.73
Less: Capitalised during the year - 1.61
Total 5.20 -

*Break-up of Capital Work in progress


1. Office Building at CCM, Gurgaon 4.82 -
2. Work of Fire Fighting & Civil Construction at CIC Noida 0.12 -
3. Office Building at Kolkata 0.26 -
5.20 -

Annual Report 2014-15 I 91


12. Non current investments
Particulars Foot As at 31st March 2015 As at 31st March 2014
Note Nos. Amount (` in Crore) Nos. Amount (` in Crore)
A Investment Property
SRO Building at Old Airport Road, 3.00 2.73
Bangalore
Land at Noida 260.36 -
Total (A) 263.36 2.73
B Trade Investments (At Cost)
Un-Quoted
Investment in Fully Paid up Equity Shares:
In Subsidiaries
Ircon Infrastructure & Services Limited (iii) 65,000,000 65.00 4,00,00,000 40.00
6,50,00,000 equity shares of ` 10 each
Indian Railway Stations Development 20,400,000 20.40 20,400,000 20.40
Corporation Limited 2,04,00,000 equity
shares of `10 each
Ircon PB Tollway Limited 9,00,00,000 (iv) 90,000,000 90.00 - -
equity shares of `10 each
In Incorporated Joint Venture/s
CCFB, Mozambique
12,50,000 equity shares of meticals 24000 (i) 12,50,000 5.53 12,50,000 5.53
each fully paid
Less : Provision for diminution in value 5.53 - 5.53 -
(Refer Note No. 34)
Ircon-Soma Tollway Private Limited (ISTPL) (iia & b)
6,38,70,000 equity shares of ` 10 each 6,38,70,000 63.87 6,38,70,000 63.87
fully paid.
Chhattisgarh East Railway Limited
11,70,000 equity shares of 1,170,000 1.17 13,000 0.01
` 10 each fully paid.
Chhattisgarh East-West Railway Limited
11,70,000 equity shares of ` 10 each 1,170,000 1.17 13,000 0.01
fully paid.
Total (B) 241.61 124.29
C Other Investments (At Cost)
Quoted
Investment in Bonds
8.00% Tax Free Indian Railway Finance 163,131 16.31 163131 16.31
Company Limited (IRFC) Bonds of
`1,000 each
7.21% Tax Free Indian Railway Finance 500 49.96 500 49.96
Company Limited (IRFC) Bonds of
`10,00,000 each
8.23% Tax Free Indian Railway Finance 500,000 50.00 500,000 50.00
Company Limited (IRFC) Bonds of
`1,000 each
8.35% Tax Free Indian Railway Finance 500 49.92 500 49.92
Company Limited (IRFC) Bonds of `
10,00,000 each
Less : Amortization of Premium 0.01 49.91 - 49.92
Investment in Mutual Fund
SBI Debt Fund Series - A -14 - 25,000,000 25.00
Total (C) 166.18 191.19
Total 671.15 318.21
Disclosure regarding Quoted/Unquoted Investments: ` in Crore ` in Crore
Aggregate of Unquoted investments - Book value 241.61 124.29
Aggregate of Quoted investments - Book value 166.18 191.19
- Market value 175.61 190.95
Foot Notes:-
i) The value of one equity share of Meticals 24000 was equivalent to ` 44.27.
ii) (a) Out of 6,38,70,000 equity shares of ISTPL held by the company, 30 % shares (1,91,61,000 no.) are pledged with Punjab National Bank against the loan drawn by ISTPL
outstanding as on 31.03.2015 is ` 325.20 crore. Further, an undertaking has been given by the company to Punjab National Bank for non disposal of its 21% (1,34,12,700 no.
of shares) of the present holding (over and above the pledged over 30% of shareholding) .
(b) As per Articles of Association (Article V) of ISTPL, shareholders can transfer their shareholding subject to Concession Agreement dated 28th September 2005 signed with
NHAI which provides for equity holding of not less than 51% by Consortium members in ISTPL during the construction period and three years following Commercial Operation
Date, which was achieved on 19.04.2010. Thereafter, the aforesaid shareholding can be diluted to 26% subject to the pre-emption right of the other shareholders.
iii) ` 25.00 crore has been invested in Ircon Infrastructure & Services Limited for which allotment of equity shares was pending on reporting date. Share were allotted
on 25.05.2015.
iv) ` 85.00 crore has been invested in Ircon PB Tollway Limited for which allotment of equity shares was pending on reporting date. Share were allotted on 29.04.2015.

92 I Annual Report 2014-15


13. Deferred tax assets (Net)
(` in Crore)
Particulars As at Addition (Deletion) As at
1st April 2014 during the year 31st March 2015
Total Total Total
Asset
Provision for :
- Maintenance and demobilisation 70.11 (19.89) 50.22
- Foreseeable Loss 3.44 0.91 4.35
- Doubtful debts and advances 31.07 10.51 41.58
- Gratuity 21.02 1.93 22.95
- Leave Travel Concession 0.05 (0.01) 0.04
- Legal cases 16.29 8.64 24.93
- Design Guarantee 77.90 (23.19) 54.71
- Other Expenses 16.23 2.81 19.04
Expenses :
- On Voluntary retirement scheme 0.01 (0.01) -
- Allowed for tax purpose when paid 49.09 (2.03) 47.06
- Depreciation 16.16 (6.73) 9.43
301.37 (27.06) 274.31
Liability: - - -
- - -
Net Deferred Tax Asset / (Liability) 301.37 (27.06) 274.31
Previous Year 268.98 32.39 301.37

Deferred Tax Assets/ Liability has been recognised in books as per AS -22 (Accounting for Taxes on Income) issued by The
Institute of Chartered Accountants of India

Annual Report 2014-15 I 93


14. Long term loans and advances
(` in Crore)
Particulars Foot As at 31st March 2015 As at 31st March 2014
Note
A. Secured, considered good
Staff Loans and Advances 1.60 1.68
Advances to Contractors against material 25.29 26.89 22.44 24.12
and machinery
B. Unsecured, considered good
Capital Advance for Purchase of Land - 244.82
Loans and Advances to Related Parties:
Joint Ventures (i)
- Companhia Dos Caminhos De Ferro
Da Beira Sarl (Refer note 34)” 70.48 61.16
- Chhattisgarh East Railway Ltd. 30.00 -
Subsidiaries (i)
- Ircon Infrastructure & Services Limited 31.50 131.98 48.15 109.31
Others Loans and Advances:
Security Deposits
- Government Departments 0.32 0.58
- Others 0.51 0.83 0.21 0.79
Tax Authorities :
- Advance Tax / TDS 544.64 562.55
- Less:- Provision for Tax (524.57) 20.07 (553.43) 9.12
- Deposit with Income Tax Department
against demand 253.77 273.84 136.33 145.45
Staff Loans & Advances 0.73 1.05
Deposits with Government Departments 0.10 0.02
Advances to Contractors and Suppliers 205.41 103.12
Prepaid Expenses 0.03 1.39
Others 0.97 207.24 2.29 107.87
C. Considered Doubtful
Loan to Related Parties
Joint Venture
- Companhia Dos Caminhos De Ferro
Da Beira Sarl (Refer note 34) 25.46 27.66
Advances to Contractors and Suppliers 8.71 8.62
34.17 36.28
Less :- Provision for doubtful advances 34.17 - 36.28 -
Total 640.78 632.36
Foot Notes:-
(i) Loans are interest bearing and is for capital expenditure/meeting arbitration expenses and are repayable over a period of 2 to
10 years.
(ii) Debts due by directors, other officers of the company, firms in which any director is a partner or private company in which any director is
a member except joint ventures and Subsidiaries are Nil (` Nil)

94 I Annual Report 2014-15


15. Other non current assets
(` in Crore)
Particulars As at 31st March 2015 As at 31st March 2014
A. Long Term Trade Receivables
Unsecured, considered good
- Retention Money with client 27.48 33.81
- Money Withheld by Client 22.62 50.10 5.15 38.96
B. Others
i) Secured, considered good
Interest Accrued on :
- Advances to staff 0.85 0.88
ii) Unsecured, considered good
Fixed Deposits more than 12 months 0.41 -
{(refer foot note (i)}
Interest Accrued on :
- Advances to staff 0.32 0.34
- Advances to Contractors, Suppliers & others 14.50 3.47
- Advance to IRWO - 14.82 0.20 4.01
iii) Considered Doubtful
Interest Accrued on :
Joint Venture
- Companhia Dos Caminhos De Ferro
Da Beira Sarl (Refer note 34) 0.19 0.19
Advances to Contractors, Suppliers & Others 0.40 0.40
0.59 0.59
Less: Provision for doubtful 0.59 - 0.59 -
Total 66.18 43.85

Foot Notes:-
(i) Includes FDR under Lien for ` 0.40 crore
(ii) Debts due by directors, other officers of the company, firms in which any director is a partner or private company in which any director
is a member except joint ventures and Subsidiaries are Nil (` Nil)

Annual Report 2014-15 I 95


16. Current investments

Particulars As at 31st March 2015 As at 31st March 2014


Nos. Amount Nos. Amount
(` in Crore) (` in Crore)
A Non Trade Investments
Quoted
Investment in Mutual Fund
UTI Mutual Fund - Daily Dividend Plan 106,836 10.89 227,274 23.17
UTI Fixed Income Series XVI - I - - 25,000,000 25.00
UTI Fixed Income Series XVIII - IV - - 25,000,000 25.00
SBI Debt Fund Series - 40 - - 25,000,000 25.00
SBI Premier Liquid Fund - 300,718 30.17 278,452 27.85
Daily Dividend Plan
SBI Debt Fund Series - A -14 25,000,000 25.00 66.06 - - 126.02

B Current Maturities of
Long Term Bonds
Quoted
6.00% Tax Free Indian Railway - - 5,000 50.00
Finance Company Limited (IRFC) - 50.00
Bonds of `1,00,000 each
Total 66.06 176.02

Disclosure regarding Quoted Investments: ` in Crore ` in Crore


Aggregate of Quoted investments - Book value 66.06 176.02
- Market value 68.39 179.24

17. Inventories
(` in Crore)
Particulars As at 31st March 2015 As at 31st March 2014
a. Material and stores
- In Hand 32.49 34.66
- With Third Parties 25.81 0.84
- In Transit 0.11 0.33
58.41 35.83
b. Construction work-in-progress at cost 55.88 82.97
Total 114.29 118.80

96 I Annual Report 2014-15


18. Trade receivables
(` in Crore)
Particulars As at 31st March 2015 As at 31st March 2014
Unsecured :
Outstanding for a period exceeding six months
from the date they were due for payment
- Considered good 67.90 134.90
- Considered doubtful & provided for 16.24 84.14 17.33 152.23
Outstanding for a period not exceeding six months
from the date they were due for payment
Trade receivables
- Considered good 395.37 527.53
- Considered doubtful & provided for - 395.37 0.58 528.11
Retention Money with client
- Considered good 60.09 44.63
- Considered doubtful & provided for 9.89 69.98 10.10 54.73
Money Withheld by client
- Considered good 48.14 71.34
- Considered doubtful & provided for 4.50 52.64 3.20 74.54
602.13 809.61
Less: Provision for doubtful debts 30.63 31.21
Total 571.50 778.40

Foot Notes:-
(i) Debts due by directors, other officers of the company, firms in which any director is a partner or private company in which any director
is a member except joint ventures and Subsidiaries are Nil (` Nil)
(ii) Includes amount due from Subsidiaries :
(` in Crore)

Particulars Balance at the end of year


31.03.2015 31.03.2014
Outstanding for a period exceeding six months
from the date they were due for payment
- Trade receivables 0.96 2.54
Total 0.96 2.54

Annual Report 2014-15 I 97


19. Cash & Bank balances
(` in Crore)
Particulars Foot Note As at 31st March 2015 As at 31st March 2014
Cash and cash equivalents
a) Cash In hand (i) 0.21 0.16
b) Cheques / drafts in hand 0.17 7.57
c) Balances with banks :
- In Current accounts 123.95 45.57
- In Flexi accounts (ii) 171.36 127.37
- In Fixed deposits (with a maturity
period of less than 3 months) (ii) 893.36 1,188.67 1,344.14 1517.08
Other bank balances
- In Fixed deposits (with a maturity (ii) 2,013.78 1150.55
period of more than 3 months and
upto 12 months)
Total 3,202.83 2,675.36

Foot Notes:-
i) Cash in hand includes cash imprest ` 0.01 crore (` 0.02 crore)
ii) Includes Clients Fund on which interest is passed on to them:
(` in Crore)
Particulars Balance at the end of year
31.03.2015 31.03.2014
In Flexi accounts 100.44 73.65
In Fixed deposits (with a maturity period of less than 3 months) 624.86 272.31
In Fixed deposits (with a maturity period of more than 3 months 54.82 -
and upto 12 months)
Total 780.12 345.96

98 I Annual Report 2014-15


20. Short term loans and advances
(` in Crore)
Particulars Foot Note As at 31st March 2015 As at 31st March 2014

A. Secured, considered good


Staff Loans and Advances 0.62 0.67
Advances to Contractors against material 9.15 9.77 3.45 4.12
and machinery
B. Unsecured, considered good
Loans and Advances to Related Parties:
Loans
Joint Ventures (Refer note 39) (i)
- Ircon - Afcon JV 18.11 -
Others
Joint Ventures (Refer note 39)
- RICON CETA SARL 0.84 0.80
- Companhia Dos Caminhos De Ferro 0.79 4.67
Da Beira Sarl
- RICON 9.67 9.41
- International Metro Civil Contractor 3.53 3.21
- Metro Tunnelling Group 5.42 5.51
- Ircon Soma Tollway Pvt.Ltd. 7.15 -
- Ircon - Afcon JV 2.44 -
Subsidiaries (Refer note 40)
- Ircon Infrastructure & Services Limited 2.26 0.93
- Indian Railway Station Development 0.27 50.48 0.30 24.83
Corporation Limited
Others Loans and Advances:
Security Deposits
- Government Departments 6.22 6.44
- Others 1.30 7.52 1.75 8.19
Tax Authorities:
- Sales Tax (including TDS) 200.98 197.53
Less :- Deposited under protest (184.31) 16.67 (168.80) 28.73
- Value Added Tax 114.26 109.40
- Service Tax input credit 0.02 130.95 0.39 138.52
Staff Loans and Advances 1.78 1.78
Advances to Contractors and Suppliers 125.94 225.35
Earnest Money Deposit 0.41 20.58
Prepaid Expenses 3.54 5.28
Others 12.48 144.15 16.44 269.43
C. Considered Doubtful
Staff Loans & Advances - 0.01
Advances to Contractors and Suppliers 9.87 8.49
Deposits with Government Departments 2.38 2.26
Sales Tax (including TDS) 35.31 12.56
Value Added Tax 7.18 -
Others 0.01 -
54.75 23.32
Less:- Provision for doubtful advances 54.75 - 23.32 -
Total 342.87 445.09
Foot Notes:-
(i) Loan is interest bearing and is for working capital requirements.
(ii) Debts due by officers of the company, firms in which any director is a partner or private company in which any director is a member except joint
ventures and Subsidiaries are Nil (` Nil)
(iii) Details of amount due from Directors:
(` in Crore)
Particulars As at 31st March 2015 As at 31st March 2014
Amount due from directors included in staff loans and advances - 0.02
- 0.02

Annual Report 2014-15 I 99


21. Other current assets
(` in Crore)
Particulars Foot As at 31st March 2015 As at 31st March 2014
Note
A) Interest Accrued on:
Staff loans and advances (secured) 0.12 0.15
Bonds 14.21 8.63
Staff loans and advances (unsecured) 0.12 0.09
Loan to
- Indian Railway Welfare Organisation 0.20 0.20
- Ircon Infrastructure & Services Limited 5.04 6.14
- Chhattisgarh East Railway Limited 0.60 -
- IRCON-AFCONS JV 0.25 -
Deposits & Advances with:
- Contractors, Suppliers & Others 17.44 55.38
- Deposit with banks 80.23 77.08
B) Construction Work in Progress 109.93 186.07
(At realisable value)
C) Billable Revenue (i) 405.32 144.02
D) Assets held for disposal (ii) 1.73 1.59
E) Amount Invested in UTI for purchase of units (iii) - 19.00

Total 635.19 498.35


Foot Notes :-
(i) Includes Value of work amounting to ` 196.08 crore (` 144.02 crore) certified by client, but not billed by reporting date.
(ii) Fixed assets beyond economic repair and/or held for disposal (at lower of the realizable value and book value):-

(` in Crore)
Block of assets As at 31st March 2015 As at 31st March 2014
Gross Block Net Block Gross Block Net Block
Plant and Machinery 17.16 1.45 19.91 1.59
Freehold Building - Residential 0.38 0.28 - -
Vehicles - - 0.04 -
Total 17.54 1.73 19.95 1.59

(iii) An amount of ` 19 crore was paid to UTI mutual Fund towards purchase of units on 31.03.2014. As 31.03.2014 and 01.04.2014
was considered to be Bank Holiday for transaction in UTI mutual fund, hence, units were allotted to the folio no: 509270058623 only
on 02.04.2014.
(iv) Debts due by officers of the company, firms in which any director is a partner or private company in which any director is a member
except JVs and Subsidiaries are Nil (` Nil).
Details of amount due from Directors:
(` in Crore)
Particulars As at 31st As at 31st
March 2015 March 2014
Amount due from directors included in interest accrued on staff - 0.005
loans and advances
- 0.005

100 I Annual Report 2014-15


22. Revenue from operations
(` in Crore)
Particulars For the year ended For the year ended
31st March 2015 31st March 2014

Contract Revenue 2,809.67 3,850.10


Company share of turnover in Integrated Joint 88.62 8.81
Ventures
Loco lease 42.77 41.49
Machinery hire charges 1.31 0.04
Other Operating Receipts 17.09 11.85
"Prior Period Contract Revenue (9.24) 154.53
(Refer Note 28)"

Total 2,950.22 4,066.82

23. Other income


(` in Crore)
Particulars For the year ended For the year ended
31st March 2015 31st March 2014

Interest on Tax Free Bonds 16.02 13.78


Bank Interest Gross 214.13 227.88
Less:- Interest passed to clients 36.23 177.90 35.20 192.68
Interest on refund of income-tax 3.40 8.74
Interest on staff advances 0.33 0.34
Interest on loan to Related Parties
- IrconISL 5.61 6.82
- CERL 0.67 -
- IRCON-AFCONS JV 0.27 6.55 - 6.82
Interest on other advances 6.80 4.10
Interest on Fixed Maturity Plan 6.81 3.05
Exchange Fluctuation Gain 43.33 -
Less:- Exchange Fluctuation Loss 23.43 19.90 - -
Dividend Income 3.21 4.05
Profit on sale of assets 2.02 0.19
Miscellaneous 14.47 14.44
Prior Period Other Income (Refer Note 28) 0.34 1.18

Total 257.75 249.37

Annual Report 2014-15 I 101


24. Operating expenses and administrative expenses
(` in Crore)
Particulars Foot Operating expenses Administrative expenses
Note
For the year ended For the year ended For the year ended For the year ended
31st March 2015 31st March 2014 31st March 2015 31st March 2014
Materials and Stores consumed:

Opening balance 35.49 38.28 - -


Add: Purchases during the year 196.47 257.82 - -
231.96 296.10 - -
Less: Closing Balance 58.30 173.66 35.49 260.61 - -
Work expenses 1,783.69 2,169.10 - -
(Increase) / Decrease in WIP 27.09 2.94 - -

Design, Drawing, Business Development, 24.44 48.42 - -


Agency and Consultancy Charges
Inspection, Geo Technical Investigation 1.87 5.74 - -
and Survey expenses etc.
Repairs and maintenance of machinery 26.50 42.14 - -
Hire charges of machinery 12.88 15.41 - -
Exchange fluctuation loss - 40.10
Less:- Exchange fluctuation gain - 32.38
Net exchange fluctuation loss - 7.72
Rent - Non-residential {Refer note 37 (I)(b)} 3.80 3.77 0.23 0.20
Rates and taxes 12.49 8.97 2.02 1.40
Vehicle operation and maintenance 9.70 11.71 0.91 0.82
Repairs and maintenance
- Building 0.14 0.14 0.42 0.84
- Office and Others 3.47 3.51 2.81 2.05
Power, electricity and water charges 3.71 3.66 1.55 1.35
Insurance 5.76 7.16 0.14 0.03
Travelling and conveyance 8.30 9.26 2.29 1.84
Printing and stationery 1.59 1.82 0.55 0.65
Postage, telephone and telex 2.33 2.42 0.45 0.49
Legal and Professional charges 3.39 4.32 2.33 1.26
Security services 4.32 3.79 0.14 0.15
Business promotion 0.98 1.02 0.16 0.23
Write-off of :
- Bad debts 2.37 31.98 - -
- Bad advances 0.97 7.15 - -
- Assets - 0.01 - -
Loss on sale of Assets/Stores - - 3.43 -
Amortization of premium paid on - - 0.01 0.35
Investments
Director sitting fee - - 0.02 0.03
Donation - - 0.05 0.01
Auditors remuneration (i) - - 0.42 0.63
Advertisement and publicity - - 3.19 4.43
Training and Recruitment - - 0.60 0.49
Research and Development expenses - - - 0.96
Corporate social responsibility - - 6.72 8.49
(Refer Note 47)

102 I Annual Report 2014-15


Particulars Foot Operating expenses Administrative expenses
Note
For the year ended For the year ended For the year ended For the year ended
31st March 2015 31st March 2014 31st March 2015 31st March 2014
Miscellaneous expenses 8.73 4.29 1.44 1.24
Prior Period Expenses (Refer Note 28) 0.27 0.41 0.72 0.18
Provisions (Addition - Write Back) (Refer (26.44) 140.02 - -
Note 27)
Provisions / Reserves Utilised (56.51) (61.26) - 0.00
(Refer Note 27)
Total 2,039.50 2,728.51 30.60 35.84

Foot Notes :-
(i) Payment to Statutory Auditors: 2014-15 2013-14
(i) Audit Fee - current year 0.20 0.31
(ii) Tax Audit Fees - current year 0.07 0.08
(iii) Certification Fees 0.03 0.05
(iv) Reimbursement of Expenses:
- Local 0.09 0.14
- Foreign 0.03 0.05
Total 0.42 0.63

25. Employee benefits expenses


(` in Crore)
Particulars Foot For the year ended For the year ended
Note 31st March 2015 31st March 2014
Operating Administrative Total Operating Administrative Total
Salaries, wages and bonus (i) 115.37 38.35 153.72 125.77 36.72 162.49
{Refer note 37(I)(a)}
Contribution to provident 6.59 3.32 9.91 6.55 2.69 9.24
and
other funds
Foreign service 0.47 0.30 0.77 0.49 0.58 1.07
contribution
Retirement benefits 11.61 10.08 21.69 11.48 34.16 45.64
Staff welfare 1.80 0.47 2.27 2.15 0.48 2.63
Total 135.84 52.52 188.36 146.44 74.63 221.07

Foot Notes:-
(i) Includes income-tax on non-monetary perks ` 0.33 Crore ( ` 0.35 Crore).

26. Finance cost


(` in Crore)
Particulars Foot Note For the year ended For the year ended
31st March 2015 31st March 2014
Interest Expenses (i) - 26.32
Other Borrowing Cost
Bank Guarantee & Other bank Charges 8.93 12.13
Total 8.93 38.43
Foot Notes:-
(i) Includes interest on income-tax ` Nil Crore ( ` 26.30 Crore).

Annual Report 2014-15 I 103


27. Provisions (Net)
(` in Crore)
Particulars Balance as on 01.04.2014 During the year 2014-15 Balance as on 31.03.2015
Long Short Total Additions Written Utilisation Exchange Exchange Long Short Total
Term Term Back Gain Loss Term Term
Provided for :
A Employees Related
(i) Retirement Benefits
Gratuity 57.76 4.09 61.85 8.16 - 3.70 - - 61.79 4.52 66.31
Leave Salary 73.54 6.56 80.10 9.27 0.08 6.50 0.07 0.08 75.85 6.95 82.80
Settlement allowances 1.20 0.09 1.29 - 0.01 - - - 1.20 0.08 1.28
on retirement
Post Retirement - 17.50 17.50 1.83 - 12.00 - - 1.36 5.97 7.33
Medical Benefits
Pension - 23.61 23.61 2.57 - - - - - 26.18 26.18
Total of Retirement 132.50 51.85 184.35 21.83 0.09 22.20 0.07 0.08 140.20 43.70 183.90
Benefits (i)
(ii) Others
Performance Related Pay - 22.42 22.42 9.11 3.27 9.44 - - - 18.82 18.82
Leave Travel Concession 0.13 0.01 0.14 - 0.01 - - - 0.12 0.01 0.13
Total of Other Benefits (ii) 0.13 22.43 22.56 9.11 3.28 9.44 - - 0.12 18.83 18.95
Total Employee Related 132.63 74.28 206.91 30.94 3.37 31.64 0.07 0.08 140.32 62.53 202.85
Provisions (i+ii)
B Others
Demobilisation 24.01 23.92 47.93 2.74 0.15 0.40 2.16 0.52 7.89 40.59 48.48
Maintenance 55.37 161.37 216.74 23.24 66.43 38.43 3.17 1.93 96.87 37.01 133.88
Foreseeable Loss - 10.12 10.12 10.17 2.68 5.06 - - - 12.55 12.55
Design Guarantee 172.20 56.99 229.19 - 57.27 - 13.84 - 105.36 52.72 158.08
Doubtful debts - 17.91 17.91 2.64 2.08 2.28 - 0.06 - 16.25 16.25
Doubtful advances 36.87 36.62 73.49 34.94 3.57 0.95 0.02 - 34.76 69.13 103.89
Diminution in value of 5.53 - 5.53 - - - - - 5.53 - 5.53
Investment
Liabilties(Legal cases) - 47.93 47.93 24.76 0.45 0.19 - - - 72.05 72.05
Other expenses 22.94 28.05 50.99 13.35 5.65 9.20 - 0.78 0.59 49.68 50.27
Income-tax and Wealth - 868.46 868.46 239.15 - 203.07 2.58 - - 901.96 901.96
tax
Dividend (Interim and - 81.16 81.16 182.12 - 160.34 - - - 102.94 102.94
Proposed)
Tax on Dividend (Interim - 13.80 13.80 36.79 - 29.63 - - - 20.96 20.96
and Proposed)
Total Other Provisions (B) 316.92 1,346.33 1,663.25 569.90 138.28 449.55 21.77 3.29 251.00 1,375.84 1,626.84
C GRAND TOTAL (C = A+B) 449.55 1,420.61 1,870.16 600.84 141.65 481.19 21.84 3.37 391.32 1,438.37 1,829.69
D Less:- Considered
Separately
Doubtful debts considered - 17.91 17.91 - 16.25 16.25
in Note 18
Doubtful advances 13.30 13.30 14.38 14.38
considered in Note 18
Doubtful advances 36.87 23.32 60.19 34.76 54.75 89.51
considered in Note
14,15 & 20

104 I Annual Report 2014-15


Particulars Balance as on 01.04.2014 During the year 2014-15 Balance as on 31.03.2015
Long Short Total Additions Written Utilisation Exchange Exchange Long Short Total
Term Term Back Gain Loss Term Term
Impairment of Investment 5.53 - 5.53 5.53 - 5.53
considered in Note 12
Retirement Benefits 21.83 0.09 22.20
considered in Note 25
PRP & LTC included in 9.11 3.28 9.44
Salaries, Wages and
Benefits
Income-tax adjusted / 239.15 - 203.07
considered separately
Dividend paid / 182.12 - 160.34
considered separately
Corporate-tax on Dividend 36.79 - 29.63
paid / considered
separately
Total (D) 42.40 54.53 96.93 489.00 3.37 424.68 - - 40.29 85.38 125.67
Net: Current Year (C - D) 407.15 1,366.08 1,773.23 111.84 138.28 56.51 21.84 3.37 351.03 1,352.99 1,704.02
Previous Year 420.10 1,189.86 1,609.96 192.06 52.04 61.26 407.15 1,366.08 1,773.23

NOte:
Net Provisions (Additions/Write Back) considered in Note 24 (26.44)
Provisions Utilized considered in Note 24 56.51
Retirement Benefits provisions considered in Note 25 (0.46)
Performance Related Pay & LTC considered in Note 25 in Salary and Wages (3.61)

Annual Report 2014-15 I 105


28. Prior period adjustments
(` in Crore)
Particulars For the year ended For the year ended
31st March 2015 31st March 2014

PRIOR PERIOD ITEMS:


Income:
Revenue from Operation (9.24) 154.53
Interest income on deposits/ loans 0.03 0.21
Miscellaneous 0.31 0.97
(8.90) 155.71
Expenses:
Work expenses 0.27 0.41
Administrative expenses 0.55 0.01
Others 0.17 0.17
0.99 0.59
Total (9.89) 155.12

106 I Annual Report 2014-15


29. Contingent liabilities: VIII. Bank Guarantee in case of Ircon-Afcon JV for ` 51.34
crore (` 56.71 crore) for Bhairab Railway Bridge
a) Claims against the Company not acknowledged as
Project, Bangladesh.
debt `1279.09 crore net of provision of ` 78.29
crore (`1039.11 crore net of provision of ` 47.93 g) Pending disposal of application for extension of time
crore). Against this the Company has counter claims by clients, company is contingently liable to pay
of ` 821.69 crore (` 303.06 crore). In case claims liquidated damages to the extent of ` 56.70 crore
against the Company do materialise, claims for (` 44.33 crore) to the clients.
` 748.02 crore (` 434.65 crore) will be reimbursable 30. Commitments:
from the clients. Interest on claims is not considered,
being unascertainable. a) Estimated amount of contracts remaining to be
executed on capital account (net of advances) is
b) There are some cases relating to employees/others are
` 68.55 crore (` 15.92 crore).
pending in the Courts against the Company in respect
of which the liability is not ascertainable. b) Other Commitments:
c) Direct disputed tax demands under appeal amounting Commitments for fund/providing guarantee to/on behalf
to ` 132.66 crore (` 126.23 crore) of which ‘Nil’ (Nil) of subsidiaries/ joint ventures:
are reimbursable from the clients. i) Counter guarantee to Indian overseas bank for
d) Indirect disputed tax demands under appeal ` 186.06 issuance of bank guarantee to subsidiary company,
crore (` 176.06 crore) of which ` 114.16 crore IrconISL, amounting to ` 10.00 crore (` 10.00 crore).
(` 107.27 crore) are reimbursable from the clients.
ii) For subscribing towards balance share of equity (51%)
e) Provident Fund Commissioner, Jammu & Kashmir of ` 20.40 crore (` 20.40 crore) in subsidiary company,
has demanded ‘Nil’ (` 1.75 crore) for contribution of Indian Railway Stations Development Corporation
provident fund on sub-contractors providing utility Limited.
and supporting services.
iii) For subscribing towards balance share of equity (26%
each) of ` 0.13 crore (` 1.29 crore) & ` 0.13 crore (`
f) In respect of Joint Ventures:
1.29 crore) in Joint venture companies, Chattisgarh
I. Undertaking to Punjab National Bank against term
East Railway Limited and Chattisgarh East-West
loan given to Joint Venture Company, Ircon-Soma
Railway Limited respectively.
Tollway Private Limited, to make good 50% of any
shortfall in the dues, if any, in the event of termination iv) For release of balance shareholder’s loan of ` 9.00
of the concession agreement. Maximum obligation of crore (Nil) & ` 39.00 crore (Nil) to Joint venture
the company in this respect could be `162.60 crore companies, Chattisgarh East Railway Limited and
(` 222.15 crore). Chattisgarh East-West Railway Limited respectively.
v) For subscribing towards balance share of equity of
II. Indemnity bond for International Metro Civil
Contractor of ` 1.24 crore (` 1.24 crore). ` 75.00 crore (Nil) in subsidiary company, Ircon PB
Tollway Limited.
III. Sales-tax liability of International Metro Civil
vi) For release of balance shareholder’s loan of ` 352.00
Contractor of ` 4.25 crore (` 4.25 crore) and Service
crore (Nil) to subsidiary company, Ircon PB Tollway
Tax ` 2.02 crore (` 1.01 crore).
Limited.
IV. Corporate guarantee to Central Excise in case of Metro
vii) For release of balance shareholder’s loan of `
Tunnelling Group of ` 1.54 crore (` 1.54 crore).
5.75 crore (` 8.99 crore) to joint venture company,
V. Bank guarantee in case of Ircon-RCS-PFLEIDERER of Companhia Dos Caminhos De Ferro Da Beira SARL.
` 1.40 crore (` 1.40 crore).
viii) Counter guarantee to State bank of India for issuance
VI. Income Tax liability in the case of International Metro of letter of credit to Joint venture, Ircon-Afcons JV,
Civil Contractor of ` 5.29 crore (` 5.29 crore) and amounting to ` 38.66 crore (Nil).
in case of Metro Tunnelling Group of ` 0.88 crore
ix) An undertaking to Punjab National Bank for non-
(` 0.88 crore).
disposal of 21% of present holding of the company
VII. Recovery suit against the International Metro Civil (1,34,12,700 shares of ` 10 each) in Joint Venture
Contractor by M/s Sai Engineers is ` 0.02 crore Company, Ircon-Soma Tollway Private Limited,
(` 0.02 crore). amounting to ` 13.41 crore (` 13.41 crore).

Annual Report 2014-15 I 107


x) For subscribing towards share of equity for ` 3.00 Income Tax Appellate Tribunal for all the assessment
Crore (Nil).In subsidiary company, Ircon Shivpuri Guna year under dispute.
Tollway Limited. (incorporated on 12.05.2015) Accordingly, the Company has made a provision of
31. The Company is executing a Broad Gauge Rail Link ` 185.36 crore in FY 2012-13 for the AY 2006-07 to AY
Project called “Udhampur-Srinagar-Baramulla Rail Link 2013-14 and ` 229.71 for the AY 2013-14 to AY 2015-
Project” (USBRL) in the state of Jammu & Kashmir on 16 in the respective years.
cost plus basis. Northern Railway, the client, has raised 34. (a) The Company has 25% equity stake in CCFB, a Joint
certain queries on admissibility of certain expenditure Venture Company incorporated as per Mozambican
incurred by the company/contract addition payable on laws in the year 2004 to execute a railway project
the cost incurred & certain observations on the quality awarded by the Government of Mozambique (GOM)
of work done on the project which has also been on BOT basis and has paid USD 1.25 Mn (` 5.53 crore
suitably replied to. The company does not expect any shown in Non-current investments (Note 12)). The
liability on this account. However, adjustment, if any, Company has provided shareholders’ loan to CCFB
arising out of these issues will be made as and when and the total amount including accrued interest
required. up to 31.03.2011 is USD 21.124 Mn (` 93.43 crore
32. The Company is liable to pay ` 76.28 Crore for FY converted at exchange rate on 31.03.2011. A sum of
2014-15 & ` 179.58 Crore for FY 2013-14 on account USD 0.999 Mn (` 4.42 crore) was received from CCFB
of taxes on Sri Lanka projects which shall be directly on 28.02.2013. Further, a sum of ` 7.12 crore (USD
reimbursed by Sri Lankan Railway to Sri Lankan Inland 1.142 Mn) has been given as loan to CCFB for meeting
Revenue Department. Therefore, the same has not out arbitration expenses {` 95.94 crore (` 88.82 crore)
been provided in the books of accounts. shown in Long term loan and advances (Note 14 (B)
and (C)) and ` 0.19 crore (` 0.19 crore) shown in other
33. (a) Since assessment year 2000-01, the Company has
non-current assets (Note 15 (B iii))}.
been claiming deduction under Section-80 IA of the
Income Tax Act, 1961 in income tax returns, w.r.t. (b) Although the project was complete, the GOM has
eligible infrastructure construction projects till date. terminated the concession on 9th November, 2011
and taken over the project on 8th December, 2011.
The Company has filed appeal to ITAT on disallowance
CCFB considers this termination against the contract
by CIT (A) for the said deduction for all assessment
provisions & unlawful and has initiated arbitration
years except assessment years 2004-05, 2005-06 and
proceedings against GOM. The Company believes that
2007-08 for which the Income Tax department has
it shall be able to retrieve its entire investment through
filed appeal against allowance of deduction by CIT(A).
arbitration by CCFB, yet as a matter of abundant
Accordingly, the Company has made provision for tax caution and following a conservative approach,
without considering the deduction under Section 80- pending outcome of the arbitration:
IA since AY 2000-01. Total amount of deduction under
i. Provision of ` 31.18 crore (` 33.38 crore) [` 29.77
section 80IA is ` 925.63 crore (` 799.79 crore) having
crore (` 29.77 crore) towards loan & interest accrued
tax impact of ` 315.70 crore (` 272.92 crore).
thereon, ` 3.21crore (` 3.21 crore) towards possible
(b) The company is offering global income, for tax capital expenditure by CCFB to make railway line
in India after excluding the income earned by its operable and ` 5.53 crore (` 5.53 crore) towards equity
permanent establishments in foreign countries having investment reduced by interest after termination of
Double Taxation Avoidance Agreements (DTAA) with ` 7.33 crore (` 5.13 crore)] (refer Note 12) has been
India, as per settled legal position that such income made during 2011-12 towards possible loss.
can be taxed by source country and is not taxable
in India. However, CIT (A) denied the treatment of ii. The loan amount including interest due has been
stated at the exchange rate prevailing on 31.03.2011.
excluding such foreign income and only gave credit
for taxes paid out of India for the AY 2006-07, 2008-09 iii. The amount of loan to meet arbitration expenses
and 2009-10. provided in the current year has not been restated.
Jurisdictional Assessing Officer has also started making iv. Interest on loans for the year amounting to ` 4.89
the assessment in a similar manner from the AY 2010- crore (` 3.79 crore), cumulative ` 13.48 crore
11 onwards. The Company has filed an appeal to (` 8.59 crore) has not been recognized.

108 I Annual Report 2014-15


(c) Had the dues been translated at the closing exchange rate as on 31.03.2015 as per AS-11, long term loan and
advances would have been higher by ` 25.74 crore (` 20.15 crore) and profit before tax would have been higher by
` 25.74 crore (` 20.15 crore), effect on current year ` 5.59 crore and of earlier years ` 20.15 crore.
35. (a) Some of the balances shown under debtors, advances and creditors are subject to confirmation / reconciliation/
adjustment, if any. The company has been sending letters for confirmation to parties. However, the Company does
not expect any material dispute w.r.t. the recoverability/payment of the same.
(b) In the opinion of the management, the value of current assets, loans and advances on realization in the ordinary
course of business, will not be less than the value at which these are stated in the balance sheet.
36. (a) Earnings in foreign currency (on accrual basis):

(` in Crore)
Particulars 2014-15 2013-14
Work Receipts & Locomotive lease 806.60 2172.97
Bank Interest 11.22 9.75
Other Interest 0.02 0.20
Foreign Exchange Fluctuation Gain (Net) 19.93 -
Others 3.87 1.84
Total 841.64 2184.76

(b) Expenditure in foreign currency (on accrual basis):


(` in Crore)
Particulars 2014-15 2013-14
Operational Expenses 399.09 1095.08
Consultancy charges 24.85 40.13
Foreign Exchange Fluctuation Loss (Net) - 7.72
Total 423.94 1142.93

(c) CIF value of Imports:


(` in Crore)
Particulars 2014-15 2013-14
Materials 159.45* 60.02
Consumables, Components and Spares - -
Total 159.45 60.02
*Imports are booked in Work Expenses

(d) Material & store consumed:


(` in Crore)

Particulars 2014-15 2013-14


Amount %age Amount %age
Imported 159.45 47.87 60.02 23.03
Indigenous 173.67 52.13 200.59 76.97
Total 333.12 100.00 260.61 100.00

Annual Report 2014-15 I 109


(e) Disclosure of unhedged foreign currency exposure:
The unhedged foreign currency exposure is as under:
(` in Crore)
Particulars Currency As at 31st March 2015 As at 31st March 2014
Foreign Currency INR Crore Foreign Currency INR Crore
in Crore in Crore
Assets :
Advance to Contractors
DZD - - 9.42 7.21
Euro 0.06 4.36 0.12 10.12
LKR 0.40 0.19 1.00 0.46
MYR 0.02 0.30 0.90 16.56
MZN 0.06 0.10 0.06 0.12
USD 0.00 0.08 - -
Trade Receivables
BDT 1.41 1.13 - -
DZD 51.29 32.83 104.54 79.98
Euro 0.46 31.41 0.98 79.62
MYR 0.04 0.69 0.02 0.37
USD 2.43 151.09 4.46 264.67
Cash & Bank Balances
BDT 0.13 0.10 - -
DZD 29.63 18.96 4.87 3.72
ETB 0.00 0.01 0.18 0.56
Euro 1.30 89.32 0.69 56.00
LKR 19.46 9.14 73.28 33.59
MYR 1.69 28.50 4.68 85.86
MZN 0.03 0.05 0.36 0.69
USD 6.88 428.27 7.79 462.56
Other Assets
BDT 1.38 1.11 0.00 0.00
DZD 16.17 10.35 13.19 10.09
ETB 1.13 3.45 1.13 3.50
Euro 0.43 29.54 0.24 19.51
LKR 16.18 7.60 18.42 8.44
MYR 0.14 2.43 2.78 51.01
USD 1.94 120.47 1.71 101.70
Liabilities :
Advance from Client
BDT 0.84 0.67 - -
DZD - - 18.60 14.23
Euro 0.39 26.87 0.58 47.31
USD 0.16 9.98 2.82 167.11
Trade Payable
AUD 0.01 0.71 - -
BDT 0.02 0.02 - -
DZD 13.92 8.91 43.93 33.61
Euro 0.92 63.10 0.71 57.36
JPY 10.10 5.25 - -
LKR 14.20 6.67 58.76 26.94
MYR 0.42 7.07 4.79 87.89
MZN 4.13 6.97 4.13 7.88
USD 0.84 52.10 0.28 16.82

110 I Annual Report 2014-15


Particulars Currency As at 31st March 2015 As at 31st March 2014
Foreign Currency INR Crore Foreign Currency INR Crore
in Crore in Crore
Other Liabilities
BDT 0.38 0.31 - -
DZD 30.90 19.77 17.90 13.69
ETB 0.02 0.05 0.02 0.06
Euro 0.19 13.01 0.16 13.17
LKR 17.51 8.22 33.93 15.55
MYR 4.26 71.91 5.15 94.49
USD 0.83 51.67 0.90 53.27

The unhedged foreign currency exposures are naturally hedged.

37. Disclosure regarding Leases:


I. Assets taken on operating lease:
The Company’s leasing arrangements are in respect of operating leases of premises for residential use of employees,
offices, guesthouses and transit camps. Most of the leasing arrangements are cancellable and are usually renewable on
mutually agreed terms. The amounts of lease payments during the year are as under:
(a) Lease payments (net of recoveries) in respect of premises for residential use of employees - ` 5.78 crore (` 6.52 crore)
(included in salaries & wages note 25)
(b) Lease payments in respect of office premises, guesthouses and transit camps -`4.03 crore (`3.97 crore) (included in
operating & administrative expenses note 24.)
(c) Future minimum lease payments in respect of non- cancellable lease are as under:
(` in Crore)

Lease Rent Not later Later than 1 year and not Later than
than 1 year later than 5 years 5 years

Payable Nil (Nil) Nil (Nil ) Nil (Nil)

II. Assets given on operating lease:


(a) The Company has given certain commercial/residential premises on operating lease which are cancellable by giving
appropriate notices as per respective agreements.
(b) The Company has also provided Plant & Machinery (Locomotives) on wet lease basis to a foreign client.
(c) The amount of lease rent received during the year is as under:
1. Lease rent in respect of non residential premises - ` 7.02 crore (` 6.69 crore) (included in miscellaneous
income note 23.)
2. Lease rent in respect of locomotives ` 42.77 crore (` 41.49 crore) (included in loco lease note 22)
(d) Future minimum lease rental receivable as on 31.03.2015 in respect of non – cancellable operating lease for each of
the following period is as under:
(` in Crore)

Lease Rent Not later Later than 1 year and not Later than
than 1 year later than 5 years 5 years
Premises Nil Nil Nil
Locomotives 33.42 Nil Nil

Annual Report 2014-15 I 111


(e) Details of assets given on lease during the year:
(` in Crore)

Particulars As on 31st March 2015 As on 31st March 2014


Premises Locomotives Premises Locomotives
Gross Carrying amount of assets 6.96 35.66 6.96 35.66
Depreciation for the year 0.14 - 0.14 1.16
Impairment loss for the year - - - -
Accumulated Depreciation 1.22 33.87 1.08 33.87

38. Segment Reporting:


Primary Segment information (Geographic):
(` in Crore)
Particulars International Domestic Total
2014-15 2013-14 2014-15 2013-14 2014-15 2013-14
A. Turnover
Revenue from Operations 877.52 2137.49 2072.70 1929.33 2950.22 4066.82
Less:- Share of Income in Joint Ventures 47.07 1.30 41.55 7.51 88.62 8.81
Add:- Share of Profit in Joint Ventures 1.90 (1.06) 0.49 0.25 2.39 (0.81)
Other Income 35.30 11.07 222.45 238.30 257.75 249.37
Inter-segment - - - - -
Total Revenue 867.65 2146.20 2254.09 2160.37 3121.74 4306.57
B. Result
Profit before Provision, Depreciation, 455.69 1115.46 372.22 333.58 827.91 1449.04
Interest and Tax.
Less: Provision & write backs ( Net) (75.15) 134.43 48.71 5.59 (26.44) 140.02
Depreciation 5.53 25.21 4.53 8.43 10.06 33.64
Interest - - - 26.32 - 26.32
Profit before Tax 525.31 955.82 318.98 293.24 844.29 1249.06
Tax Expense 203.55 258.07 61.35 84.49 264.90 342.56
Profit after Tax 321.76 697.75 257.63 208.75 579.39 906.50
C. Other Information
Assets 1063.26 2214.19 5685.38 3943.37 6748.64 6157.56
Include Fixed Assets (Net Block) 63.54 69.04 99.94 100.71 163.48 169.75
Liabilities 741.49 1516.40 2653.64 1648.13 3395.13 3164.53
Capital Expenditure: Additions to 16.23 7.32 1.69 3.33 17.92 10.65
Fixed Assets

Secondary Segment information (Business):


(` in Crore)
Particulars Segment Income Segment Assets Additions to Fixed
Assets
2014-15 2013-14 2014-15 2013-14 2014-15 2013-14
Construction, etc. 2907.45 4024.80 6722.08 6129.94 17.90 8.57
Leasing operation 42.77 42.02 26.56 30.82 0.02 2.08
Total 2950.22 4066.82 6748.64 6160.76 17.92 10.65

112 I Annual Report 2014-15


39. Disclosure in respect of Joint-Ventures (JV)
(a) Unincorporated Joint-Ventures:
i) For projects in operation:

S. Name of the JV Partner(s) and Country of Participating Interest (in %) as on 31March


No. Origin 2015 2014
1. IRCON-SPSCPL Ircon, India 50.00 50.00
SPSCPL, India 50.00 50.00
2. IRCON-AFCONS Ircon, India 53.00 53.00
Afcons Infrastructure Ltd., 47.00 47.00
India

ii) For projects which have been completed:

S. Name of the JV Partner(s) and Country of Participating Interest (in %) as on 31March


No. Origin 2015 2014
1 RICON Ircon, India 49.00 49.00
RITES, India 51.00 51.00
2 RICON- CETA SARL RICON, India 49.00 49.00
CETA, Mozambique 51.00 51.00
3 Ircon-COBRA-ELIOP Ircon, India 61.22 61.22
COBRA, Spain 34.35 34.35
ELIOP, Spain 4.43 4.43
4 Ircon- Sree Bhawani Builders Ircon, India 24.21 24.21
Sree Bhawani Builders, India 75.79 75.79
5 Ircon-SMJ Project JV Ircon, India 55.00 55.00
Sumber Mitra Jaya, 45.00 45.00
Indonesia
6 International Metro Civil Dywidag, Germany 29.00 29.00
Contractor (IMCC) Larsen &Tubro Ltd., India 26.00 26.00
Samsung Corp., Korea 26.00 26.00
Shimizu Corp., Japan 9.50 9.50
Ircon, India 9.50 9.50
7 Metro Tunnelling Group (MTG) Dywidag, Germany 29.00 29.00
Larsen & Tubro Ltd., India 26.00 26.00
Samsung Corp., Korea 26.00 26.00
Shimizu Corp., Japan 9.50 9.50
Ircon, India 9.50 9.50
8 Ircon-GANNON Dunkerly Ircon, India 55.70 55.70
GANNON Dunkerly 44.30 44.30
9 Ircon-RCS-PFLEIDERER Ircon, India 65.08 65.08
Rayalseema Concrete 21.87 21.87
Sleepers Pvt. Ltd, India
Pfleiderer 13.05 13.05
Infrastrukturtecnik Gmbh &
Co, Germany

Annual Report 2014-15 I 113


(b) Joint-Venture Companies:

S. Name of JV Company Shareholders and Percentage of Ownership


No country of origin As at 31 March 2015 As at 31 March 2014
1 CCFB (Companhia Dos Caminhos De Ircon, India 25.00 25.00
Ferro Da Beira SARL) Mozambique RITES, India 26.00 26.00
CFM, Mozambique 49.00 49.00
2 Ircon-Soma Tollway Private Limited. Ircon, India 50.00 50.00
(ISTPL) Soma Enterprise 50.00 50.00
Limited, India
3 Chhattisgarh East Railway Limited Ircon,India 26.00 26.00
(CERL) SECL,India 64.00 64.00
CSIDC 10.00 10.00
4 Chhattisgarh East-West Railway Ircon,India 26.00 26.00
Limited (CEWRL) SECL,India 64.00 64.00
CSIDC 10.00 10.00

(c) Statement of Income, Expenditure, Profit, Assets & Liabilities of Jointly controlled entities:
(` in Crore)
S. Jointly Control Financial Particulars
No. Entities Year Income Expenditure Profit Fixed Assets Current\Non Liabilities
Current Assets

1 RICON 2014-15 0.38 0.13 0.25 - 10.67 1.01


2013-14 0.42 0.33 0.09 - 10.31 0.89
2 IMCC 2014-15 - 0.04 (0.04) - 4.21 0.93
2013-14 - 0.01 (0.01) - 4.61 1.41
3 MTG 2014-15 - (0.28) 0.28 - 5.06 0.15
2013-14 - (0.18) 0.18 - 8.15 2.64
4 IRCON-SPSCPL 2014-15 41.17 41.17 - 0.08 13.43 10.28
2013-14 7.09 7.09 - 0.03 6.57 6.67
5 IRCON-AFCONS 2014-15 47.07 45.17 1.90 7.69 48.44 54.81
2013-14 1.30 2.36 (1.06) 0.06 22.85 22.80
6 CCFB 2014-15 1.47 5.50 (4.03) 0.02 131.95 126.53
2013-14 0.60 4.58 (3.98) 0.02 124.56 114.39
7 ISTPL 2014-15 83.13 90.96 (7.83) 487.06 55.01 536.94
2013-14 81.58 101.02 (19.44) 531.13 65.74 584.00
8 CERL 2014-15 0.01 0.02 (0.01) 9.56 26.50 35.06
2013-14 - 0.04 (0.04) - 0.53 0.56
9 CEWRL 2014-15 0.01 0.02 (0.01) 0.57 0.68 0.24
2013-14 - 0.03 (0.03) - 0.01 0.03
Total 2014-15 173.24 182.73 (9.49) 504.98 295.95 765.95
2013-14 90.99 115.28 (24.29) 531.24 243.33 733.40

(d) Contingent Liabilities of the Jointly Controlled entities are disclosed in note 29 (f).

40. Related Party disclosures:


a) Enterprises where control exists:
(i) Subsidiary Companies: -
• Ircon Infrastructure & Services Limited. (IrconISL)
• Indian Railway Stations Development Corporation Limited. (IRSDC)
• Ircon PB Tollway Limited

114 I Annual Report 2014-15


(ii) Joint Ventures: -
• Unincorporated Joint Ventures – As per Note no. 39 (a) above
• Joint Venture Companies – As per Note no. 39 (b) above.
b) Key management personnel:
Directors: -S/Shri Mohan Tiwari, K K Garg, Deepak Sabhlok and Hitesh Khanna.
c) Disclosure of transactions with related parties:
(` in Crore)

Particulars Transactions during the year Particulars of Contracts/ Arrangements


2014-15 2013-14 Nature of Transaction
1. Remuneration to key
management personnel
(b above) & Sitting Fees As per Note No. 41
to other Independent
Directors
2. Purchase of Goods & Services (including CSR expenses)/Lease of Fixed Assets/Any other transaction
(please Specify)
Subsidiaries (Including)
IrconISL 0.46 1.55 CSR Activities
IrconISL 6.17 2.12 Hiring of Machinery
IrconISL 17.83 26.69 Man Power Supply
Total 24.46 30.36
3. Sale of Goods & Services/Interest Income/ Any other transaction (please Specify)
Subsidiaries (Including)
IrconISL 1.19 5.02 Work Receipts MFCs including consultancy
Joint Venture (Including)
CERL 27.67 - Consultancy & works receipts
CEWRL 53.64 - Consultancy receipts
Total 82.50 5.02
4. Equity Investments in Subsidiaries & JVs
Subsidiaries
IrconISL 25.00 -
IRSDC - 10.20
Ircon PB Tollway Ltd 90.00 -
Joint Venture
CERL 1.16 0.01
CEWRL 1.16 0.01
5. Loan To Subsidiaries & JVs
Subsidiaries
IrconISL
Loan Disbursed 6.50 27.84
Loan Repayment (23.15) (13.69)

Annual Report 2014-15 I 115


Particulars Transactions during the year Particulars of Contracts/ Arrangements
2014-15 2013-14 Nature of Transaction
Joint Venture
CCFB 7.12 -
CERL 30.00 -
IRCON-AFCONS JV 18.11 -
6. Reimbursement of deputation staff expenses, rent & other misc. expenses
Subsidiaries
IrconISL 3.60 1.66
IRSDC 0.99 0.70
JVs
ISTPL 1.98 -
Total 6.57 2.36
Disclosure of amount due to/from related parties
(` in Crore)
Particulars Amount
As on 31-3-2015 As on 31-3-2014
Amount Receivables
(1) Equity Investment in Subsidiaries & JV 247.14 129.82
Subsidiaries 175.40 60.40
IrconISL 65.00 40.00
IRSDC 20.40 20.40
Ircon PB Tollway Limited 90.00 -
Joint Venture 71.74 69.42
CCFB 5.53 5.53
ISTPL 63.87 63.87
CERL 1.17 0.01
CEWRL 1.17 0.01
(2) Loan outstanding to Subsidiaries & JV 175.55 136.97
Subsidiaries 31.50 48.15
IrconISL 31.50 48.15
Joint Venture 144.05 88.82
CCFB 95.94 88.82
CERL 30.00 -
Ircon-Afcons JV 18.11 -
(3) For Other Services, reimbursements etc.
Subsidiaries
IrconISL 3.23 3.76
IRSDC 0.27 0.30
Joint Venture
CCFB 0.78 4.67
ISTPL 7.25 7.63
CERL 4.43 -
CEWRL 0.41 -
Amount Payable
1) For Other Services
Subsidiaries
IrconISL 7.26 8.36

116 I Annual Report 2014-15


41. Details of remuneration to Directors:
(` in Crore)

Sr. Particulars 2014-15 2013-14


I Salary & allowances* 1.78 1.06
II Contribution to provident fund 0.10 0.09
III Reimbursement of medical expenses 0.03 0.03
IV Sitting fee 0.02 0.03
V Other benefits 0.27 0.26
Total 2.20 1.47
* Figures of 2014-2015 include PRP (2012-2013) of ` 0.64 crore paid during the year, whereas no PRP paid during the year 2013-2014
Recovery as applicable has been made from Directors who have been provided with Company accommodation and car.

42. During the year, Company has carried out assessment on impairment of individual assets by working out the
recoverable amount based on lower of the net realisable value and carrying cost in terms of AS 28 “Impairment of
Assets” notified by the Companies (Accounting standards) Rules, 2006. Accordingly, impairment loss of ` 0.87crore
(Nil) has been provided for.
43. The lease agreement for Locomotives given on hire to a foreign client has been renewed up to 31.12.2015. The
renewal of agreement, however, remains always uncertain. In the event of such non-renewal, the left-over spares
meant for maintenance of the locomotives will become redundant and fetch insignificant value as it may be too
expensive to ship them back to India. The cost of such spares is expensed off in the year of purchase/receipt following
a conservative accounting policy.

44. Disclosure under AS-15 on Employee benefits


Provident Fund
The Company pays fixed contribution of Provident Fund at a pre-determined rate to a separate trust, which invests the
funds in permitted securities. The trust is required to pay a minimum rate of interest on contribution to the members
of the trust. The amount available in the fund including the returns on investment is greater than the obligation of the
company. During the year, the Company has contributed ` 9.91 crore (` 9.24 crore) to the trust.

Gratuity
The liability towards gratuity as per rules of the Company is recognised on the basis of actuarial valuation.

Post-Retirement Medical Facility (PRMF)


The Company had established an irrevocable trust by initial one-time contribution of ` 12 crore during the year
2000-01 for providing annuity, medical and other benefits to the spouse of employees who die in harness as also the
medical benefits to the employees (and spouse) who superannuate from the Company. IRCON Medical Trust has a
combined fund of ` 50.05 crore (` 31.83 crore) as on 31.03.2015. This being a voluntary welfare measure, the Company
is not liable for providing such benefits to its employees. However, Company has also kept provision of ` 7.33 crore
(` 17.50 crore).

Leave Encashment
The liability towards encashment of leave as per rules of the Company is recognised on the basis of actuarial valuation
except for employees posted in foreign projects. Since, the foreign assignments are treated as dies - non, liability for
those employees is provided in the books on accrual basis as the amount is payable to employee on repatriation.

Other Retirement Benefits


Other retirement benefits include settlement at home-town or to the place where he or his family intends to settle in
India including Baggage Allowance. The liability on this account is recognized on the basis of actuarial valuation.

Annual Report 2014-15 I 117


The summarised position of various employee benefits recognised in the statement of profit and loss and balance sheet
as on 31.03.2015 is as under
i) Changes in the present value of obligations
(` in Crore)
Gratuity Leave LTC Other Retirement
Encashment * Benefits
Present Value of Obligation as at 61.85 76.95 0.14 1.29
beginning of the period (53.87) (61.34) (0.08) (1.41)
Interest Cost 4.95 6.16 0.01 0.10
(4.04) (4.60) (0.01) (0.11)
Current Service Cost 3.37 4.63 - 0.06
(3.16) (4.72) (-) (0.06)
Past Service Cost - (-) - (-) - (-) - (-)
Benefit Paid (3.70) (8.78) (0.01) (0.03)
((2.35)) ((7.16)) ((0.02)) (-)
Actuarial (gain)/loss on obligation (0.15) 0.95 (0.02) (0.14)
(3.12) (13.45) (0.07) ((0.28))
Present Value of Obligation as at the end 66.31 79.90 0.13 1.28
of the period (61.85) (76.95) (0.14) (1.29)
* Except employees posted on Foreign Projects

ii) Changes in the fair value of plan assets


(` in Crore)
Gratuity Leave LTC Other Retirement
Encashment * Benefits
Fair Value of plan assets as at beginning of - - - -
the period (-) (-) (-) (-)
Expected return on Plan Assets - - - -
(-) (-) (-) (-)
Contributions - - - -
(-) (-) (-) (-)
Benefit Paid - - - -
(-) (-) (-) (-)
Actuarial (gain)/loss on Plan Assets - - - -
(-) (-) (-) (-)
Fair Value of Plan Assets as at the end of - - - -
the period (-) (-) (-) (-)
* Except employees posted on Foreign Projects

iii) Amount recognised in balance sheet (` in Crore)


Gratuity Leave LTC Other Retirement
Encashment * Benefits
Present Value of Obligation as at the end 66.31 79.90 0.13 1.28
of the period (61.85) (76.95) (0.14) (1.29)
Fair Value of Plan Assets as at the end of - - - -
the period (-) (-) (-) (-)
Funded Status (66.31) (79.90) (0.13) (1.28)
((61.85)) ((76.95)) ((0.14)) ((1.29))
Excess of actual over estimated - (-) - (-) - (-) - (-)
Net liability recognised in the (66.31) (79.90) (0.13) (1.28)
balance sheet ((61.85)) ((76.95)) ((0.14)) ((1.29))
* Except employees posted on Foreign Projects

118 I Annual Report 2014-15


iv) Expenses recognised in statement of profit & loss
(` in Crore)

Gratuity Leave LTC Other Retirement


Encashment * Benefits
Current Service Cost 3.37 4.6 - 0.06
(3.16) (4.72) (-) (0.06)
Past Service Cost - - - -
(-) (-) (0.01) (-)
Interest Cost 4.95 6.16 0.01 0.10
(4.04) (4.60) (-) (0.11)
Expected return on plan assets - - - -
(-) (-) (-) (-)
Net actuarial (gain)/ loss recognised in the (0.15) 0.94 (0.02) (0.14)
year (3.12) (13.45) (0.07) ((0.28))
Expenses recognised in the statement of 8.16 11.73 - 0.02
profit & loss (10.33) (22.77) (0.08) ((0.12))
* Except employees posted on Foreign Projects

The Company expects to contribute ` 8.76 crore for gratuity, ` 11.27 crore for leave encashment, ` 0.02 crore for LTC and
` 0.20 crore for other retirement benefits in the next year.
v) Actuarial Assumptions
a. Method used Projected Unit Credit Method
b. Discount rate 8.00 %
c. Rate of increase in compensation levels 8.00 %
d. Average outstanding service of employees up to retirement 13.53 years
e. Estimated term of benefit obligations 13.53 years
vi) Amounts for the current and previous 4 periods are as follows;
a. Gratuity:
(` in Crore)
31 Mar 2015 31 Mar 2014 31 Mar 2013 31 Mar 2012 31 Mar 2011
Defined benefit obligation 66.31 61.85 53.87 49.63 44.61
Plan assets - - - - 4.07
Surplus/(deficit) (66.31) (61.85) (53.87) (49.63) (40.54)
Experience adjustments on plan liabilities 0.15 (3.12) (1.13) (1.01) (3.61)
Experience adjustments on plan assets - - - - (0.26)
b. Leave Encashment (Except employees posted on Foreign Projects):
(` in Crore)
31 Mar 2015 31 Mar 2014 31 Mar 2013 31 Mar 2012 31 Mar 2011
Defined benefit obligation 79.90 76.95 61.34 55.61 54.02
Plan assets - - - - -
Surplus/(deficit) (79.90) (76.95) (61.34) (55.61) (54.02)
Experience adjustments on plan liabilities (0.95) (13.46) (0.04) 5.18 (11.52)
Experience adjustments on plan assets - - - - -
c. LTC:
31 Mar 2015 31 Mar 2014 31 Mar 2013 31 Mar 2012 31 Mar 2011
Defined benefit obligation 0.13 0.14 0.08 - -
Plan assets - - - - -
Surplus/(deficit) (0.13) (0.14) (0.08) - -
Experience adjustments on plan liabilities 0.02 (0.07) - - -
Experience adjustments on plan assets - - - - -

Annual Report 2014-15 I 119


d. Other Retirement Benefits:
(` in Crore)

31 Mar 2015 31 Mar 2014 31 Mar 2013 31 Mar 2012 31 Mar 2011
Defined benefit obligation 1.27 1.29 1.41 1.57 1.45
Plan assets - - - - -
Surplus/(deficit) (1.27) (1.29) (1.41) (1.57) (1.45)
Experience adjustments on plan liabilities 0.14 0.28 0.35 0.06 0.02
Experience adjustments on plan assets - - - - -

45. Disclosure under AS-7 on Construction Contracts for contracts in progress*


(` in Crore)
Details Up to 31 March Up to 31 March
2015 2014
(a) Contract revenue recognized as revenue in the period 2883.55 4036.29
(b) Aggregate amount of costs incurred and recognized profits 20667.13 18309.48
(less recognized losses)
(c) Amount of advances received from client 847.83 314.77
(d) Amount of retentions (by client) 100.56 106.32
(e) Gross amount due from clients for contract work 434.12 619.42
* excluding projects completed up to 31.03.2015

46. The Company has not received any information from any of its suppliers of their being covered under the Micro, Small
and Medium Enterprises Development Act, 2006 (MSMED Act). Based on this information, there are no amounts
due to Micro, Small and Medium Enterprises as at 31 March 2015.
47. (i) Gross amount required to be spent by the Company during the year is ` 4.93 crore (` 7.30 crore).
(ii) During the year, company has spent ` 6.72 crore (` 8.49 crore) as against required amount of ` 4.93 crore
(` 7.30 crore) on Corporate Social Responsibility (CSR) activities. Break up of expenditure incurred is as follows;
(` in Crore)
Sr. Description 2014-15 2013-14
No.
1. Eradicating hunger, poverty & malnutrition, promoting preventive healthcare & 3.08 3.10
sanitation & making available safe drinking water
2. Promoting Education 0.76 1.16
3. Promoting gender inequality & empowering women 0.02 0.42
4. Ensuring environmental sustainability 1.04 1.07
5. Protection of national heritage, art & culture 0.52 0.10
6. Contribution to Prime Minister Relief Funds or any other fund set up by the 0.50 1.25
Central Govt. for socio-economic development & relief.
7. Rural Development Projects 0.80 1.39
Total 6.72 8.49

(iii) Amount spent during the year


(` in Crore)
Sr. Description In Cash Yet to be Total
No. paid in cash
1. Construction/acquisition of asset - - -
2. Other purposes 6.66 0.06* 6.72
*paid in April’2015

120 I Annual Report 2014-15


Out of the total expenditure incurred on CSR, an amount of ` 0.46 crore (` 1.55 crore) incurred through IrconISL, wholly
owned subsidiary of the company.
48. Basic earnings per share are computed by dividing net profit after tax ` 579.68 crore (` 906.50 crore) by (1,97,96,000)
fully paid equity shares of ` 10 each. Diluted earnings per share are not applicable, as there is no dilution involved.
49. Previous year’s figures have been regrouped, rearranged and recast wherever necessary to make it comparable to
the current year’s classification. Also, previous year figures are shown under bracket () to differentiate from current
year figures.

As per our Report of even date attached For and on behalf of the Board of Directors

For Vinod Kumar & Associates For T.R.Chadha & Co. K.K.Garg Mohan Tiwari
Chartered Accountants Chartered Accountants Director Finance Chairman & Managing Director
FRN 002304N FRN 006711N DIN 01495050 DIN 00191363

Mukesh Dadhich Neena Goel Sumita Sharma


Partner Partner Company Secretary
M. No. 511741 M. No. 057986

Place : New Delhi Place : New Delhi


Date : 13th October 2015 Date : 28th July 2015

Annual Report 2014-15 I 121


COMMENTS OF THE COMPTROLLER AND AUDITOR GENERAL OF INDIA UNDER SECTION 143(6)
(b) OF THE COMPANIES ACT, 2013 ON THE STANDALONE FINANCIAL STATEMENTS OF IRCON
INTERNATIONAL LIMITED, NEW DELHI FOR THE YEAR ENDED 31ST MARCH, 2015.

The preparation of financial statements of IRCON INTERNATIONAL LIMITED, NEW DELHI for the year ended 31 March
2015 in accordance with the financial reporting framework prescribed under the Companies Act, 2013 is the responsibility
of the management of the company. The statutory auditors appointed by the Comptroller and Auditor General of India
under section 139(5) of the Act are responsible for expressing opinion on the financial statements under section 143 of
the Act based on independent audit in accordance with standards on auditing prescribed under section 143(10) of the
Act. This is stated to have been done by them vide their Audit Report dated 13.10.2015.
I, on behalf of the Comptroller and Auditor General of India, have conducted a supplementary audit under section
143(6)(a) of the Act of the financial statements of IRCON INTERNATIONAL LIMITED, NEW DELHI for the year ended
31 March 2015. This supplementary audit has been carried out independently without access to the working papers
of the statutory auditors and is limited primarily to inquiries of the statutory auditors and company personnel and a
selective examination of some of the accounting records. Based on my supplementary audit, I would like to highlight the
following significant matters under section 143(6)(b) of the Act which have come to my attention and which in my view
are necessary for enabling a better understanding of the financial statements and the related audit report.

Comments of C&AG Management Reply


Comments on Disclosure
Notes forming part of financial statements
i The company had submitted claims of ` 359.50 crore to Claim was approved by the consultant of the client
Ministry of Transport (MoT), Government of Malaysia on 13.01.2015. However, payment has not been
against the extension of time relating to Seremban received even till date. In view of uncertainty in
Gemas Electrified double track project, against which realisation, this remained a contingent asset, hence
` 58.48 crore has been accepted by MoT during the year not accounted for/disclosed. However, comments
2014-15. However the company has not recognized are noted for future.
this revenue in the financial statements following the
conservative principle of accounting. The fact of non
recognition of this revenue should have been disclosed
in the ‘Notes forming part of financial statements’ for the
year 2014-15. Thus the notes forming part of financial
statements are deficient to this extent.
ii Out of the above claims of ` 58.48 crore admitted by MoT, Since the claim from the client has not been
claims amounting to ` 8.60 crore are payable to the sub- recognised/disclosed as stated in reply to comment
contractors. However, the company has neither made (i) above, corresponding claims of sub-contractors
any provision for the claims payable to sub-contractors have also not been recognised based on matching
nor disclosed the fact of non provisioning of the claims in principle of accounting (but included in contingent
the ‘Notes forming part of financial statement’. liability). However, comments are noted for future.

For and on behalf of the Comptroller & For and on behalf of the Board of Directors
Auditor General of India

Dinesh Bhargav K.K.Garg Mohan Tiwari


Principal Director of Audit Director Finance Chairman & Managing Director
(Railway Commercial) Din 01495050 Din 00191363

Place : New Delhi Place : New Delhi


Date : 23rd November 2015 Date : 24th November 2015

122 I Annual Report 2014-15


FORM AOC-1
Statement containing salient features of the financial statement of Subsidiaries / Joint Ventures as on 31.03.2015
(Pursuant to first proviso to sub-section (3) of section 129 read with rule 5 of Companies (Accounts) Rules, 2014)

PART - “A” : Subsidiaries


(` in Crore)

S. Name of the Reporting Reporting Share Reserves & Total Total Invest- Turnover/ Profit Provision Profit Proposed % of
No. subsidiary period currency and capital Surplus Assets Liabilities ments Total before for taxation after Dividend shareholding

124 I Annual Report 2014-15


for the Exchange rate Income taxation taxation
subsidiary
1 2 3 4 5 6 7 8 9 10 11 12 13 14 15
1 Ircon Infrastructure 01.04.2014 INR 40.00 23.11 169.43 106.32 * Nil 41.51 20.29 9.36 10.93 Nil 100.00%
& Services Limited to
31.03.2015
2 Indian Railway 01.04.2014 INR 40.00 3.43 45.31 1.88 Nil 2.93 2.93 0.95 1.98 Nil 51.00%
Stations to
Development 31.03.2015
Corporation Limited
3 Ircon PB Tollway 01.04.2014 INR 5.00 (1.08) 88.92 85.00 * Nil 0.11 (1.48) (0.39) (1.09) Nil 100.00%
Limited to
31.03.2015

* including share application money, pending allotment of shares. Shares allotted in fnancial year 2015-16
PART - “B” : Joint Ventures
(` in Crore)
S. Latest Shares of Joint Ventures held by the Description Reason Net worth Profit/ Considered in Not
No. audited company on the year end of how there for non attributable to (Loss) for Consolidation Considered in
Balance Nos Amount of Extend of is significant consolid- shareholding the year (IRCON Consolidation
Name of Joint Ventures Sheet Date influence ation as per latest Share) (Other’s
Investment Holding %
in Joint audited Share)
Venture Balance Sheet

1 2 3 4 5 6 7 8 9 10 11 12
Joint Venture Companies
1 Companhia Dos Caminhos De Ferro 31.12.2014 1,250,000 5.53 25.00% Shareholding NA 4.81 (15.20) (3.80) (11.40)
Da Beira (SARL) Mozambique
2 Ircon - Soma Tollway Private 31.03.2015 63,870,000 63.87 50.00% Shareholding NA 5.13 (15.67) (7.83) (7.84)
Limited
3 Chhattisgarh East Railway Limited 31.03.2015 1,170,000 1.17 26.00% Shareholding NA 1.01 (0.04) (0.01) (0.03)
4 Chhattisgarh East - West Railway 31.03.2015 1,170,000 1.17 26.00% Shareholding NA 1.01 (0.04) (0.01) (0.03)
Limited
Unincorporated Joint
Ventures
1 IRCON - SPSCPL 31.03.2015 50.00% Control NA - 6.47 3.24 3.24
2 IRCON - AFCON 31.03.2015 53.00% Control NA 1.32 3.80 1.91 1.89
3 RICON 31.03.2015 49.00% Control NA 9.67 0.51 0.25 0.26
4 International Metro Civil Contractor 31.03.2015 9.50% Control NA 3.52 (0.40) (0.04) (0.36)
(IMCC)
5 Metro Tunelling Group (MTG) 31.03.2015 9.50% Control NA 5.42 2.64 0.28 2.36

For and on behalf of the Board of Directors

For Vinod Kumar & Associates For T.R.Chadha & Co. K.K.Garg Mohan Tiwari
Chartered Accountants Chartered Accountants Director Finance Chairman & Managing Director
FRN 002304N FRN 006711N DIN 01495050 DIN 00191363

Sumita Sharma
Mukesh Dadhich Neena Goel Company Secretary
Partner Partner
M. No. 511741 M. No. 057986

Place : New Delhi Place : New Delhi

Annual Report 2014-15 I 125


Date : 13th October 2015 Date : 14th August 2015
Vinod Kumar & Associates T. R. Chadha & Co.
Chartered Accountants Chartered Accountants
909, Chiranjiv Tower, B-30, Connaught Place
43, Nehru Place, Kuthiala Building,
New Delhi-110019 New Delhi-110001

INDEPENDENT AUDITOR’S REPORT


TO THE MEMBERS OF IRCON INTERNATIONAL LIMITED

1. Report on the Consolidated Financial Statements


We have audited the accompanying consolidated financial statements of IRCON INTERNATIONAL LIMITED (“the
Holding Company”) and its subsidiaries (the Holding Company and its subsidiaries together referred to as “the
Group”), and its jointly controlled entities, comprising of the Consolidated Balance Sheet as at 31st March, 2015,
the Consolidated Statement of Profit and Loss, the Consolidated Cash Flow Statement for the year then ended, and
a summary of the significant accounting policies and other explanatory information (hereinafter referred to as “the
consolidated financial statements”).

2. Management’s Responsibility for the Consolidated Financial Statements


The Holding Company’s Board of Directors is responsible for the preparation of these consolidated financial
statements in terms of the requirements of the Companies Act, 2013 (“the Act”) that give a true and fair view of
the consolidated financial position, consolidated financial performance and consolidated cash flows of the Group
including its jointly controlled entities in accordance with the accounting principles generally accepted in India,
including the Accounting Standards specified under Section 133 of the Act, read with Rule 7 of the Companies
(Accounts) Rules, 2014. The respective Board of Directors of the companies included in the Group are responsible
for maintenance of adequate accounting records in accordance with the provisions of the Act for safeguarding the
assets of the Group and for preventing and detecting frauds and other irregularities; the selection and application
of appropriate accounting policies; making judgements and estimates that are reasonable and prudent; and the
design, implementation and maintenance of adequate internal financial controls, that were operating effectively for
ensuring the accuracy and completeness of the accounting records, relevant to the preparation and presentation
of the financial statements that give a true and fair view and are free from material misstatement, whether due to
fraud or error, which have been used for the purpose of preparation of the consolidated financial statements by the
directors of the Holding Company, as aforesaid.

3. Auditors’ Responsibility
Our responsibility is to express an opinion on these consolidated financial statements based on our audit.
While conducting the audit, we have taken into account the provisions of the Act, the accounting and auditing
standards and matters which are required to be included in the audit report under the provisions of the Act and the
Rules made thereunder.
We conducted our audit in accordance with the Standards on Auditing specified under Section 143(10) of the
Act. Those Standards require that we comply with ethical requirements and plan and perform the audit to obtain
reasonable assurance about whether the consolidated financial statements are free from material misstatement.
An audit involves performing procedures to obtain audit evidence about the amounts and the disclosures in the
consolidated financial statements. The procedures selected depend on the auditor’s judgment, including the
assessment of the risks of material misstatement of the consolidated financial statements, whether due to fraud
or error. In making those risk assessments, the auditor considers internal financial control relevant to the Holding
Company’s preparation of the consolidated financial statements that give a true and fair view in order to design
audit procedures that are appropriate in the circumstances but not for the purpose of expressing an opinion on
whether the Holding Company has an adequate internal financial controls system over financial reporting in place

126 I Annual Report 2014-15


and the operating effectiveness of such controls. An audit also includes evaluating the appropriateness of the
accounting policies used and the reasonableness of the accounting estimates made by the Holding Company’s Board
of Directors, as well as evaluating the overall presentation of the consolidated financial statements.
We believe that the audit evidence obtained by us and the audit evidence obtained by the other auditors in terms of
their reports referred to in the ‘Other Matters’ paragraph below, is sufficient and appropriate to provide a basis for
our qualified audit opinion on the consolidated financial statements.

4. Basis for Qualified Opinion


a. The Holding Company has been carrying balances at exchange rate prevalent on 31st March, 2011, of
shareholder’s loan and interest accrued thereon, due from Joint Venture Company, Companhia Dos Caminhos De
Ferro Da Beira SARL (CCFB), and not translating at rates prevalent on 31st March, 2015 is not in conformity with
Accounting Standard - 11. As a result, Long term loan and advances is lower by ` 19.31 crore and Profit before
tax is lower by ` 19.31 crore (current year ` 4.20 crore and earlier years ` 15.11 crore). (Refer Note No. 36). This
matter was also qualified in the report of the auditors on the financial statements for the year ended 31st March,
2014.
Had the effect of the above been given, the Long term loan and advances and Profit Before Tax would be higher
by ` 19.31 crore.
b. An amount of ` 12.74 Crore, in the nature of commission has been debited to the consolidated statement of
profit and loss for the year ended 31st March, 2015 (previous year ` 37.91 Crore), as included in “Operating and
administrative expenses” in Note No. 25 as “Design, Drawing, Business Development, Agency and Consultancy
Charges” in respect of projects in two countries. The total amount so far debited to the statement of profit and
loss, in this regard, since inception of these projects, has been ` 422.43 Crore. The said amount is paid/ to be paid
towards commission to the Foreign Agents appointed by the Holding Company, to secure orders and provide
other services for foreign projects, being implemented in these countries for the respective Government/
Government Agencies.
The foreign commission agents are registered in Singapore (for Project in one country) and Hong Kong (for
Project in another country). The Holding Company did not obtain any financial statements, tax returns, profile
of the agent, details of their experience, standing and track record at the time of appointment of the foreign
agents. The appointment of and payments to foreign agents was not approved by the Audit Committee or by
the Board of directors of the Holding Company. We are not satisfied regarding the process followed for selection
and appointment of the commission agents, documents in respect of their real identity, standing, expertise and
experience of the agents.
No evidence or document has been provided to us in respect of legal compliances in respect of these payments.
We are also not satisfied about the genuineness of services received by the Holding Company from foreign
agents, in the absence of any satisfactory evidence or communication in respect of actual services rendered
Emphasis was also drawn by auditors in this matter in the Audit Report in respect of financial statements for the
year ended 31st March, 2014.

5. Qualified Opinion
In our opinion and to the best of our information and according to the explanations given to us, except for the effects
of the matter described in the Basis for Qualified Opinion paragraph above, the aforesaid consolidated financial
statements give the information required by the Act in the manner so required and give a true and fair view in
conformity with the accounting principles generally accepted in India, of the consolidated state of affairs of the
Group, and its jointly controlled entities as at 31st March, 2015, and their consolidated profit and their consolidated
cash flows for the year ended on that date.

6. Emphasis of Matters
(a) We draw attention to Note No. 33 to the consolidated financial statements regarding admissibility of certain
expenditures amounting to ` 1099.25 crore in executing a Broad Gauge Rail Link Project called “Udhampur-

Annual Report 2014-15 I 127


Srinagar-Baramulla Rail Link Project” (USBRL) in the state of Jammu & Kashmir by the Client, Northern Railways.
The Holding Company has suitably replied to the matter and does not expect any liability on this account.
(b) We draw attention to Note No. 35 to the consolidated financial statements regarding Income Tax provision made
in the consolidated financial statements for disallowance of deduction claimed under section – 80IA of Income
Tax Act, 1961 and taxability of income earned by its permanent establishments in foreign countries in India. Both
the matters are contested by the Holding Company with the concerned Authorities.
Our opinion is not qualified in respect of these matters.

7. Other Matters
(a) We did not audit the financial statements of 3 subsidiaries and 8 jointly controlled entities, whose financial
statements reflect total assets of ` 1,063.54 crore as at 31st March, 2015, total revenues of ` 176.80 crore and
net cash flows amounting to ` 103.59 crore for the year ended on that date, as considered in the consolidated
financial statements. These financial statements have been audited by other auditors whose reports have been
furnished to us by the Management and our opinion on the consolidated financial statements, in so far as it
relates to the amounts and disclosures included in respect of these subsidiaries, jointly controlled entities and
associates, and our report in terms of sub-sections (3) and (11) of Section 143 of the Act, in so far as it relates to
the aforesaid subsidiaries, jointly controlled entities and associates, is based solely on the reports of the other
auditors.
(b) We did not audit the financial statements/ financial information of one jointly controlled entity, whose financial
statements/ financial information reflect total assets of ` 13.26 crore as at 31st March, 2015, total revenues
of ` 41.17 crore and net cash flows amounting to ` (0.43) crore for the year ended on that date, as considered
in the consolidated financial statements. These financial statements/ financial information are unaudited and
have been furnished to us by the Management and our opinion on the consolidated financial statements, in
so far as it relates to the amounts and disclosures included in respect of this jointly controlled entity, and our
report in terms of sub-sections (3) and (11) of Section 143 of the Act, in so far as it relates to the aforesaid jointly
controlled entity, is based solely on such unaudited financial statements/ financial information. In our opinion
and according to the information and explanations given to us by the Management, these financial statements/
financial information are not material to the Group.
Our opinion on the consolidated financial statements, and our report on Other Legal and Regulatory Requirements
below, is not qualified in respect of the above matters with respect to our reliance on the work done and the
reports of the other auditors and the financial statements/ financial information certified by the Management.

8. Report on Other Legal and Regulatory Requirements


I. As required by the Companies (Auditor’s Report) Order, 2015 (“the Order”), issued by the Central Government
of India in terms of sub-section (11) of Section 143 of the Act, based on the comments in the auditors’ reports
of the Holding company, subsidiary companies and jointly controlled companies incorporated in India, we give in
the Annexure, a statement on the matters specified in paragraphs 3 and 4 of the Order, to the extent applicable.
II. As required by Section 143(3) of the Act, we report that:
a) We have sought and obtained all the information and explanations which to the best of our knowledge and
belief were necessary for the purpose of audit of the aforesaid consolidated financial statements.
b) In our opinion, except for the effect of the matters described in the clause 4(a) of Basis for Qualified Opinion
paragraph above, proper books of account as required by law relating to preparation of the aforesaid
consolidated financial statements have been kept so far as it appears from our examination of those books
and the reports of the other auditors.
c) The reports on the accounts of the branch offices of the Holding Company, and its subsidiaries and
jointly controlled companies incorporated in India, audited under Section 143(8) of the Act by branch
auditors have been sent to us/ the other auditors, as applicable, and have been properly dealt with in
preparing this report.

128 I Annual Report 2014-15


d) The Consolidated Balance Sheet, the Consolidated Statement of Profit & Loss, and the Consolidated Cash
Flow Statement dealt with by this report are in agreement with the books of account maintained for the
purpose of preparation of the consolidated financial statements.
e) Except for the effects of the matter described in the clause 4(a) of ‘Basis for Qualified Opinion’ paragraph
above, in our opinion, the aforesaid consolidated financial statements comply with the Accounting Standards
specified under Section 133 of the Act, read with Rule 7 of the Companies (Accounts) Rules, 2014.
f) The matter described in clause 4(b) of Basis for Qualified opinion paragraph above, in our opinion, may have
an adverse effect on the functioning of the Holding Company.
g) Being a Government Company, pursuant to the notification no. G.S.R. 463(E) dated 5th June, 2015 issued by
the Central Government of India, provisions of Section 164(2) of the Act are not applicable on the Holding
Company.
h) The qualification relating to the maintenance of accounts and other matters connected therewith are as
stated in clause 4(a) of the ‘Basis for Qualified Opinion’ paragraph above.
i) With respect to the other matters to be included in the Auditor’s Report in accordance with Rule 11 of the
Companies (Audit and Auditors) Rules, 2014, in our opinion and to the best of our information and according
to the explanation given to us:
a) The consolidated financial statements disclose the impact of pending litigations on the consolidated
financial position of the Group and its jointly controlled entities - Refer Note No. 31, 35 and 36 to the
consolidated financial statements.
b) Provision has been made in the consolidated financial statements, as required under the applicable
law or accounting standards, for material foreseeable losses, if any, on long-term contracts - Refer
‘Foreseeable Losses’ in Note No. 28(B) to the consolidated financial statements in respect of such items
as it relates to the Group. The Group and its jointly controlled entities did not have any derivative
contracts for which there were any material foreseeable losses.
c) There were no amounts which were required to be transferred to the Investor Education and Protection
Fund by the Holding Company and its subsidiary company and jointly controlled companies incorporated
in India.

For Vinod Kumar & Associates For T. R. Chadha & Co.


Chartered Accountants Chartered Accountants
FRN 002304N FRN 006711N

Mukesh Dadhich Neena Goel


Partner Partner
Membership No. 511741 Membership No. 057986

Place: New Delhi


Date: 13th October 2015

Annual Report 2014-15 I 129


ANNEXURE TO THE AUDITORS’ REPORT
(Referred to in paragraph – 8(I) thereof)

Our reporting on the Order includes Holding company, subsidiary companies and joint venture companies incorporated
in India (collectively hereinafter referred to as the “Group entities”) on which the auditors have reported on in accordance
with the Order (to the extent applicable). Our report in respect of these subsidiaries and joint ventures is based solely on
the reports of their auditors. We report that:
i. a. The Group entities have maintained proper records showing full particulars including quantitative details and
situation of fixed assets.
b. The fixed assets were physically verified by the management during the year. There is a regular programme of
verification, which in our opinion, is reasonable having regard to the size of the Group entities and nature of
their business. No material discrepancies were noticed on such verification.
ii. a. The inventory has been physically verified by the management at reasonable intervals during the year. In our
opinion, the frequency of verification is reasonable.
b. In our opinion and according to the information and explanation given to us, the procedures of physical
verification of inventory followed by the management are reasonable and adequate in relation to the size of
the Group entities and nature of their business.
c. On the basis of our examination of records of inventory, we are of the opinion that the Group entities are
maintaining proper records of inventory. The discrepancies noticed on comparison of physical verification
results with the book records are not material and have been properly dealt with in the books of account.
iii. According to the information and explanation given to us by the management and records produced, the Group
entities have not granted any loans, secured or unsecured to companies, firms or other parties covered in the
register maintained under section 189 of the Companies Act, 2013. Thus, the requirements under para 3(iii) (a) & (b)
of the Order are not applicable to the Group entities.
iv. In our opinion and according to the information and explanations given to us, there is adequate internal control
system commensurate with the size of the Group entities and the nature of their business, for purchase of inventory
and fixed assets and for the sale of goods and services except as described in paragraph no. – 4(b) of Basis of
Qualified Opinion in the main report. During the course of our audit of Holding Company, we have not observed any
continuing failure to correct major weakness in the internal control system. In our opinion, the internal audit system
needs to be strengthened to make it commensurate with its size and nature of the business.
v. According to the information and explanations given to us, and as per our examination of records, the Group entities
have not accepted any deposits from public and therefore, the directives issued by the Reserve Bank of India and the
provisions of Section 73 to 76 or any other relevant provision of the Companies Act, 2013, and rules framed there
under, are not applicable.
vi. The Holding Company has maintained cost records as required under section 148(1) of the Companies Act, 2013.
However, we are neither required to carry out, nor have carried out any detailed examination of such accounts and
records. The statutory auditors of the respective other Group entities have reported that the Central Government
has not prescribed the maintenance of cost records under section 148(1) of the Act.
vii. a. The Group entities are generally regular in depositing undisputed statutory dues including provident fund,
Income tax, sales tax, wealth-tax, service-tax, custom duty, excise duty, value added tax, cess and any other
statutory dues applicable with the appropriate authorities. As explained to us, the Group entities did not
have any dues on account of employees’ state insurance and duty of excise. According to the information and
explanation given to us, there are no undisputed statutory dues which were outstanding as on 31.03.2015 for
a period of more than six months from the date the same become payable.
b. According to information and explanation given to us, and as per our examination of records of the Holding
Company, following are the particulars of dues on account of sales tax, entry tax, trade tax, Income tax, custom
duty, royalty, wealth tax, provident fund, excise duty and cess matters that have not been deposited on account
of dispute as on 31.3.2015. The statutory auditors of the respective other Group entities have reported that
there are no aforesaid dues that have not been deposited on account of dispute as on 31.3.2015.

130 I Annual Report 2014-15


Name of the statute Nature of disputed Amount Period to which Forum where dispute
Dues outstanding the amount is pending
(` in Crore) relates
Customs Act, 1962 Custom Duty levied for 5.81 1989-90 Dy. Commissioner
work executed in IA- (Custom), Mumbai
Hanger, Bombay.
Income Tax Act, 1961 Disallowance of 11.89* 2008-09 Commissioner of Income
expenses Tax (Appeals), New Delhi
Income Tax Act, 1961 Penalty against 32.97* 2010-11 Commissioner of Income
disallowance of Tax (Appeals), New Delhi
expenses
Income Tax Act, 1961 Disallowance of 43.50* 2011-12 Commissioner of Income
deduction u/s 80- Tax (Appeals), New Delhi
IA, taxing of Foreign
income and other
disallowances
Maharashtra Value Disallowance of 1.99 1995-96 Bombay High Court
Added Tax Act, 2002 expenses
Maharashtra Value Added Disallowance of 1.53 1996-97 Bombay High Court
Tax Act, 2002 expenses
Gujarat Value Added Tax Entry Tax on 2.65 2003-04 Dy. Commissioner Sales
Act, 2003. construction Tax Authority, Vadodara
equipment
Gujarat Value Added Entry Tax on 0.80 2004-05 Dy. Commissioner Sales
Tax Act, 2003. construction Tax Authority, Vadodara
equipment
Gujarat Value Added Sales Tax 2005-06, 1.90 2005-06 Dy. Commissioner Sales
Tax Act, 2003. Godhra Tax Authority, Vadodara
Goa Value Added Disallowance of Input 0.05 2010-11 Asst Commercial Tax
Tax Act, 2005 Tax Credit and issues Officer, Margao
regarding valuation of
taxable amount.
Uttar Pradesh VAT Sales tax-AGRP 0.56 2007-08 Commissioner, Trade
Act, 2008 Tax, Ghaziabad
Uttar Pradesh VAT Act, 2008 Sales tax-AGRP 0.13 2007-08 Commissioner, Trade
Tax, Ghaziabad
Uttar Pradesh VAT Act, 2008 Sales tax-AGRP 0.76 2008-09 Commissioner, Trade
Tax, Ghaziabad
Uttar Pradesh VAT Act, 2008 Sales tax-AGRP 0.11 2009-10 Commissioner, Trade
Tax, Ghaziabad
Uttar Pradesh VAT Act, 2008 Sales tax-AGRP 1.00 2010-11 Commissioner, Trade
Tax, Ghaziabad
Uttar Pradesh VAT Act, 2008 Sales tax-AGRP 0.22 2011-12 Commissioner, Trade
Tax, Ghaziabad
Uttar Pradesh Tax on Entry of Demand raised for 4.80 2004-05 to Jt. Commissioner
Goods into Local Area Act, 2007 Entry Tax/Sales Tax 2009-10 Appeal, Beraily
& Uttar Pradesh VAT Act, 2008
Uttar Pradesh VAT Act, 2008 Demand raised for 0.91 2008-09 & Dy. Commissioner, Sales
Sales Tax 2009-10 Tax , Noida
Uttar Pradesh Tax on Entry of Demand raised for 0.03 2010-11 Dy. Commissioner Sales
Goods into Local Area Act, 2007 Entry Tax Tax, Lucknow
Uttar Pradesh VAT Act, 2008 Demand Raised for 0.08 1982-83 & Appellate Authority,
Sales Tax 1989-90 Jhansi

Annual Report 2014-15 I 131


Name of the statute Nature of disputed Amount Period to which Forum where dispute
Dues outstanding the amount is pending
(` in Crore) relates
Uttar Pradesh Trade Tax Act, 1948 Demand raised by UPTT 0.01 2005-06 High Court, Allahabad
Uttar Pradesh Tax on Entry of Demand raised for 0.15 2006-07 Jt. Commissioner
Goods into Local Area Act, 2007 Entry Tax Appeals, Jhansi
Uttar Pradesh Trade Demand raised by 0.43 2006-07 Jt. Commissioner
Tax Act, 1948 UPTT Appeals, Jhansi
Uttar Pradesh Tax on Entry of Demand raised for 0.06 2007-08 Jt. Commissioner
Goods into Local Area Act, 2007 Entry Tax Appeals, Jhansi
Uttar Pradesh Tax on Entry of Demand raised for 0.26 2009-10 Jt. Commissioner
Goods into Local Area Act, 2007 Entry Tax Appeals, Jhansi
Uttar Pradesh VAT Act, 2008 Demand raised for VAT 0.60 2007-08 Jt. Commissioner
Appeals, Jhansi
Uttar Pradesh VAT Act, 2008 Demand raised for VAT 1.30 2008-09 Jt. Commissioner
Appeals, Jhansi
Uttar Pradesh VAT Act, 2008 Demand raised for 0.22 2008-09 Jt. Commissioner
Entry Tax Appeals, Jhansi
Uttar Pradesh VAT Act, 2008 Demand raised for VAT 1.38 2009-10 Jt. Commissioner
Appeals, Jhansi
Uttar Pradesh VAT Act, 2008 VAT 1.23 2009-10 Dy. Commissioner,
Commercial Taxes,
Raibareilly
Orissa Value Added Demand raised for 0.99 2002-03 Commissioner Sales Tax,
Tax Act, 2004 Sales Tax Orissa
West Bengal Value Demand raised for 0.28 1998-1999 Sr. Jt. Commissioner
Added Tax Act, 2003 Sales Tax (Appeals) Sales Tax,
Behala
West Bengal Value Added Tax Disallowance of Input 0.71 2004-05 Asst Commissioner Sales
Act, 2003 Tax Credit Tax, Behala
West Bengal Value Added Tax Demand raised for 1.75 1987-88 to Bihar Sales Tax Tribunal-
Act, 2003 Sales Tax 1994-95 Kahalgaon
Bihar Value Added Disallowance of 5.98** 2005-06 & Commissioner Sales Tax,
Tax Act, 2005 expenses 2006-07 Bihar
West Bengal Value Added Disallowance of Input 0.31 2009-10 Dy. Commissioner, Sales
Tax Act, 2003 Tax Credit Tax, Behala
West Bengal Value Added Disallowance of Input 0.26 2008-09 Dy. Commissioner, Sales
Tax Act, 2003 Tax Credit Tax, Behala
State Sales Tax/VAT Act VAT 0.07 2010-11 Snr. JCCT, Dharamtala
Charge, Kolkata
State Sales Tax/VAT Act VAT 0.55 2011-12 Deputy Commissioner
Of Sales Tax-West
Bengal-College Street
Charge
State Sales Tax/VAT Act VAT 0.07 2010-11 Joint Commissioner,
Commercial Tax-Patna,
Bihar
Jammu and Kashmir Sales tax 129.77** 1999-00 to J&K High Court,
GST Act, 1962 2010-11 Jammu and Deputy
Commissioner
Commercial Taxes
(Appeals) Srinagar.

132 I Annual Report 2014-15


Name of the statute Nature of disputed Amount Period to which Forum where dispute
Dues outstanding the amount is pending
(` in Crore) relates
Karnataka VAT Dispute in Adoption of 0.85 2006-07 Karnataka Appellate
gross profit and levy of Tribunal
penalty
Karnataka VAT Difference in rate of 0.50 2009-10 Deputy Commissioner –
tax and levy of interest (Appeals), Trivandrum
thereon
Income Tax Dept., Bangladesh Income Tax Demand 5.55 AY 2011-12 Tax Appellate Tribunal,
Bangladesh
Algeria Corporate Taxation Laws Corporate Taxes 5.45 2010,2011, DGE Tax Office
2012 & 2013
Finance Act, 1994 Service Tax 19.95 2001-02 to CESTAT, New Delhi
2006-07
* Subsequent to 31st March, 2015, the Income Tax Department has adjusted the refund of ` 54.76 crore of other years against the total
demand of ` 88.36 crore and the same is under protest.
** The Holding company has deposited ` 112.44 crore against the demand of ` 135.75 crore and the same is under protest.

c. According to the information and explanation given to us, no amount was required to be transferred to Investor
Education and Protection Fund by Group entities in accordance with the relevant provisions of the Companies Act,
1956 (1 of 1956) and rules made thereunder.
viii. In our opinion and on consideration of the comments in the reports of the other auditors of the Group entities, two
subsidiary companies and two jointly controlled companies have been registered for less than five years. of the remaining
Group entities, there are accumulated losses of more than fifty percent of the respective net worth in one jointly controlled
company but has not incurred cash losses in the financial year and in the immediately preceding financial year. In case of
the Holding Company and one subsidiary company, there are no accumulated losses at the end of the financial year and
have also not incurred cash losses in the financial year and in the immediately preceding financial year.
ix. In our opinion and on consideration of the comments in the reports of the other auditors of the Group entities, one jointly
controlled company has outstanding dues to financial institutions, banks or debenture holders and has not defaulted in
repayment of the same during the year.
The other Group entities did not have any outstanding dues to financial institutions, banks or debenture holders during
the year. Accordingly, the clause 3(ix) of the Order is not applicable to these entities.
x. In our opinion, the terms and conditions on which the Holding Company has given guarantees for loans taken by others
from banks or financial institutions are not prejudicial to the interest of the Group.
The other Group entities have not given any guarantees for loan taken by others from banks or financial institutions.
Accordingly, the provisions of clause 3(x) of the Order, as reported by the other auditors, are not applicable to them.
xi. In our opinion and on consideration of the comments in the reports of the other auditors of two jointly controlled
companies, the term loans were applied for the purpose for which the loans were obtained.
The other Group entities did not have any term loans during the year. Accordingly, the clause 3(xi) of the Order is not
applicable.
xii. According to the information and explanations given to us, no fraud on or by the Group entities has been noticed or reported
during the year.

For Vinod Kumar & Associates For T. R. Chadha & Co.


Chartered Accountants Chartered Accountants
FRN 002304N FRN 006711N
Mukesh Dadhich Neena Goel
Partner Partner
Membership No. 511741 Membership No. 057986
Place: New Delhi
Date: 13th October 2015

Annual Report 2014-15 I 133


Consolidated Balance Sheet
as at 31st March, 2015
(` in Crore)
Particulars Note No. As at 31st March 2015 As at 31st March 2014
I. Equity And Liabilities
1 Shareholders’ funds
(a) Share capital 2 19.80 19.80
(b) Reserves and surplus 3 3,284.65 3,304.45 2,922.23 2,942.03
2 Minority Interest 21.28 20.32
3 Non-current liabilities
(a) Long Term Borrowings 4 170.80 213.33
(b) Long term liabilities 5 495.40 490.72
(c) Long term provisions 6 419.42 1,085.62 461.86 1,165.91
4 Current liabilities
(a) Trade payables 7 468.60 591.74
(b) Other current liabilities 8 1,721.67 1,272.98
(c) Short-term provisions 9 834.99 3,025.26 819.42 2,684.14

TOTAL 7,436.61 6,812.40


II. ASSETS
1 Non-current assets
(a) Fixed assets
(i) Tangible assets 10 177.57 165.77
(ii) Intangible assets 10 558.57 581.44
(iii) Intangible assets under development 11 15.14 10.72
(iv) Capital work-in-progress 12 15.29 22.09
(v) Machinery in Transit - 15.64
(b) Non-current investments 13 429.54 193.92
(c) Deferred tax assets (Net) 14 267.91 300.69
(d) Long-term loans and advances 15 609.31 562.99
(e) Other non-current assets 16 66.16 2,139.49 43.88 1,897.14
2 Current assets
(a) Current investments 17 66.06 176.02
(b) Inventories 18 124.34 124.19
(c) Trade receivables 19 596.69 778.77
(d) Cash and Bank balances 20 3,432.69 2,802.73
(e) Short-term loans and advances 21 428.51 539.07
(f) Other current assets 22 648.83 5,297.12 494.48 4,915.26

TOTAL 7,436.61 6,812.40


III. Summary of Significant Accounting Policies 1
IV. Notes forming part of Consolidated Financial 2-52
Statements

As per our Report of even date attached For and on behalf of the Board of Directors

For Vinod Kumar & Associates For T.R. Chadha & Co. K.K. Garg Mohan Tiwari
Chartered Accountants Chartered Accountants Director Finance Chairman & Managing Director
FRN 002304N FRN 006711N DIN 01495050 DIN 00191363

Mukesh Dadhich Neena Goel Sumita Sharma


Partner Partner Company Secretary
M. No. 511741 M. No. 057986

Place : New Delhi Place : New Delhi


Date : 13.10.2015 Date : 14.08.2015

134 I Annual Report 2014-15


Consolidated Statement of Profit and Loss
For Year ended 31st March 2015
(` in Crore)
Particulars Note No. For the year ended For the year ended
31st March 2015 31st March 2014
I. Revenue :
Revenue from operations 23 3,037.64 4,138.04
Other income 24 267.33 251.85
Total Revenue 3,304.97 4,389.89
II. Expenses:
Operating and administrative expenses : 25
- Operating Expenses 2,122.00 2,733.22
- Administrative Expenses 33.69 38.76
Employee benefits expenses 26 198.72 233.15
Finance costs 27 32.79 65.83
Depreciation, amortization and impairment 10 57.25 78.54
Total Expenses 2,444.45 3,149.50
III. Profit Before Tax (I - II) 860.52 1,240.39
IV. Tax expense:
(1) Current tax
- For the year 203.84 354.18
- For earlier years (net) 40.77 26.66
(2) Deferred tax (net) 14 32.78 (31.70)
Total Tax Expense 277.39 349.14
V. Profit for the year (Before Adjustment of Minority Interest) (III-IV)) 583.13 891.25

VI. Add / (less) minority interest in (profit) / losses (0.97) (1.24)

VII. Profit for the year (V+VI) 582.16 890.01


VIII. Earnings per equity share - Basic and Diluted ( in ` ) 51 294.08 449.59
IX. Significant Accounting Policies 1
X. Notes forming part of Consolidated Financial Statements 2-52

As per our Report of even date attached For and on behalf of the Board of Directors

For Vinod Kumar & Associates For T.R. Chadha & Co. K.K. Garg Mohan Tiwari
Chartered Accountants Chartered Accountants Director Finance Chairman & Managing Director
FRN 002304N FRN 006711N DIN 01495050 DIN 00191363

Mukesh Dadhich Neena Goel Sumita Sharma


Partner Partner Company Secretary
M. No. 511741 M. No. 057986

Place : New Delhi Place : New Delhi


Date : 13.10.2015 Date : 14.08.2015

Annual Report 2014-15 I 135


Consolidated Cash Flow Statement
For the year ended on 31st March 2015 (` in Crore)
2014-15 2013-14
CASH FLOW FROM OPERATING ACTIVITIES
Net Profit before taxation & extraordinary items 860.52 1,240.39
Adjustment for :
Depreciation, amortization and impairment 57.32 78.57
Amortisation of premium on investment 0.01 0.35
Loss / (Profit) on sale of assets(net) 1.41 (0.19)
Interest Income (223.69) (231.41)
Provisions - (Additions - Write back) (Net) (13.22) 160.84
Minority interest in (income) / losses (0.97) (1.24)
Effect of Exchange differences on translation of (20.73) 9.31
Foreign Currency Cash & Cash Equivalents
Operating Profit before working capital changes (1) 660.65 1,256.62
Adjustment for :
Decrease / (Increase) in Trade Receivables 154.38 572.97
/ Loans & Advances
Decrease / (Increase) in Inventories (0.15) 0.38
Decrease / (Increase) in Other Assets (193.93) (252.57)
(Decrease) / Increase in Trade Payables (123.14) (46.07)
(Decrease) / Increase in Other Liabilities & Provisions 155.81 (1,173.33)
(Decrease) / Increase in Minority Interest 0.96 11.04
(2) (6.07) (887.58)
Cash generated from operation (1+2) 654.58 369.04
Income Tax Paid (152.89) (236.45)
NET CASH FROM OPERATING ACTIVITIES (A) 501.69 132.59
CASH FLOW FROM INVESTING ACTIVITIES
Purchase of Fixed Assets including Capital WIP (31.91) (53.74)
Purchase of Investment Property (15.84) (245.56)
Sale of Fixed Assets 2.31 0.91
Interest Received 240.99 249.44
Investment in Bonds - (64.92)
(Investment) / Maturity of Bank Deposits (having (871.56) 358.34
maturity of more than 3 months)
(Purchase) / Sale of Current Investment (Net) 134.96 (121.42)
NET CASH FROM INVESTING ACTIVITIES (B) (541.05) 123.05
CASH FLOW FROM FINANCING ACTIVITIES
Dividend ( including Dividend Distribution Tax) paid (190.73) (233.16)
Repayment of Long Term Borrowings (31.41) (21.18)
NET CASH FROM FINANCING ACTIVITIES (C) (222.14) (254.34)
Effect of Exchange differences on translation of Foreign (D) 19.90 (7.68)
Currency Cash & Cash Equivalents
NET INCREASE IN CASH & CASH EQUIVALENT (A+B+C+D) (241.60) (6.38)
CASH AND CASH EQUIVALENT (OPENING) (E) 1,608.55 1,614.93
CASH AND CASH EQUIVALENT (CLOSING) (F) 1,366.95 1,608.55
NET INCREASE IN CASH & CASH EQUIVALENT (F - E) (241.60) (6.38)
Note:
1. Consolidated Cash Flow Statement has been prepared under indirect method as set out in Accounting Standard -3 (Cash Flow Statements)
2. Cash and cash equivalents consist of cash in hand and balances with banks.
3. Figures in brackets represent outflow of cash.
4. Figures of the previous year have been regrouped/recast wherever necessary.
5. Cash & Cash Equivalent (closing) Includes FDR ` 679.68 crore (` 272.31 crore) against advances from clients on which interest is passed on to them.

As per our Report of even date attached For and on behalf of the Board of Directors
For Vinod Kumar & Associates For T.R.Chadha & Co. K.K.Garg Mohan Tiwari
Chartered Accountants Chartered Accountants Director Finance Chairman & Managing Director
FRN 002304N FRN 006711N DIN 01495050 DIN 00191363
Mukesh Dadhich Neena Goel Sumita Sharma
Partner Partner Company Secretary
M. No. 511741 M. No. 057986
Place : New Delhi Place : New Delhi
Date : 13th October 2015 Date : 14.08.2015

136 I Annual Report 2014-15


1. Significant Accounting Policies

(i) Group Information basis by adding together the book values of assets,
Ircon International Limited (the Holding Company) is a liabilities, income & expenses, after eliminating the
public sector construction company with specialization unrealised profits/losses on intra-group transactions.
in execution of Railway projects on turnkey basis and (c) In case of jointly controlled operations, company’s
otherwise. The Company is an ISO certified Company share of revenues, common expenses, assets &
for Quality, Environment and Occupational Health and liabilities are included in revenues, expenses, assets &
Safety Management systems; a Schedule ‘A’ public sector liabilities respectively.
company and a Mini Ratna-Category I. After commencing (d) Minorities’ interest in net profits of consolidated
business as a railway construction company it diversified subsidiaries for the year is identified and adjusted
progressively along with its subsidiaries and Joint Ventures against the income in order to arrive at the net income
(collectively referred to as “the Group”) to roads, buildings, attributable to the shareholders of the Company. Their
electrical substation and distribution, airport construction, share of net assets is identified and presented in the
commercial complexes, as well as metro works. The Group Consolidated Balance Sheet separately.
caters to both domestic and international markets.
(iv) Foreign Currency Transactions
(ii) Basis of Preparation (a) Transactions of Indian operations:
(a) These consolidated financial statements are prepared
Foreign Currency transactions are translated in the
in accordance with Indian Generally Accepted
following manner:
Accounting Principles (GAAP) under the historical
cost convention on the accrual basis. GAAP comprises i) All foreign currency transactions are translated into
mandatory accounting standards as prescribed under Indian Currency at the rate prevalent on the date of
Section 133 of the Companies Act, 2013 (‘Act’) read transaction.
with Rule 7 of the Companies (Accounts) Rules, 2014, ii) Fixed assets and non-monetary items are translated at
the provisions of the Act (to the extent notified). the rate on the date of transaction.
Accounting policies have been consistently applied iii) Depreciation is translated at the rates used for
except where a newly issued accounting standard is translation of the value of the assets on which
initially adopted or a revision to an existing accounting depreciation is calculated.
standard requires a change in the accounting policy.
iv) Monetary items and contingent liabilities denominated
(b) The consolidated financial statements are reported in foreign currency are translated at the prevailing
in Indian rupees and all values are rounded to the closing buying rate at each balance sheet date.
nearest crore rupees with two decimal points except
where otherwise stated. (b) Transactions of Integral Foreign Operations
(iii) Consolidated Financial statements Foreign currency transactions of foreign branches are
translated in the following manner:
(a) The consolidated financial statements of Ircon
International Limited and its subsidiaries have been i) Revenue items are translated into Indian Currency at
consolidated on a line- by-line basis by adding together the rate prevalent on the date of transaction.
the book value of the like items of assets, liabilities, ii) Fixed assets and non-monetary items are translated at
income and expenses, after eliminating intra-group the rate on the date of transaction.
balances and unrealized profits/losses on intra-group iii) Depreciation is translated at the rates used for
transactions, and are presented to the extent possible, the translation of the value of the assets on which
in the same manner as the Company’s independent depreciation is calculated.
financial statements. iv) Monetary items and contingent liabilities are
(b) The company’s Interest in jointly Controlled entities translated at the prevailing closing buying rate at each
are proportionately consolidated on a line-to-line balance sheet date.

Annual Report 2014-15 I 137


(c) The net exchange differences resulting from the (vi) Investments
translations at (a) & (b) above are recognized as a) Non Current Investments are valued at cost less
income or expense for the year. provision for permanent diminution in value, if any.
(d) Transactions of Non-Integral Foreign Operations b) Current Investments are valued at lower of cost and
Financial statements of Non- Integral Foreign Operations fair value.
are translated in the following manner- c) An investment in land or buildings, which is not
i) The assets and liabilities, both monetary and non- intended to be occupied substantially for use by, or in
monetary are translated at the closing buying rate. the operation of the Group, is classified as investment
ii) Income and expense items are translated at the rate property. Investment Properties are stated at cost,
on date of transaction. net of accumulated depreciation and accumulated
impairment losses, if any.
iii) All resulting exchange difference is accumulated in
foreign currency translation reserve until disposal of (vii) Inventories
the net investment and is recognized as income or (a) Construction Work in Progress
expense in the same period in which gain or loss on
Construction work-in-progress is valued at cost till such
disposal is recognized.
time the outcome of the job cannot be ascertained
(v) Fixed assets reliably and at realizable value thereafter. Site mobilization
expenditure to the extent not written off is valued at cost.
Tangible Assets
(a) Tangible assets are stated at historical cost less (b) Others
accumulated depreciation and impairment loss, if any. (i) In Cost Plus contracts, the cost of all materials, spares
(b) The machinery spares which can be used only in and stores not reimbursable as per the terms of the
connection with an item of Tangible asset and whose contract is shown as inventory valued as per (iii) below.
use is expected to be irregular are capitalized & (ii) In Item Rate and Lump Sum Turnkey contracts, the
depreciated/amortized over the balance life of such cost of all materials, spares (other than capitalized)
Tangible assets. and stores are charged to Statement of Profit and Loss
(c) Incidental expenditure during construction period in the year of use.
incurred up to the date of commissioning is capitalized. (iii) Inventories are valued at lower of the cost arrived
at on First in First out (FIFO) basis and net realisable
Intangible Assets value.
(a) Intangible assets are recognized when it is probable
(iv) Loose tools are expensed in the year of purchase.
that the future economic benefits that are attributable
to the asset will flow to the enterprise and the cost (viii) Cash and Bank balance
of the asset can be measured reliably. Intangible Cash and bank balances comprise of cash at bank, cash
assets are stated at historical cost less accumulated in hand, Cheques in hand, demand deposits and bank
amortization and impairment loss, if any. deposits with maturity period up to 12 months from
(b) Intangible assets under development represent Balance Sheet date.
ongoing expenditure incurred and carried at cost. For the purpose of cash flow statement, cash and cash
(c) Carriage ways representing Toll Collection Rights are equivalents consist of cash and bank balances, cheques in
obtained in consideration for rendering construction, hand and demand deposits net of bank overdrafts.
operation & services in relation to building &
maintenance of the project on build operate & transfer
(ix) Grant
basis. The cost of such carriage ways comprises (a) Capital Grant received during Construction period
construction cost & other pre-operative costs incurred from NHAI is being accounted as part of Shareholders’
during implementation phase and negative grant Fund as the same is in the nature of ‘Equity Support’
payable to NHAI. and treated as Capital Reserve.
(b) Revenue Grant received during Operation period
Capital Work-In-Progress from NHAI is being accounted as and when received
All the expenditure directly or indirectly relating to and treated as part of income and credited to the
construction activity are capitalized and valued at Cost. statement of Profit & Loss.

138 I Annual Report 2014-15


(c) Negative Grant payable to NHAI during operations (xi) Revenue Recognition
period is accounted for on completion of construction (a) Contract Revenue Recognition
phase and is capitalized as part of cost of toll collection
Contract Revenue is recognised to the extent it is probable
rights under intangible assets on recognition of
that the economic benefits will flow to the Group and the
deferred payment liability.
revenue can be reliably measured. Depending on the nature
(x) Provisions of contract, revenue is recognised as under-
(a) Provision for Maintenance (i) In cost plus contracts, revenue is worked out by including
(i) In Cost Plus contract, no provision for maintenance is eligible items of expenditure in the bills raised on the
required to be made where cost is reimbursable. clients and charging specified margin thereon.

(ii) Item Rate and Lump Sum turnkey contracts, provision is (ii) In fixed price contracts, revenue is recognized by adding
made for maintenance to cover Group’s liability during the aggregate cost of work certified and proportionate
defect liability period keeping into consideration the margin using the percentage of completion method. The
contractual obligations, the obligations of the sub- percentage of completion is determined as a proportion
contractors, operating turnover and other relevant of cost incurred up to the reporting date to the total
factors. estimated cost of the contract.
(iii) Provision for unforeseen expenditure during design Full provision is made for any loss in the period in which it
guarantee period is made based on risk perception of is foreseen.
management in each contract assessed at the end of Revenue does not include Sales Tax/VAT/WCT/Service Tax
each financial year. This shall, however, be subject to etc.
a minimum of ` 50 lakhs and maximum of the amount
of Design guarantee specified in Contract Agreement (b) Toll Fee
with the Client. Toll Fee collection from the users of facility is accounted
for as and when the amount is due and recovery is certain.
(b) Provision for Demobilisation
Income from the sale of smart cards is recognized as and
Provision for demobilisation to meet the expenditure when the amount is received from the users of the cards.
towards demobilisation of Manpower and Plant &
(c) Other Revenue Recognition
Equipment is made in foreign projects.
(i) Dividend income is recognized when the right to
(c) Provision for Doubtful Debts /Advances receive payment is established.
Provision for Doubtful Debts /Advances is made when (ii) Interest income is recognized on a time proportion
there is uncertainty of realisation irrespective of the period basis taking into account the amount outstanding and
of its dues. For outstanding over 3 years full provision is the interest rate applicable.
made unless the amount is considered recoverable. Debts/
Advances are written off when unrealisibility is almost (xii) Leases
established. (i) Lease incomes from assets given on operating lease
are recognized as income in the statement of profit &
(d) Others
loss on straight-line basis over the lease term.
Provision is recognised when:
(ii) Lease payments for assets taken on operating lease
i) The Group has a present obligation as a result of a past are recognized as expense in the statement of profit &
event, loss on straight-line basis over the lease term.
ii) A probable outflow of resources is expected to settle
(xiii) Liquidated Damages and Escalations
the obligation and
(i) Liquidated damages/penalties (LD) due to delays
iii) A reliable estimate of the amount of the obligation can arising out of the contractual obligations and
be made. provisionally withheld from contractors/under dispute
Reimbursement of the expenditure required to settle a are adjusted against contract cost only on final decision
provision is recognised as per contract provisions or when in this regard. However, LD recovered/withheld by
it is virtually certain that reimbursement will be received. client is accounted for on recovery/withholding &
Provisions are reviewed at each Balance Sheet date. adjusted against contract revenue. Possible Liquidated

Annual Report 2014-15 I 139


Damages in cases where extension is granted by the (xviii) Borrowing Cost
client subject to their right for levy of penalty is shown (i) Borrowing cost in ordinary course of business are
as contingent liability recognized as expense of the period in which they are
(ii) Escalation receivable/payable is accounted for as per incurred.
the provisions of the contract. Escalation receivable (ii) Borrowing cost that is directly attributable to
but not certified before close of project accounts is acquisition, construction or production of a qualifying
included in work- in- progress. asset is capitalized as part of the cost of the asset.
(xiv) Research & Development Expenses (xix) Employee Benefits
Revenue expenditure pertaining to research is charged
a) Short Term Employee Benefits
to the Statement of Profit and Loss. Development costs
of products are charged to the Statement of Profit and (i) The undiscounted amount of short term employee
Loss unless a product’s technological feasibility has been benefits expected to be paid for the services rendered
established, in which case such expenditure is capitalised. are recognized as an expense during the period when
the employees render the services.
(xv) Mobilisation Expenses b) Long Term Employee Benefits
The initial contract expenses on new projects for
(i) Retirement benefit in the form of provident fund is a
mobilisation will be recognised as construction work in
defined contribution scheme. The contributions to the
progress in the year of incidence, and pro rata charged off
provident fund trust are charged to the statement to
to the project over the years at the same percentage as
the Profit and loss for the year when the contributions
the stage of completion of the contract as at the end of
are due.
financial year.
(ii) The Group operates gratuity defined benefit plan
(xvi) Depreciation & Amortisation for its employees. The cost of providing benefit is
Tangible Assets determined on the basis of actuarial valuation using
the projected unit credit method at each year-end and
(a) Depreciation on Tangible assets is provided on Straight is charged to the Statement of Profit & Loss.
Line basis (SLM) over the useful life of the assets as
specified in Schedule II of the Companies Act, 2013 (iii) Provision for long term Leave Encashment & Other
Retirement Benefits is made based on actuarial
(b) In case of leasehold land (other than perpetual lease) valuation at the year end.
and leasehold property, depreciation is provided
proportionately over the period of lease. (xx) Prior period adjustment and extraordinary
(c) Tangible Assets acquired during the year, individually items
costing up to ` 5000/- are fully depreciated, by keeping (i) Income/expenditure relating to prior period and
` 1 as token value for identification. prepaid expenses not exceeding ` 50000/- in each
case are treated as income/expenditure of the
Intangible Assets current year.
Software cost exceeding ` 25 lakhs each is amortised
(ii) Voluntary Retirement Scheme expenses are charged
over a period of 36 months on straight line basis from the
off in the year of incidence of expense.
date of successful commissioning of the software subject
to review at each financial year end. Software cost up to
(xxi) Taxes
` 25 Lakhs in each case is fully amortised in the year of
purchase, by keeping ` 1 as token value for identification (i) Taxes including current income-tax are computed
using the applicable tax rates and tax laws. Liability for
(xvii) Impairment additional taxes, if any, is provided / paid as and when
An Asset is treated as impaired when the carrying cost of assessments are completed.
asset exceeds its recoverable value. An impairment loss (ii) Deferred tax assets are recognized only to the extent
is charged to the Profit and Loss Statement in the year in that there is a reasonable certainty that sufficient
which an asset is identified as impaired. The impairment loss future income will be available except that deferred
recognized in prior accounting period is reversed if there tax assets, in case there are unabsorbed depreciation
has been change in the estimate of recoverable amount. or losses, are recognized if there is virtual certainty

140 I Annual Report 2014-15


that sufficient future taxable income will be available outstanding during the period are adjusted for the effect
to realize the same. of all dilutive potential equity shares.
(iii) Deferred income- tax on timing differences is
(xxiv) Contingent Liabilities and Contingent Assets
computed using the tax rates and tax laws that have
been enacted or substantively enacted by the balance (a) Contingent Liabilities are disclosed in either of the
sheet date. following cases:
i) A present obligation arising from a past event, when
(xxii) Segment Reporting it is not probable that an outflow of resources will be
The Group has identified two primary reporting segments required to settle the obligation; or
based on geographic location of the project viz. Domestic
ii) A reliable estimate of the present obligation cannot be
& International and two secondary reporting segments
made; or
based on business of construction and leasing of assets &
its operation (Leasing & Operation). iii) A possible obligation, unless the probability of outflow
of resource is remote.
(xxiii) Earnings Per Share (b) Contingent Assets are neither recognized, nor
In determining basic earnings per share, the Group disclosed.
considers the net profit attributable to equity shareholders.
(c) Contingent Liability and Provisions needed against
The number of shares used in computing basic earnings
Contingent Liability and Contingent Assets are
per share is the weighted average number of shares
reviewed at each Balance Sheet date.
outstanding during the period. In determining diluted
earnings per share, the net profit attributable to equity (d) Contingent Liability is net of estimated provisions
shareholders and weighted average number of shares considering possible outflow on settlement.

Annual Report 2014-15 I 141


2. Share Capital
(` in Crore)

Particulars As at 31st March 2015 As at 31st March 2014


Authorized
2,50,00,000 Equity shares of `10 each 25.00 25.00
Issued, Subscribed & Paid-up
1,97,96,000 Equity shares of `10 each-fully paid 19.80 19.80
Total 19.80 19.80

i) Distribution of number of shares held:

Particulars As at 31st March 2015 As at 31st March 2014


No. of Shares % age No. of Shares % age
Government of India in the name of the President of 19,742,400 99.729% 19,742,400 99.729%
India and Government nominees
Indian Railway Finance Corporation Limited 48,800 0.247% 48,800 0.247%
Bank of India 4,800 0.024% 4,800 0.024%
Total 19,796,000 100% 19,796,000 100%

ii) Shares issued other than cash


Bonus share issued during last five years: 98,98,000 Equity shares of ` 10 each have been issued as fully paid
up Bonus shares in F.Y. 2012-13 in the ratio of 1:1
iii) Terms/rights attached to shares:
(a) Voting
The Company has only one class of equity shares having a par value of ` 10 per share. Each holder of equity share is
entitled to one vote per share.
(b) Dividends
The Company declares and pays dividends in Indian Rupees. The dividend proposed by the Board of Directors is subject
to the approval of the shareholders in the ensuing Annual General Meeting, except in case of Interim dividend.
(c) Liquidation
In the event of liquidation of the Company, the holders of equity shares will be entitled to receive remaining assets of
the Company, after distribution of all preferential amounts. The distribution will be in proportion to the number of equity
shares held by the shareholders.
iv) Reconciliation of the number of equity shares and share capital:

Particulars As at 31st March 2015 As at 31st March 2014


No. of Shares ` Crore No. of Shares ` Crore
Issued, subscribed and fully paid up equity shares 19,796,000 19.80 19,796,000 19.80
outstanding at the beginning of the year
Add: Shares issued during the year - - - -
Issued, subscribed and fully paid up equity shares 19,796,000 19.80 19,796,000 19.80
outstanding at the end of the year

142 I Annual Report 2014-15


3. Reserves and surplus
(` in Crore)

Particulars Foot As at 31st March 2015 As at 31st March 2014


Note
a. Capital Reserve
Opening Balance 14.15 14.15
Add :- Transfer from Statement of Profit & Loss - 14.15 - 14.15

b. CSR Activities Reserve


Opening Balance 1.71 2.90
Less :- Transfer to Statement of Profit & Loss (i) 1.71 - 1.19 1.71

c. Foreign Exchange Fluctuation Reserve 0.73 1.56

d. General Reserve
Opening Balance 2,904.81 2,227.45
Add: Transfer from surplus in statement of 364.96 3,269.77 677.36 2,904.81
profit and loss (Refer (e) below)

e. Surplus in Statement of Profit and Loss


Net Profit for the current year 582.16 890.01
Appropriations
Add :-
- Transfer from CSR Activities Reserve 1.71 1.19
Less :-
- Interim Dividend 79.18 100.96
[Dividend per share ` 40/- ( ` 51/-)]
- Proposed Dividend 102.94 81.16
[Dividend per share ` 52 /- ( ` 41/-)]
- Tax on Interim Dividend 15.83 17.16
- Tax on Proposed Dividend 20.96 14.56
- Transfer to General Reserve 364.96 - 677.36 -

Total 3,284.65 2,922.23


Foot Notes:-
(i) Holding Company has spent an amount of ` 6.70 crore (` 8.41 crore) during the year as against requirement of ` 4.93 crore
(` 7.30 crore) and ` 1.71 crore towards earlier years carried forward balance. (Refer Note 50)

Annual Report 2014-15 I 143


4. Long term borrowings
(` in Crore)

Particulars Foot As at 31st March 2015 As at 31st March 2014


Note

(a) Term Loan (Secured)


From Bank (i) 162.60 222.15
(b) Term Loan (Unsecured)
From Other Parties
- South Eastern Coalfileds Limited (ii) 25.64 -
- Rites Limited (iii) 34.77 32.80
- CFM (iii) 16.46 76.87 15.93 48.73

Sub Total (a+b) 239.47 270.88


Less : Current matutities disclosed under 68.67 57.55
"Other current liabilities" (Refer Note 8)
Total 170.80 213.33
Foot Notes:-
(i) 50% share of loan taken by Ircon Soma Tollway Private Limited (ISTPL) from Punjab National Bank carrying interest @ 11.25 % p.a. The
Loan is repayable in 40 unequal quaterly installments ranging from ` 3,40,00,000/- to ` 30,00,00,000/- commencing from December
2011 to September 2022. The Loan is secured by :-
a) First charge and mortgage over all the Borrower’s immovable promotable properties, if any;
b) First charge and Hypothecation of movable properties both present and future relating to the Project, excluding Project Assets as
defined in the Concession Agreement unless consented by NHAI;
c) First charge over all the bank accounts (s) of the Borrower, including the Escrow Account, only to the extent of the waterfall of the
priorities as provided in the Escrow Agreement and not beyond that and uncalled capital (Present and future), subject to the extent
permitted under the Concession Agreement.
d) A charge by way of assignment over all the rights, interest and obligations of the Borrower to or in favor of the Lender in case of right
of substitution being exercised under the Substitution Agreement;
e) A first charge by way of assignment over all the Borrower’s rights and interests related to the Project under the letters of credit,
guarantee or performance bonds (if any), provided by any party to any contract related to the Project in favour of the Borrower;
f) A right over all the Insurance Contracts wherein the proceeds of the Insurance Contracts shall be deposited into the escrow agreement
and that the escrow bank shall be designated as the “loss payee: in the Insurance Contracts;
g) A pledge of 30% (thirty percent) of the shares held by the holding company in the issued and paid up and voting share capital of the
Borrower and non disposal undertaking by the holding company for 21% (twenty one percent) of the stake holding in the ISTPL.
(ii) 26% share of loan taken by Chhattisgarh East Railway Limited from South Eastern Coalfields Limited carrying interest @ 12 % p.a.
The repayment period of loan shall be of 5 years, excluding the time involved for construction of project i.e. Moratorium period not
exceeding 5 years from the date of Loan Agreement.
(iii) (a) Outstanding balance of Rites Limited amouting to `8.68 crore (` 8.40 crore) and CFM - ` 16.46 crore (` 15.93 crore) is 25% share of
Loan taken by CCFB carrying interest @ Libor (6 months) plus a spread of 3%. The loan is repayable on a bi-annual basis over 8 years in
16 equal annual instalments, the first instalment of principal and interest payable on 1st July 2011 and the last instalment payable on
1st January 2019.
(b) Outstanding balance of `24.30 crore (`23.66 crore) is 25% share of Loan taken by CCFB from Rites Limited carrying interest @ Libor (6
months) plus a spread of 3%. The loan has a pari passu charge on revenue and all assets of CCFB in which CCFB has ownership and other
beneficiary rights and is repayable on a bi-annual basis over 9 years in 18 equal instalments, being the first instalment payable on 1st
July 2012.
However, due to termination of concession agreement by Government of Mozambique, all outstanding payments (including interest)
of ` 50.62 crore ( ` 49.08 crore) is overdue for payment since Feburary 2012 .
(c) Outstanding balance of ` 1.80 crore (` 0.73 crore) is 25% share of Loan taken by CCFB from Rites Limited to meet arbitration expenses,
carrying interest @ Libor (6 months) plus a spread of 3%. Interest is payable each on 1st January and 1st July. Unpaid interest on due
dates shall be converted into loan. The loan is repayable along with interest on receipt of arbitration award or when funds are available
with CCFB whichever is earlier.

144 I Annual Report 2014-15


5. Long term liabilities
(` in Crore)
Particulars Foot As at 31st March 2015 As at 31st March 2014
Note
(a) Trade Payables
- Micro, Small & Medium Enterprises - -
(Refer Note 49)
- Others 8.38 2.46
(b) Other Liabilities
- Advance from clients (i) 88.40 70.38
- Retention Money /Security Deposit 101.12 120.38
- Deferred Credit Liability Payable to NHAI 297.50 297.50
Total 495.40 490.72
Foot Notes:-
(i) Includes Interest payable on advances from clients ` 12.40 Crore (` 2.13 Crore)

6. Long term provisions


(` in Crore)
Particulars As at 31st March 2015 As at 31st March 2014
(A) Provisions for employee benefits:
(Refer Note 28 & 47)
i) Gratuity 61.81 57.76
ii) Leave Salary 76.30 73.54
iii) Settlement Allowance on Retirement 1.20 1.20
iv) Post Retirement Medical Benefits 1.36 -
v) Leave Travel Concession 0.12 140.79 0.13 132.63

(B) Other Provisions : (Refer Note 28)


i) Demobilisation 7.89 24.01
ii) Maintenance 164.79 110.08
iii) Design Guarantee 105.36 172.20
iv) Other Expenses 0.59 278.63 22.94 329.23

Total 419.42 461.86

Annual Report 2014-15 I 145


7. Trade payables
(` in Crore)
Particulars Foot As at 31st March 2015 As at 31st March 2014
Note
Trade Payables
- Micro, Small & Medium Enterprises - -
(Refer Note 49)
- Others
(a) Contractors & Suppliers 460.31 585.67
(b) Related Parties 4.58 4.57
(c) Others 3.71 1.50
Total 468.60 591.74

8. Other current liabilites


(` in Crore)
Particulars Foot As at 31st March 2015 As at 31st March 2014
Note
(a) Current Maturity of Long Term Borrowings 68.67 57.55
(b) Interest accrued and due on Borrowings 1.28 1.08
(c) Advance Contract Receipts 30.09 110.16
(d) Advances from Client (i) 1,056.62 610.35
(e) Deposits & Retention Money 493.57 413.69
(f) Statutory Dues 212.59 197.11
Less :- Deposited under Protest (184.31) 28.28 (168.80) 28.31
(g) Book Overdraft 0.10 0.24
(h) Staff 1.79 3.69
(i) Others (ii) 41.27 47.91
Total 1,721.67 1,272.98

Foot Notes:-
i Includes Interest payable on advances from clients ` 69.47 Crore ( ` 67.96 Crore)
ii Includes Outstanding and Other Liabilities.

146 I Annual Report 2014-15


9. Short-term provisions
(` in Crore)
Particulars As at 31st March 2015 As at 31st March 2014
(A) Provisions for employee benefits:
(Refer Note 28 & 47)
i) Gratuity 4.52 4.10
ii) Leave Salary 6.94 7.05
iii) Settlement Allowance on Retirement 0.08 0.09
iv) Post Retirement Medical Benefits 5.97 17.50
v) Pension 26.18 23.61
vi) Performance Related Pay 18.82 22.42
vii) Leave Travel Concession 0.01 62.52 0.01 74.78

(B) Other Provisions : (Refer Note 28)


i) Demobilisation 40.59 23.92
ii) Maintenance 37.01 161.37
iii) Foreseeable Loss 12.56 10.12
iv) Design Guarantee 52.72 56.99
v) Legal Cases 72.05 47.93
vi) Other Expenses 49.68 28.05
vii) Income tax and Wealth tax 913.86 877.59
Less: Advance Tax (including TDS) (529.89) 383.97 (556.29) 321.30
viii) Proposed Dividend 102.93 81.16
ix) Tax on Proposed Dividend 20.96 772.47 13.80 744.64

Total 834.99 819.42

Annual Report 2014-15 I 147


10. Fixed assets
(` in Crore)
Fixed Assets Foot Gross Block Accumulated Depreciation Impairment Net Block
Note As at Additions Sales/ As at Upto For the Sales/ Upto As at As at As at
01.04.2014 Adjust- 31.03.2015 31.03.2014 year Adjust- 31.03.2015 31.03.2015 31.03.2015 01.04.2014
ments ments
A Tangible Assets
Freehold Land 2.31 - - 2.31 - - - - - 2.31 2.31
Lease hold Land (v) 36.39 - - 36.39 0.18 0.01 - 0.19 - 36.20 36.21
Lease hold Buildings (iv) 42.44 0.67 - 43.11 5.79 0.78 - 6.57 - 36.54 36.65
Freehold Buildings / (i) 9.30 - (0.57) 8.73 2.69 0.14 (0.14) 2.69 - 6.04 6.61
Flats-Residential
Freehold Buildings/Flats- 10.66 0.02 (3.51) 7.17 1.72 0.16 (0.74) 1.14 - 6.03 8.94
Non-Residential
Plant and Machinery (i 354.46 24.35 (6.16) 372.65 283.79 8.54 (5.82) 286.51 0.87 85.27 70.67
&ii)
Survey Instruments 3.47 0.08 (0.20) 3.35 3.25 0.02 (0.17) 3.10 - 0.25 0.22
Computers 8.55 0.51 (0.44) 8.62 7.73 0.41 (0.42) 7.72 - 0.90 0.82
Mobile Handset 0.22 0.02 (0.03) 0.21 0.19 0.02 (0.03) 0.18 - 0.03 0.03
Office Equipments 7.45 0.51 (0.66) 7.30 6.49 0.30 (0.66) 6.13 - 1.17 0.96
Furniture, Fixtures, 8.20 0.70 (0.46) 8.44 7.59 0.19 (0.44) 7.34 - 1.10 0.61
Furnishings
Caravans, Camps and 5.99 0.11 (1.41) 4.69 5.98 0.02 (1.41) 4.59 - 0.10 0.01
Temporary Sheds
Vehicles (i) 14.90 0.26 (0.69) 14.47 13.18 0.24 (0.58) 12.84 - 1.63 1.72
Current Year Total 504.34 27.23 (14.13) 517.44 338.58 10.83 (10.41) 339.00 0.87 177.57 165.76
Previous Year 496.41 23.48 (15.54) 504.35 318.11 34.17 (13.70) 338.58 165.76 178.30

B Intangible Assets
Softwares 1.76 0.22 - 1.98 1.75 0.20 - 1.95 - 0.03 0.01
Lease Rights 50.86 22.48 - 73.34 0.12 1.13 - 1.25 - 72.09 50.74
Carriageway 691.99 691.99 161.29 44.25 - 205.54 - 486.45 530.70
Current Year Total 744.61 22.70 - 767.31 163.16 45.58 - 208.74 - 558.57 581.45
Previous Year 693.70 50.90 - 744.60 118.76 44.40 - 163.16 581.45 574.94

GRAND TOTAL 1,248.95 49.93 (14.13) 1,284.75 501.74 56.41 (10.41) 547.74 0.87 736.14 747.21
CURRENT YEAR
PREVIOUS YEAR 1,190.11 74.38 (15.54) 1,248.95 436.87 78.57 (13.70) 501.74 747.21 753.24
Foot Notes:-
(i) Fixed assets held for disposal included in sales/adjustment column and transferred to other current assets at Net Book value:-
(` in Crore)
Block of assets As at 31st March 2015 As at 31st March 2014
Gross Block Net Block Gross Block Net Block
Plant and Machinery - - 7.69 0.57
Freehold Building - Residential 0.38 0.28 - -
Vehicles - - 0.04 -
Total 0.38 0.28 7.73 0.57
ii) Includes Locomotives provided on short term operating lease and standby. (Refer Note 39 II)
iii) Depreciation, amortization and impairment for the year debited to Statement of Profit and Loss are as follows:-
(` in Crore)
Description 2014-15 2013-14
Depreciation on Tangible & Intangible Assets 56.34 78.54
Impairment Loss 0.87 -
Depreciation on Investment Property 0.04 -
Carried to Statement of Profit and Loss 57.25 78.54
Depreciation Capitalised during the year 0.07 0.03
Total 57.32 78.57
iv) Includes lease hold building on Railways land for 30 years lease (Gross value ` 5.30 crore) for which agreement is yet to be finalised.
v) Lease hold land includes land at Greater Noida Industrial Development Authority (GNIDA) for construction of proposed Central
Inspection Cell (CIC) by the Company (Gross value `0.82 crore). The request for time extension for construction of Building has been
submitted to the appropriate authority.
vi) During the year, the Group has changed its accounting policy relating to charging of depreciation by adopting provisions/rates containing in
Schedule II of the Companies Act, 2013. Due to this change, depreciation for the year is lower by ` 23.46 crore & PBT is higher by ` 23.46 crore.

148 I Annual Report 2014-15


11. Intangible asset under development
(` in Crore)
Particulars As at 31st March 2015 As at 31st March 2014
Opening Balance 10.72 0.80
Additions during the year: 4.42 9.92
Total 15.14 10.72

Break up :-
1. Implementation of SAP 1.01 1.01
2. Development / Redevelopment of Railway Stations 14.13 9.71

12. Capital work-in-progress


(` in Crore)
Particulars As at 31st March 2015 As at 31st March 2014
Opening Balance 22.09 69.17
Additions during the year:
- Work Expenses 9.43 5.02
- Depreciation 0.02 -
- Salaries, Wages & Benefits 0.37 0.17
- Cont to PF & Other Funds 0.02 0.01
"- Design, Drawing, Business Development & 0.34 0.06
Consultancy Charges"
- Inspection, Geo Techincal Investigation & Survey - 0.01
Exp.
- Rent - Non Residential 0.02 -
- Rates & Taxes 4.40 0.01
- Vehicle Operation & Maintenance 0.04 -
- Power, Electricity & Water Charges 0.01 -
- Travelling Expenses 0.03 0.05
- Security Services - 0.01
- Legal & Professional Charges - 0.01
- Prior Period Expenses - 0.04
- Advertisement & Publicity 0.01 -
- Interest Expenses 0.89 -
- Misc Operating Exp. 0.10 15.68 - 5.39
Less:-
Capitalised during the year 22.48 50.86
Transferred to Investment Property - 1.61
Total 15.29 22.09

Break-up :-
1. Office Building at CCM, Gurgaon 4.82 -
2. Work of Fire Fighting & Civil Construction at CIC Noida 0.12 -
3. Office Building at Kolkata 0.26 -
4. Multi Functional Complexes 0.69 22.09
5. Railway Corridors (I & III), Chhattisgarh 9. 40 -
15.29 22.09

Annual Report 2014-15 I 149


13. Non current investments
Particulars As at 31st March 2015 As at 31st March 2014
Nos. Amount (` in Crore) Nos. Amount (` in Crore)
A Investment Property
SRO Building at Old Airport 3.00 2.73
Road, Bangalore
Land at Noida 260.36 -
Total (A) 263.36 2.73
B Other Investments (At Cost)
Quoted
Investment in Bonds
8.00% Tax Free Indian Railway 163,131 16.31 163,131 16.31
Finance Company Limited (IRFC)
Bonds of `1,000 each
7.21% Tax Free Indian Railway 500 49.96 500 49.96
Finance Company Limited (IRFC)
Bonds of `10,00,000 each
8.23% Tax Free Indian Railway 500,000 50.00 500,000 50.00
Finance Company Limited (IRFC)
Bonds of `1,000 each
8.35% Tax Free Indian Railway 500 49.92 500 49.92
Finance Company Limited (IRFC)
Bonds of ` 10,00,000 each
Less : Amortization of Premium 0.01 49.91 - 49.92
Investment in Mutual Fund
SBI Debt Fund Series - A -14 - 25,000,000 25.00
Total (B) 166.18 191.19
Total 429.54 193.92

Disclosure regarding Quoted/Unquoted ` in Crore ` in Crore


Investments:
Aggregate of Quoted investments - Book value 166.18 191.19
- Market value 175.61 190.95

150 I Annual Report 2014-15


14. Deferred tax assets (Net)
(` in Crore)
Particulars As at 1st April 2014 Addition (Deletion) As at 31st March 2015
during the year
Asset
Provision for :
- Maintenance and demobilisation 70.11 (19.89) 50.22
- Foreseeable Loss 3.44 0.91 4.35
- Doubtful debts and advances 31.07 10.51 41.58
- Gratuity 21.02 2.08 23.10
- Leave Travel Concession 0.05 (0.01) 0.04
- Legal cases 16.29 8.65 24.94
- Design Guarantee 77.90 (23.19) 54.71
- Other Expenses 16.23 3.20 19.43
Expenses :
- On Voluntary retirement scheme 0.01 (0.01) -
- Allowed for tax purpose when paid 49.28 (2.22) 47.06
- Depreciation 15.16 (12.77) 2.39
- 3/5th of Preliminary Expenses 0.13 (0.04) 0.09
Liability 300.69 (32.78) 267.91
- - -
Net Deferred Tax Asset / (Liability) 300.69 (32.78) 267.91
Previous Year 268.99 31.70 300.69

Deferred Tax Assets/ Liability has been recognised in books as per AS -22 (Accounting for Taxes on Income) issued by
The Institute of Chartered Accountants of India

Annual Report 2014-15 I 151


15. Long term loans and advances
(` in Crore)

Particulars Foot As at 31st March 2015 As at 31st March 2014


Note
A. Secured, considered good
Staff Loans and Advances 1.65 1.71
Advances to Contractors against material 25.29 22.44
and machinery 26.94 24.15
B.Unsecured, considered good
Capital Advance for Purchase of Land - 244.83
Loans and Advances to Related Parties:
Joint Ventures (i)
- Companhia Dos Caminhos De Ferro 40.61 32.53
Da Beira Sarl (Refer note 36)
- Chhattisgarh East Railway Ltd. 22.20 62.81 - 32.53

Others Loans and Advances:


Security Deposits
- Government Departments 0.41 0.67
- Others 0.54 0.95 0.21 0.88
Tax Authorities:
- Advance Tax / TDS 562.45 572.67
- Less:- Provision for Tax (529.89) 32.56 (556.29) 16.38
- Deposit with Income Department 253.77 286.33 136.33 152.71
against demand

Staff Loans & Advances 0.73 1.05


Deposits with Government Departments 0.14 0.04
Advances to Contractors and Suppliers 230.18 103.12
Prepaid Expenses 0.26 1.39
Others 0.97 232.28 2.29 107.89
C. Considered Doubtful
Loan to Related Parties
Joint Venture
- Companhia Dos Caminhos De Ferro 25.46 27.66
Da Beira Sarl (Refer note 36)
Advances to Contractors and Suppliers 8.71 8.62
34.17 36.28
Less :- Provision for doubtful advances 34.17 - 36.28 -
Total 609.31 562.99
Foot Notes:-
(i) Loans are interest bearing and is for capital expenditure/meeting arbitration expenses and are repayable over a period of 2 to 10 years.
(ii) Debts due by directors, other officers of the group, firms in which any director is a partner or private company in which any director is
a member except joint ventures are Nil (` Nil)

152 I Annual Report 2014-15


16. Other non current assets
(` in Crore)

Particulars As at 31st March 2015 As at 31st March 2014


A. Long Term Trade Receivables
Unsecured, considered good
- Retention Money with client 27.43 33.81
- Money Withheld by Client 22.62 50.05 5.15 38.96
B. Others
i) Secured, considered good
Interest Accrued on :
- Advances to staff 0.87 0.90
ii) Unsecured, considered good
Fixed Deposits more than 12 months 0.41 -
{(refer foot note (i)}
Interest Accrued on :
- Advances to staff 0.33 0.35
- Advances to Contractors, Suppliers & others 14.50 3.47
- Advance to IRWO - 14.83 0.20 4.02
iii) Considered Doubtful
Interest Accrued on :
Joint Venture
- Companhia Dos Caminhos De Ferro 0.19 0.19
Da Beira Sarl (Refer note 36)
Advances to Contractors, Suppliers & Others 0.40 0.40

0.59 0.59
Less: Provision for doubtful 0.59 - 0.59 -
Total 66.16 43.88

Foot Notes:-
(i) Includes FDRs under Lien for ` 0.41 crore
(ii) Debts due by directors, other officers of the group, firms in which any director is a partner or private company in which any director is a
member except joint ventures and Subsidiaries are Nil (` Nil)

Annual Report 2014-15 I 153


17. Current investments
Particulars As at 31st March 2015 As at 31st March 2014
Nos. Amount Nos. Amount
(` in Crore) (` in Crore)
A Non Trade Investments
Quoted
Investment in Mutual Fund
UTI Mutual Fund - Daily Dividend 106,836 10.89 227,274 23.17
Plan
UTI Fixed Income Series XVI - I - 25,000,000 25.00
UTI Fixed Income Series XVIII - IV - 25,000,000 25.00
SBI Debt Fund Series - 40 - 25,000,000 25.00
SBI Premier Liquid Fund - Daily 300,718 30.17 278,452 27.85
Dividend Plan
SBI Debt Fund Series - A -14 25,000,000 25.00 66.06 - 126.02

B Current Maturities of Long


Term Bonds
Quoted
6.00% Tax Free Indian Railway - - 5,000 50.00 50.00
Finance Company Limited (IRFC)
Bonds of `1,00,000 each
Total 66.06 176.02

Disclosure regarding Quoted Investments: ` in Crore ` in Crore


Aggregate of Quoted investments - Book value 66.06 176.02
- Market value 68.36 179.24

18. Inventories
(` in Crore)
Particulars As at 31st March 2015 As at 31st March 2014
a. Material and stores
- In Hand 42.54 38.48
- With Third Parties 25.81 0.84
- In Transit 0.11 0.33
68.46 39.65
b. Construction work-in-progress at cost 55.88 84.54

Total 124.34 124.19

154 I Annual Report 2014-15


19. Trade receivables
(` in Crore)
Particulars As at 31st March 2015 As at 31st March 2014
Unsecured :
Outstanding for a period exceeding six months
from the date they were due for payment
- Considered good 70.20 135.54
- Considered doubtful & provided for 16.24 86.44 17.33 152.87
Outstanding for a period not exceeding six
months from the date they were due for
payment
- Trade receivables
- Considered good 415.73 526.12
- Considered doubtful & provided for - 415.73 0.58 526.70
- Retention Money with client
- Considered good 62.58 45.77
- Considered doubtful & provided for 9.89 72.47 10.10 55.87
- Money Withheld by client
- Considered good 48.18 71.34
- Considered doubtful & provided for 4.50 52.68 3.20 74.54
627.32 809.98
Less: Provision for doubtful debts 30.63 31.21
596.69 778.77
Total 596.69 778.77

Foot Notes:-
(i) Debts due by directors, other officers of the group, firms in which any director is a partner or private company in which any director is
a member are Nil (` Nil)

Annual Report 2014-15 I 155


20. Cash & bank balances
(` in Crore)
Particulars Foot As at 31st March 2015 As at 31st March 2014
Note
Cash and cash equivalents
a) Cash In hand (i) 0.60 0.90
b) Cheques / drafts in hand 0.21 7.71
c) Balances with banks :
- In Current accounts 227.98 72.37
- In Flexi accounts (ii) 177.04 128.22
- In Fixed deposits (with a maturity period of (ii) 946.12 1,351.14 1,399.35 1599.94
less than 3 months)
d) Remittance in Transit 15.00 -
Other bank balances
- In Fixed deposits (with a maturity period of (ii) 2,065.74 1194.18
more than 3 months and upto 12 months)
Total 3,432.69 2,802.73
Foot Notes:-
(i) Cash in hand includes cash imprest ` 0.01 crore ( ` 0.02 crore)
(ii) Includes Clients Fund on which interest is passed on to them:

(` in Crore)
Particulars Balance at the end of year
31st March 2015 31st March 2014
In Flexi accounts 100.44 73.65
In Fixed deposits (with a maturity period of less 624.86 272.31
than 3 months)
In Fixed deposits (with a maturity period of 54.82 -
more than 3 months and upto 12 months)
Total 780.12 345.96

156 I Annual Report 2014-15


21. Short term loans and advances
(` in Crore)
Particulars Foot As at 31st March 2015 As at 31st March 2014
Note
A. Secured, considered good
Staff Loans and Advances 0.66 0.75
Advances to Contractors against material 9.15 9.81 3.45 4.20
and machinery

B. Unsecured, considered good


Loans and Advances to Related Parties:
Loans
Joint Ventures (Refer Note 41) (i)
- Ircon-Afcons JV 9.06 -
Others
Joint Ventures
- RICON CETA SARL 0.84 0.80
- Companhia Dos Caminhos De Ferro 0.59 3.50
Da Beira Sarl
- International Metro Civil Contractor 0.15 -
- Ircon-Soma Tollway Pvt.Ltd. 3.58 -
- Ircon-Afcons JV 0.80 15.02 0.30 4.60
Other Loans and Advances:
Security Deposits
- Government Departments 6.22 6.44
- Others 1.36 7.58 1.76 8.20
Tax Authorities
- Sales Tax (including TDS) 204.06 200.36
Less :- Deposited under protest (184.31) 19.75 (168.80) 31.56
- Value Added Tax 115.66 106.20
- Service Tax input credit 0.10 135.51 0.46 138.22

Inter Corporate Deposits 2.85 2.85 -


Staff Loans and Advances 1.82 1.85
Advances to Contractors And Suppliers 125.99 225.35
Government of Mozambique 105.01 103.47
Cfm 4.52 5.52
Earnest Money Deposit 0.55 20.62
Prepaid Expenses 5.20 5.44
Others 14.65 260.59 18.75 383.85
C. Considered Doubtful
Staff Loans & Advances - 0.01
Advances to Contractors and Suppliers 9.87 8.49

Annual Report 2014-15 I 157


Particulars Foot As at 31st March 2015 As at 31st March 2014
Note
Deposits with Government Departments 2.38 2.26
Sales Tax (including TDS) 35.31 12.56
Value Added Tax 7.18 -
Others 0.01 -

54.75 23.32
Less:- Provision for doubtful advances 54.75 - 23.32 -
Total 428.51 539.07

Foot Notes:-
(i) Loan is interest bearing and is for working capital requirements.
(ii) Debts due by other officers of the group, firms in which any director is a partner or private company in which any director is a member
except joint ventures are Nil (` Nil)
(iii) Details of amount due from Directors:

(` in Crore)
Particulars As at 31st March 2015 As at 31st March 2014
Amount due from directors included in staff 0.02 0.03
loans and advances
Total 0.02 0.03

158 I Annual Report 2014-15


22. Other current assets
(` in Crore)
Particulars Foot As at 31st March 2015 As at 31st March 2014
Note

A) Interest Accrued on:


Staff loans and advances (secured) 0.15 0.17
Bonds 14.21 8.64
Staff loans and advances (unsecured) 0.13 0.09
Loan to
- Indian Railway Welfare Organisation 0.20 0.20
- Chattisgarh East Railway Limited 0.45 -
- IRCON-AFCONS JV 0.12 -
Deposits & Advances with:
- Contractors, Suppliers & Others 17.62 55.57
- Deposit with banks 82.84 79.13
B) Construction Work in Progress 126.06 330.09
(At realisable value)
C) Billable Revenue (i) 405.32 -
D) Assets held for disposal (ii) 1.73 1.59
E) Amount Invested in UTI for purchase of units (iii) - 19.00

Total 648.83 494.48


Foot Notes:-
(i) Includes Value of work amounting to ` 196.08 crore (` 144.02 crore) certified by client, but not billed by reporting date.
(ii) Fixed assets beyond economic repair and/or held for disposal (at lower of the realizable value and book value): -

(` in Crore)

Block of assets As at 31st March 2015 As at 31st March 2014


Gross Block Net Block Gross Block Net Block
Plant and Machinery 17.16 1.45 19.91 1.59
Freehold Building - Residential 0.38 0.28 - -
Vehicles - - 0.04 -
Total 17.54 1.73 19.95 1.59
Foot Notes:-
(iii) An amount of ` 19 crore was paid to UTI mutual Fund towards purchase of units on 31.03.2014. As 31.03.2014 and 01.04.2014 was
considered to be Bank Holiday for transaction in UTI mutual fund, hence, units were allotted to the folio no: 509270058623 only on
02-04-2014
(iv) Debts due by officers of the group, firms in which any director is a partner or private company in which any director is a member except
JVs are Nil (` Nil).

Details of amount due from Directors: (` in Crore)


Particulars As at 31st March 2015 As at 31st March 2014
Amount due from directors included in staff - 0.005
loans and advances
- 0.005

Annual Report 2014-15 I 159


23. Revenue from operations
(` in Crore)
Particulars For the year ended For the year ended
31st March 2015 31st March 2014

Contract Revenue 2,899.95 3,852.28


MFC Leasing 8.09 0.49
Loco lease 42.77 41.49
Machinery hire charges 1.31 0.04
Tollways 77.67 77.36
Other Operating Receipts 17.09 11.85
Prior Period Contract Revenue (9.24) 154.53
(Refer Note 29)

Total 3,037.64 4,138.04

24. Other Income


(` in Crore)
Particulars For the year ended For the year ended
31st March 2015 31st March 2014
Interest on Tax Free Bonds 16.02 13.78
Bank Interest Gross 223.96 236.56
Less:- Interest passed to clients 36.23 187.73 35.20 201.36
Interest on refund of income-tax 3.42 8.76
Interest on staff advances 0.33 0.35
Interest on loan to Related Parties
- CERL 0.67 -
- IRCON-AFCONS JV 0.14 0.81 - -
Interest on other advances 8.57 4.11
Interest on Fixed Maturity Plan 6.81 3.05
Exchange Fluctuation Gain 45.05 -
Less:- Exchange Fluctuation Loss 24.32 20.73 - -
Dividend Income 3.21 4.05
Profit on sale of assets 2.02 0.19
Miscellaneous 17.34 14.98
Prior Period Other Income (Refer Note 29) 0.34 1.22

Total 267.33 251.85

160 I Annual Report 2014-15


25. Operating expenses and administrative expenses
(` in Crore)
Particulars Foot Operating expenses Administrative expenses
Note
For the year ended For the year ended For the year ended For the year ended
31st March 2015 31st March 2014 31st March 2015 31st March 2014
Materials and Stores consumed:
Opening balance 39.32 38.28 - -
Add: Purchases during the year 223.77 262.02 - -
263.09 300.30 - -
Less: Closing Balance 68.35 194.74 39.32 260.98 - -
Work expenses 1,812.54 2,144.57 - -
(Increase) / Decrease in WIP 28.66 1.38 - -
Design, Drawing, Business 24.94 48.93 - -
Development, Agency and
Consultancy Charges
Inspection, Geo Technical 1.87 5.74 - -
Investigation and Survey expenses etc.
Repairs and maintenance of 27.67 42.44 - -
machinery
Hire charges of machinery 7.44 13.35 - -
Exchange fluctuation loss - 42.24
Less:- Exchange fluctuation gain - 32.93
Net exchange fluctuation loss - - - 9.31
Rent - Non-residential 3.83 3.88 0.38 0.20
{Refer note 39 (I)(b)}
Rates and taxes 19.13 9.49 2.16 1.87
Vehicle operation and maintenance 9.70 11.72 0.91 0.82
Repairs and maintenance
- Carriage Way 7.22 6.52 - -
- Building 0.13 0.14 0.42 0.84
- Office and Others 3.52 3.55 2.81 2.05
Power, electricity and water charges 4.73 4.52 1.55 1.35
Insurance 7.29 7.19 0.14 0.10
Travelling and conveyance 8.95 9.54 2.64 1.98
Printing and stationery 1.65 1.82 0.55 0.69
Postage, telephone and telex 2.43 2.43 0.45 0.51
Legal and Professional charges 7.27 6.62 2.54 1.57
Security services 4.39 3.79 0.14 0.15
Business promotion 0.98 1.02 0.16 0.28
Write-off of :
- Bad Debts 2.37 31.98 - -
- Bad Advances 0.97 7.15 - -
- Assets - 0.01 - -
Loss on Sale of Assets/Stores - - 3.43 -
Amortization of Premium Paid on - - 0.01 0.35
Investments

Annual Report 2014-15 I 161


Particulars Foot Operating expenses Administrative expenses
Note
For the year ended For the year ended For the year ended For the year ended
31st March 2015 31st March 2014 31st March 2015 31st March 2014
Director Sitting Fee - - 0.02 0.03
Donation - - 0.05 0.01
Auditors Remuneration (i) (i) - - 0.49 0.67
Advertisement And Publicity - - 3.51 4.52
Training And Recruitment - - 0.60 0.49
Preliminary Expenses Written Off - - 1.58 0.03
Research And Development - - - 0.96
Expenses
Corporate Social Responsibility - - 6.70 8.41
(Refer Note 50)
Miscellaneous Expenses 9.04 4.47 1.73 1.39
Prior Period Expenses (Refer Note 0.27 0.41 0.72 0.18
29)
Provisions (Addition - Write Back) (13.22) 160.84 - -
(Refer Note 28)
Provisions/Reserves Utilised (Refer (56.51) (61.26) - -
Note 28)
Total 2,122.00 2,733.22 33.69 38.76
Foot Notes :-
(i) Payment to Statutory Auditors: 2014-15 2013-14
(i) Audit Fee - current year 0.28 0.35
(ii) Tax Audit Fees - current year 0.07 0.08
(iii) Certification Fees 0.02 0.05
(iv) Reimbursement of Expenses:
- Local 0.09 0.14
- Foreign 0.03 0.05
Total 0.49 0.67

26. Employee benefits expenses


(` in Crore)
Particulars Foot For the year ended For the year ended
Note 31st March 2015 31st March 2014
Operating Administrative Total Operating Administrative Total
Salaries, wages and bonus (i) 123.93 39.77 163.70 135.34 38.59 173.93
{Refer note 39 (I)(a)}
Contribution to provident and 6.69 3.40 10.09 6.70 2.77 9.47
other funds
Foreign service contribution 0.48 0.30 0.78 0.50 0.58 1.08
Retirement benefits 11.69 10.09 21.78 11.45 34.58 46.03
Staff welfare 1.89 0.48 2.37 2.15 0.49 2.64
Sub Total 144.68 54.04 198.72 156.14 77.01 233.15
Foot Notes:-
(i) Includes income-tax on non-monetary perks ` 0.33 Crore ( ` 0.35 Crore).

162 I Annual Report 2014-15


27. Finance cost
(` in Crore)
Particulars Foot For the year ended For the year ended
Note 31st March 2015 31st March 2014
Interest Expenses (i) 23.40 53.42
Other Borrowing Cost
Bank Guarantee & Other 9.39 12.41
Charges"
total 32.79 65.83

Foot Notes:-
(i) Includes interest on income - tax ` 0.03 Crore ( ` 26.31 Crore).

28. Provisions (Net)


(` in Crore)
Particulars Balance as on 01.04.2014 During the year 2014-15 Balance as on 31.03.2015
Long Short Total Additions Written Utilisation Exchange Exchange Long Short Total
Term Term Back Gain Loss Term Term
Provided for :
A Employees Related
(i) Retirement Benefits
Gratuity 57.76 4.10 61.86 8.17 - 3.70 - - 61.81 4.52 66.33
Leave Salary 73.54 7.05 80.59 9.30 0.08 6.60 0.07 0.10 76.30 6.94 83.24
Settlement allowances 1.20 0.09 1.29 - 0.01 - - - 1.20 0.08 1.28
on retirement
Post Retirement Medical - 17.50 17.50 1.83 - 12.00 - - 1.36 5.97 7.33
Benefits
Pension - 23.61 23.61 2.57 - - - - - 26.18 26.18
Total of Retirement 132.50 52.35 184.85 21.87 0.09 22.30 0.07 0.10 140.67 43.69 184.36
Benefits (i)
(ii) Others
Performance Related Pay - 22.42 22.42 9.11 3.27 9.44 - - - 18.82 18.82
Leave Travel Concession 0.13 0.01 0.14 - 0.01 - - - 0.12 0.01 0.13
Total of Other Benefits (ii) 0.13 22.43 22.56 9.11 3.28 9.44 0.12 18.83 18.95
Total Employee Related 132.63 74.78 207.41 30.98 3.37 31.74 0.07 0.10 140.79 62.52 203.31
Provisions (i+ii)
B Others
Demobilisation 24.01 23.92 47.93 2.74 0.15 0.40 2.16 0.52 7.89 40.59 48.48
Maintenance 110.08 161.37 271.45 36.45 66.43 38.43 3.17 1.93 164.79 37.01 201.80
Foreseeable Loss - 10.12 10.12 10.17 2.67 5.06 - - - 12.56 12.56
Design Guarantee 172.20 56.99 229.19 - 57.27 - 13.84 - 105.36 52.72 158.08
Doubtful debts - 17.91 17.91 2.64 2.08 2.28 - 0.06 - 16.25 16.25
Doubtful advances 36.87 36.62 73.49 34.94 3.57 0.95 0.02 - 34.76 69.13 103.89
Liabilties(Legal cases) - 47.93 47.93 24.76 0.45 0.19 - - - 72.05 72.05

Annual Report 2014-15 I 163


Particulars Balance as on 01.04.2014 During the year 2014-15 Balance as on 31.03.2015
Long Short Total Additions Written Utilisation Exchange Exchange Long Short Total
Term Term Back Gain Loss Term Term
Other expenses 22.94 28.05 50.99 13.35 5.65 9.20 - 0.78 0.59 49.68 50.27
Income-tax and - 877.59 877.59 245.92 - 207.07 2.58 - - 913.86 913.86
Wealth tax
Dividend (Interim and - 81.16 81.16 182.12 - 160.35 - - - 102.93 102.93
Proposed)
Tax on Dividend (Interim - 13.80 13.80 36.79 - 29.63 - - - 20.96 20.96
and Proposed)
Total Other Provisions (B) 366.10 1,355.46 1,721.56 589.88 138.27 453.56 21.77 3.29 313.39 1,387.74 1,701.13
GRAND TOTAL (C = A+B) 498.73 1,430.24 1,928.97 620.86 141.64 485.30 21.84 3.39 454.18 1,450.26 1,904.44
D Less:- Considered
Separately
Doubtful debts considered - 17.91 17.91 - 16.25 16.25
in Note 19
Doubtful advances 13.30 13.30 14.38 14.38
considered in Note 19
Doubtful advances 36.87 23.32 60.19 34.76 54.75 89.51
considered in Note
15,16 & 21
Retirement Benefits 21.87 0.09 22.30
considered in Note 26
PRP & LTC included in 9.11 3.28 9.44
Salaries, Wages and
Benefits
Income-tax adjusted / 245.92 - 207.07
considered separately
Dividend paid / 182.12 - 160.35
considered separately
Corporate-tax on Dividend 36.79 - 29.63
/ considered separately
Total (D) 36.87 54.53 91.40 495.81 3.37 428.79 - - 34.76 85.38 120.14
Net: Current Year (C - D) 461.86 1,375.71 1,837.57 125.05 138.27 56.51 21.84 3.39 419.42 1,364.88 1,784.30
Previous Year 454.00 1193.6 1647.6 212.88 52.04 61.26 - - 461.86 1375.71 1837.57

NOte:
Net Provisions(Additions/Write Back) considered in Note 25 (13.22)
Provisions Utilized considered in Note 25 56.51
Retirement Benefits provisions considered in Note 26 (052)
Performance Related Pay & LTC considered in Note 26 in Salary and Wages (3.61)

29. Prior Period Adjustments


(` in Crore)
Particulars For the year ended For the year ended
31st March 2015 31st March 2014

PRIOR PERIOD ITEMS:


Income:
Revenue from Operation (9.24) 154.53
Interest income on deposits/ loans 0.03 0.21
Miscellaneous 0.31 1.01
(8.90) 155.75
Expenses:
Work expenses 0.27 0.41
Administrative expenses 0.55 0.01
Others 0.17 0.17
0.99 0.59
Total (9.89) 155.16

164 I Annual Report 2014-15


30. a) The consolidated financial statements are prepared in accordance with the requirement of section-129(3) of the
Companies Act, 2013 and rules made thereunder as applicable from the financial year starting from 1st April, 2014.
Accordingly, the company (also referred to as holding company), its subsidiaries and joint ventures (jointly referred to as
the ‘Group’) considered in the consolidated financial statements are as follows:

Name of Subsidiary / Joint Ventures Country of Origin % age Share


Subsidiaries 31.03.2015 31.03.2014
1. Ircon Infrastructure & Services Limited. (IrconISL) India 100.00 % 100.00 %
2. Indian Railway Stations Development Corporation India 51.00% 51.00%
Limited (IRSDC)
3. Ircon PB Tollway Limited India 100.00 % -
Joint Ventures
1. RICON India 49.00% 49.00%
2. Companhia Dos Caminhos De Ferro Da Beira SARL (CCFB) Mozambique 25.00% 25.00%
3. Ircon-Soma Tollway Private Limited (ISTPL) India 50.00% 50.00%
4. International Metro Civil Contractor (IMCC) India 9.50% 9.50%
5. Metro Tunnelling Group (MTG) India 9.50% 9.50%
6. Ircon-SPSCPL India 50.00% 50.00%
7. Ircon-Afcons JV India 53.00% 53.00%
8. Chhattisgarh East Railway Limited (CERL) India 26.00% 26.00%
9. Chhattisgarh East-West Railway Limited (CEWRL) India 26.00% 26.00%

b) The financial statements of the entities used for the b) There are some cases relating to employees/others are
purpose of consolidation have the same reporting date pending in the Courts against the Holding Company in
as that of the Company except the reporting period of respect of which the liability is not ascertainable.
Joint-Venture Company, Companhia Dos Caminhos De c) Direct disputed tax demands under appeal amounting
Ferro Da Beira SARL which follows the calendar year. to ` 132.66 crore (` 126.23 crore) of which ‘NIL’ (NIL)
There is no material transaction from 1st January 2015 are reimbursable from the clients.
to 31st March 2015 in this joint venture.
d) Indirect disputed tax demands under appeal ` 186.06
c) As far as possible, the consolidated financial crore (` 176.06 crore) of which ` 114.16 crore
statements are prepared using uniform accounting (` 107.27 crore) are reimbursable from the clients.
policies for like transactions and other events in
similar circumstances and are presented in the same e) Provident Fund Commissioner, Jammu & Kashmir
manner as the Holding Company’s separate financial has demanded ‘NIL’ (` 1.75 crore) for contribution of
statements. The differences in accounting policies, if provident fund on sub-contractors providing utility
any, of the Holding Company and its joint ventures are and supporting services.
not material. f) In respect of Joint Ventures:
31. Contingent liabilities: I. Undertaking to Punjab National Bank against term
loan given to Joint Venture Company, Ircon-Soma
a) Claims against the Group not acknowledged as debt
Tollway Private Limited, to make good 50% of any
` 1279.09 crore net of provision of ` 78.29 crore
shortfall in the dues, if any, in the event of termination
(`1039.11 crore net of provision of ` 47.93 crore).
of the concession agreement. Maximum obligation of
Against this the Group has counter claims of ` 821.69
the company in this respect could be `162.60 crore
crore (` 303.06 crore). In case claims against the
(` 222.15 crore).
Group do materialise, claims for ` 748.02 crore
(` 434.65 crore) will be reimbursable from the II. Indemnity bond for International Metro Civil
clients. Interest on claims is not considered, being Contractor of ` 1.24 crore (` 1.24 crore).
unascertainable. III. Sales-tax liability of International Metro Civil

Annual Report 2014-15 I 165


Contractor of ` 4.25 crore (` 4.25 crore) and Service the project which has also been suitably replied to.
Tax ` 2.02 crore (` 1.01 crore). The Holding Company does not expect any liability on
IV. Corporate guarantee to Central Excise in case of Metro this account. However, adjustment, if any, arising out
Tunnelling Group of ` 1.54 crore (` 1.54 crore). of these issues will be made as and when required.

V. Bank guarantee in case of Ircon-RCS-PFLEIDERER of ` 34. The Holding Company is liable to pay ` 76.28 Crore
1.40 crore (` 1.40 crore). for FY 2014-15 & ` 179.58 Crore for FY 2013-14 on
account of taxes on Sri lanka projects which shall be
VI. Income Tax liability in the case of International Metro directly reimbursed by Sri Lankan Railway to Sri Lankan
Civil Contractor of ` 5.29 crore (` 5.29 crore) and in Inland Revenue Department. Therefore, the same has
case of Metro Tunnelling Group of ` 0.88 crore (` 0.88 not been provided in the books of accounts.
crore).
35.(a) Since assessment year 2000-01, the Holding
VII. Recovery suit against the International Metro Civil Company has been claiming deduction under Section-80
Contractor by M/s Sai Engineers is ` 0.02 crore IA of the Income Tax Act, 1961 in income tax returns, w.r.t.
(` 0.02 crore). eligible infrastructure construction projects till date.
VIII. Bank Guarantee in case of Ircon-Afcon JV for ` 51.34 The Holding Company has filed appeal to ITAT on
crore (` 56.71 crore) for Bhairab Railway Bridge disallowance by CIT (A) for the said deduction for all
Project, Bangladesh. assessment years except assessment years 2004-05, 2005-
g) Pending disposal of application for extension of time 06 and 2007-08 for which the Income Tax department has
by clients, the Group is contingently liable to pay filed appeal against allowance of deduction by CIT(A).
liquidated damages to the extent of ` 56.70 crore (` Accordingly, the Holding Company has made provision for
44.33 crore) to the clients. tax without considering the deduction under Section 80-IA
since AY 2000-01. Total amount of deduction under section
32. Commitments:
80IA is ` 925.63 crore (` 799.79 crore) having tax impact of
a) Estimated amount of contracts remaining to be ` 315.70 crore (` 272.92 crore).
executed on capital account (net of advances) is
` 91.03 crore (` 40.76 crore). (b) The Holding Company is offering global income,
for tax in India after excluding the income earned by its
b) Other Commitments: Commitments for fund/ permanent establishments in foreign countries having
providing guarantee to/on behalf of subsidiaries/ joint Double Taxation Avoidance Agreements (DTAA) with India,
ventures: as per settled legal position that such income can be taxed
i) Counter guarantee to Indian overseas bank for by source country and is not taxable in India. However, CIT
issuance of bank guarantee to subsidiary company, (A) denied the treatment of excluding such foreign income
IrconISL, amounting to ` 10.00 crore (` 10.00 crore). and only gave credit for taxes paid out of India for the AY
2006-07, 2008-09 and 2009-10.
ii) Counter guarantee to State bank of India for issuance
of letter of credit to Joint venture, Ircon Afcons JV, Jurisdictional Assessing Officer has also started making
amounting to ` 38.66 crore (NIL). the assessment in a similar manner from the AY 2010-11
onwards. The Holding Company has filed an appeal to
iii) An undertaking to Punjab National Bank for non-
Income Tax Appellate Tribunal for all the assessment year
disposal of 21% of present holding of the company
under dispute.
(1,34,12,700 shares of ` 10 each) in Joint Venture
Company, Ircon-Soma Tollway Private Limited, Accordingly, the Holding Company has made a provision
amounting to ` 13.41 crore (` 13.41 crore). of ` 185.36 crore in FY 2012-13 for the AY 2006-07 to AY
2013-14 and ` 229.71 for the AY 2013-14 to AY 2015-16 in
33. The Holding Company is executing a Broad Gauge Rail
the respective years.
Link Project called “Udhampur-Srinagar-Baramulla
Rail Link Project” (USBRL) in the state of Jammu & 36. (a) The Holding Company has 25% equity stake in CCFB,
Kashmir on cost plus basis. Northern Railway, the a Joint Venture Company incorporated as per Mozambican
client, has raised certain queries on admissibility laws in the year 2004 to execute a railway project awarded
of certain expenditure incurred by the company/ by the Government of Mozambique (GOM) on BOT basis.
contract addition payable on the cost incurred & The Holding Company has provided shareholders’ loan to
certain observations on the quality of work done on CCFB and the total amount including accrued interest up

166 I Annual Report 2014-15


to 31.03.2011 is USD 14.37 Mn (` 63.56 crore converted been made during 2011-12 towards possible loss. The
at exchange rate on 31.03.2011. A sum of USD 0.999 Mn loan amount including interest due has been stated at
(` 4.42 crore) was received from CCFB on 28.02.2013. the exchange rate prevailing on 31.03.2011.
Further, a sum of ` 7.12 crore (USD 1.142 Mn) has been ii. The amount of loan to meet arbitration expenses
given as loan to CCFB for meeting out arbitration expenses provided in the current year has not been restated.
{` 66.07 crore (` 60.19 crore) shown in Long term loan
and advances (Note 15 (B) and (C)) and ` 0.19 crore iii. Interest on loans for the year amounting to ` 4.89
(` 0.19 crore) shown in other non-current assets (Note 16 crore (` 3.79 crore), cumulative ` 13.48 crore
(B iii))} (` 8.59 crore) has not been recognized.
(c) Had the dues been translated at the closing exchange
(b) Although the project was complete, the GOM has
rate as on 31.03.2015 as per AS-11, long term loan and
terminated the concession on 9th November, 2011 and
advances would have been higher by ` 19.31 crore
taken over the project on 8th December, 2011. CCFB
(` 15.11 crore) and profit before tax would have been
considers this termination against the contract provisions
higher by ` 19.31 crore (` 15.11 crore), effect on current
& unlawful and has initiated arbitration proceedings
year ` 4.20 crore and of earlier years ` 15.11 crore.
against GOM. The Holding Company believes that it
shall be able to retrieve its entire investment through 37. (a) Some of the balances shown under debtors,
arbitration by CCFB, yet as a matter of abundant caution advances and creditors are subject to confirmation /
and following a conservative approach, pending outcome reconciliation/ adjustment, if any. The Group has been
of the arbitration: sending letters for confirmation to parties. However, the
Group does not expect any material dispute w.r.t. the
i. Provision of ` 25.65 crore (` 27.85 crore) [` 29.77
recoverability/payment of the same.
crore (` 29.77 crore) towards loan & interest accrued
thereon, ` 3.21crore (` 3.21 crore) towards possible (b) In the opinion of the management, the value of current
capital expenditure by CCFB to make railway line assets, loans and advances on realization in the ordinary
operable and reduced by interest after termination of course of business, will not be less than the value at which
` 7.33 crore (` 5.13 crore)] (refer Note 15 & 16) has these are stated in the balance sheet.

38. (a) Earnings in foreign currency (on accrual basis): (` in Crore)


Particulars 2014-15 2013-14
Work Receipts & Locomotive lease 806.60 2172.97
Bank Interest 11.23 9.79
Other Interest 0.02 0.20
Foreign Exchange Fluctuation Gain (Net) 19.87 -
Others 6.69 2.26
Total 844.41 2185.22
(b) Expenditure in foreign currency (on accrual basis):
(` in Crore)
Particulars 2014-15 2013-14
Operational Expenses 381.26 1076.10
Consultancy charges 24.86 40.16
Foreign Exchange Fluctuation Loss (Net) - 7.83
Total 406.12 1124.09
(c) CIF value of Imports: (` in Crore)
Particulars 2014-15 2013-14
Materials 159.45* 60.02
Machinery - 11.20
Consumables, Components and Spares - 1.14
Total 159.45 72.36
*Imports are booked in Work Expenses

Annual Report 2014-15 I 167


(d) Material & store consumed:
(` in Crore)
Particulars 2014-15 2013-14
Amt %age Amt %age
Imported 159.45 45.02 61.16 18.98
Indigenous 194.74 54.98 260.98 81.02
Total 354.19 100.00 322.14 100.00

(e) Disclosure of unhedged foreign currency exposure:


The unhedged foreign currency exposure is as under:
Particulars Currency As at 31st March 2015 As at 31st March 2014
Foreign Currency INR Crore Foreign Currency INR Crore
in Crore in Crore
Assets :
Advance to Contractors
DZD - - 9.42 7.21
Euro 0.06 4.36 0.12 10.12
LKR 0.40 0.19 1.00 0.46
MYR 0.02 0.30 0.90 16.56
MZN 0.06 0.10 0.06 0.12
USD 0.00 0.08 - -
Trade Receivables
BDT 1.41 1.13 - -
DZD 51.29 32.83 104.54 79.98
Euro 0.46 31.41 0.98 79.62
MYR 0.04 0.69 0.02 0.37
USD 2.43 151.09 4.46 264.67
Cash & Bank Balances
BDT 0.13 0.10 - -
DZD 29.63 18.96 4.87 3.72
ETB 0.00 0.01 0.18 0.56
Euro 1.30 89.32 0.69 56.00
LKR 19.46 9.14 73.28 33.59
MYR 1.69 28.50 4.68 85.86
MZN 0.03 0.05 0.36 0.69
USD 6.88 428.36 7.80 462.78
Other Assets
BDT 1.38 1.11 0.00 0.00
DZD 16.17 10.35 13.19 10.09
ETB 1.13 3.45 1.13 3.50
Euro 0.43 29.54 0.24 19.51
LKR 16.18 7.60 18.42 8.44
MYR 0.14 2.43 2.78 51.01
USD 0.37 23.32 0.33 19.55
Liabilities :
Advance from Client
BDT 0.84 0.67 - -
DZD - - 18.60 14.23
Euro 0.39 26.87 0.58 47.31
USD 0.16 9.98 2.82 167.11

168 I Annual Report 2014-15


Trade Payable
AUD 0.01 0.71 - -
BDT 0.02 0.02 - -
DZD 13.92 8.91 43.93 33.61
Euro 0.92 63.10 0.71 57.36
JPY 10.10 5.25 - -
LKR 14.20 6.67 58.76 26.94
MYR 0.42 7.07 4.79 87.89
MZN 4.13 6.97 4.13 7.88
USD 0.72 45.06 0.16 9.70
Other Liabilities
BDT 0.38 0.31 - -
DZD 30.90 19.77 17.90 13.69
ETB 0.02 0.05 0.02 0.06
Euro 0.19 13.01 0.16 13.17
LKR 17.51 8.22 33.93 15.55
MYR 4.26 71.91 5.15 94.49
USD 0.83 51.85 0.91 53.98
The unhedged foreign currency exposures are naturally hedged.

39. Disclosure regarding Leases:


I. Assets taken on operating lease:
The Group’s leasing arrangements are in respect of operating leases of premises for residential use of employees,
offices, guesthouses and transit camps. Most of the leasing arrangements are cancellable and are usually renewable
on mutually agreed terms. The amounts of lease payments during the year are as under:
(a) Lease payments (net of recoveries) in respect of premises for residential use of employees - ` 5.78 crore
(` 6.52 crore) (included in salaries & wages note 26)
(b) Lease payments in respect of office premises, guesthouses and transit camps -`4.21 crore (`4.08 crore) (included
in operating & administrative expenses note 25.)
(c) Future minimum lease payments in respect of non- cancellable lease are as under:
(` in Crore)
Lease Rent Not later than 1 year Later than 1 year and not Later than 5 years
later than 5 years
Payable Nil (Nil) Nil (Nil ) Nil (Nil)

II. Assets given on operating lease:


(a) The Group has given certain commercial/residential premises on operating lease which are cancellable by giving
appropriate notices as per respective agreements.
(b) The Group has provided Plant & Machinery (Locomotives) on wet lease basis to a foreign client.
(c) The Group has sub-leased 19 Multi Functional Complexes to various sub-lessees.
(d) The amount of lease rent received during the year is as under:
1. Lease rent in respect of non residential premises - ` 7.02 crore (`6.69 crore) (included in miscellaneous
income note 24)
2. Lease rent in respect of locomotives ` 42.77 crore (` 41.49 crore) (included in loco lease note 23)
3. Lease rent in respect of sub-leasing of 19 MFCs, ` 8.09 crore (` 0.49 crore)
(e) Future minimum lease rental receivable as on 31.03.2015 in respect of non – cancellable operating lease for each of
the following period is as under

Annual Report 2014-15 I 169


(` in Crore)
Lease Rent Not later than Later than 1 year and Later than 5 years
1 year not later than 5 years
Premises NIL NIL NIL
Locomotives 33.42 (42.20) NIL NIL
Multi Functional Complexes (MFCs) 13.86 (3.15) 13.95 (9.58) NIL

(f) Details of assets given on lease during the year:


(` in Crore)
Particulars As on 31st March 2015 As on 31st March 2014
Premises Locos MFCs Premises Locos MFCs
Gross Carrying amount of assets 6.96 35.66 95.94 6.96 35.66 20.47
Depreciation for the year 0.14 - 1.47 0.14 1.16 0.16
Impairment loss for the year - - - - - -
Accumulated Depreciation 1.22 33.87 1.63 1.08 33.87 0.16

40. Segment Reporting:


Primary Segment information (Geographic):
(` in Crore)
Particulars International Domestic Total
2014-15 2013-14 2014-15 2013-14 2014-15 2013-14
A. Turnover
Revenue from Operations 877.53 2137.49 2160.11 2000.55 3037.64 4138.04
Other Income 39.17 11.66 228.16 240.19 267.33 251.85
Total Revenue 916.70 2149.15 2388.27 2240.74 3304.97 4389.89
B. Result
Profit before Provision, Depreciation, 477.86 1101.99 450.09 431.20 927.95 1533.19
Interest and Tax.
Less: Provision & write backs ( Net) (75.15) 134.43 61.93 26.41 (13.22) 160.84
Depreciation 6.51 25.72 50.74 52.82 57.25 78.54
Interest 0.14 - 23.26 53.42 23.40 53.42
Profit before Tax 546.36 941.84 314.16 298.55 860.52 1240.39
Minority Interest in Profit/losses - - 0.97 1.24 0.97 1.24
Tax Expense 209.19 264.55 68.20 84.59 277.39 349.14
Profit after Tax 337.17 677.29 244.99 212.72 582.16 890.01
C. Other Information
Assets 1244.22 2361.61 6192.39 4450.79 7436.61 6812.40
Include Fixed Assets (Net Block) 82.39 81.13 684.18 714.53 766.57 795.66
Liabilities 862.71 1612.86 3248.17 2237.19 4110.88 3850.05
Capital Expenditure: Additions to 24.57 19.91 18.56 54.47 43.13 74.38
Fixed Assets

Secondary Segment information (Business):


(` in Crore)

Particulars Segment Income Segment Assets Additions to Fixed


Assets
2014-15 2013-14 2014-15 2013-14 2014-15 2013-14
Construction, etc. 2909.10 4018.17 6787.88 6111.80 41.75 67.39
Leasing operation 50.87 42.51 106.66 103.64 1.10 6.74
Toll ways 77.67 77.36 542.07 596.96 0.28 0.25
Total 3037.64 4138.04 7436.61 6812.40 43.13 74.38

170 I Annual Report 2014-15


41. Disclosure in respect of Joint-Ventures (JV)
(a) Unincorporated Joint-Ventures:
i) For projects in operation:

S. Name of the JV Partner(s) and Country of Participating Interest (in %) as on 31March


No. Origin 2015 2014
1. IRCON-SPSCPL Ircon, India 50.00 50.00
SPSCPL, India 50.00 50.00
2. IRCON-AFCONS Ircon, India 53.00 53.00
Afcons Infrastructure Ltd., 47.00 47.00
India

ii) For projects which have been completed

S. Name of the JV Partner(s) and Country of Participating Interest (in %) as on 31March


No. Origin 2015 2014
1 RICON Ircon, India 49.00 49.00
RITES, India 51.00 51.00
2 RICON- CETA SARL RICON, India 49.00 49.00
CETA, Mozambique 51.00 51.00
3 Ircon-COBRA-ELIOP Ircon, India 61.22 61.22
COBRA, Spain 34.35 34.35
ELIOP, Spain 4.43 4.43
4 Ircon- Sree Bhawani Builders Ircon, India 24.21 24.21
Sree Bhawani Builders, India 75.79 75.79
5 Ircon-SMJ Project JV Ircon, India 55.00 55.00
Sumber Mitra Jaya, 45.00 45.00
Indonesia
6 International Metro Civil Contractor. Dywidag, Germany 29.00 29.00
(IMCC) Larsen &Tubro Ltd., India 26.00 26.00
Samsung Corp., Korea 26.00 26.00
Shimizu Corp., Japan 9.50 9.50
Ircon, India 9.50 9.50
7 Metro Tunnelling Group (MTG) Dywidag, Germany 29.00 29.00
Larsen & Tubro Ltd., India 26.00 26.00
Samsung Corp., Korea 26.00 26.00
Shimizu Corp., Japan 9.50 9.50
Ircon, India 9.50 9.50
8 Ircon-GANNON Dunkerly Ircon, India 55.70 55.70
GANNON Dunkerly 44.30 44.30
9 Ircon-RCS-PFLEIDERER Ircon, India 65.08 65.08
Rayalseema Concrete 21.87 21.87
Sleepers Pvt. Ltd, India
Pfleiderer
Infrastrukturtecnik Gmbh & 13.05 13.05
Co, Germany

Annual Report 2014-15 I 171


(b) Joint-Venture Companies:

S. Name of JV Company Shareholders and Percentage of Ownership


No country of origin As at 31 March 2015 As at 31 March 2014
1 CCFB (Companhia Dos Caminhos De Ircon, India 25.00 25.00
Ferro Da Beira SARL) Mozambique RITES, India 26.00 26.00
CFM, Mozambique 49.00 49.00
2 Ircon-Soma Tollway Private Limited. Ircon, India 50.00 50.00
(ISTPL) Soma Enterprise 50.00 50.00
Limited, India
3 Chhattisgarh East Railway Limited Ircon, India 26.00 26.00
(CERL) SECL, India 64.00 64.00
CSIDC 10.00 10.00
4 Chhattisgarh East-West Railway Ircon,India 26.00 26.00
Limited (CEWRL) SECL,India 64.00 64.00
CSIDC 10.00 10.00

(c) The holding company’s share in respect of the assets, liabilities, income & expenditure (each without elimination
of the effect of transactions between the group & the joint ventures) relating to its interest in the jointly controlled
entities in the Consolidated Financial Statements are:
(` in Crore)
S.No Particulars 2014-15 2013-14
1. Fixed Assets 504.98 531.24
2. Other Non Current Assets 26.45 0.52
3. Current Assets
a) Inventories 21.62 1.29
b) Trade receivables 0.67 0.63
c) Cash and Bank balances 73.12 91.95
d) Short-term loans and advances 39.33 21.98
e) Other current assets 134.76 126.96
4. Non Current Liabilities
a) Long term liabilities 543.20 583.95
5. Current Liabilities
a) Trade payables 17.30 3.43
b) Other current liabilities 205.16 145.83
c) Short-term provisions 0.29 0.19
6. Income 173.24 90.99
7. Expenditure 182.73 115.28

(d) Contingent Liabilities of the Jointly Controlled entities are disclosed in note 31 (f).

42. Related Party disclosures:


a) Enterprises where control exists:
Joint Ventures: -
• Unincorporated Joint Ventures – As per Note no. 41 (a) above
• Joint Venture Companies – As per Note no. 41 (b) above.
b) Key management personnel (KMP) :
Directors: -Shri Mohan Tiwari, Shri K K Garg, Shri Deepak Sabhlok and Shri Hitesh Khanna.
c) Disclosure of transactions with related parties (to the extent not consolidated):

172 I Annual Report 2014-15


(` in Crore)
Particulars Transactions during the year Particulars of Contracts/
Arrangements
2014-15 2013-14 Nature of Transaction
1. Remuneration to KMP As per Note No. 44
2. Sale of Goods & Services
Joint Venture
CERL 27.67 - Consultancy & works receipts
CEWRL 53.64 - Consultancy receipts
Total 81.31
3. Loan To JVs
Joint Venture
CCFB 5.34 -
CERL 22.20 -
IRCON-AFCONS JV 9.06 -
Total 36.60
4. Reimbursement of deputation staff expenses, rent & other misc. expenses
JVs
ISTPL 0.99 -
Total 0.99

d) Disclosure of amount due to/from related parties (to the extent not consolidated):
(` in Crore)
Particulars Amount
As on 31.3.2015 As on 31.3.2014
Amount Receivables
(1) Loan outstanding to JVs 97.33 60.19
CCFB 66.07 60.19
CERL 22.20 -
Ircon-Afcons JV 9.06 -
(2) For Other Services, reimbursements etc. to JVs 7.75 3.50
CCFB 0.59 3.50
ISTPL 3.58 -
CERL 3.28 -
CEWRL 0.30 -

43. Disclosure of net assets & shares in profit of parent, subsidiaries, associates & joint ventures as per direction under
schedule III of the Companies Act, 2013.
(` in Crore)
S. Name of Entity 2014-15 2013-14
No. Net Assets i.e. Total Assets Share in Profit or Loss Net Assets i.e. Total Assets Share in Profit or Loss
minus Total Liabilities (after Tax) minus Total Liabilities (after Tax)
As % of Amount As % of Amount As % of Amount As % of Amount
Consolidated net consolidated Consolidated consolidated
assets profit or loss net assets profit or loss
A Holding 93.60 3,092.59 99.11 576.98 96.92 2,851.66 101.68 904.98
Company, Ircon
International Ltd.
B Subsidiaries
1 IrconISL 1.98 65.57 1.94 11.27 1.00 29.31 0.86 7.66
2 IRSDC 1.31 43.44 0.34 1.98 1.41 41.46 0.28 2.53
3 Ircon PB 2.69 88.91 (0.19) (1.09) - - - -
Tollway Ltd.

Annual Report 2014-15 I 173


S. Name of Entity 2014-15 2013-14
No. Net Assets i.e. Total Assets Share in Profit or Loss Net Assets i.e. Total Assets Share in Profit or Loss
minus Total Liabilities (after Tax) minus Total Liabilities (after Tax)
As % of Amount As % of Amount As % of Amount As % of Amount
Consolidated net consolidated Consolidated consolidated
assets profit or loss net assets profit or loss
4 Minority Interest (0.64) (21.28) (0.17) (0.97) (0.69) (20.32) (0.14) (1.24)
in Subsidiaries
C Joint Ventures
Indian
1 RICON 0.29 9.67 0.04 0.25 0.32 9.41 0.01 0.09
2 ISTPL 0.16 5.13 (1.35) (7.83) 0.44 12.96 (2.18) (19.44)
3 CERL 0.03 1.12 - (0.01) - (0.02) - (0.04)
4 CEWRL 0.03 1.12 - (0.01) - (0.02) - (0.03)
5 Ircon-SPSCPL 0.10 3.24 0.56 3.24 - - - -
6 Ircon-Afcons 0.04 1.33 0.33 1.91 - 0.09 (0.12) (1.06)
7 IMCC 0.10 3.38 (0.01) (0.04) 0.11 3.21 - (0.01)
8 MTG 0.16 5.42 0.05 0.28 0.19 5.51 0.02 0.18
Foreign
1 CCFB 0.15 4.81 (0.65) (3.80) 0.30 8.78 (0.41) (3.61)
Total 100.00 3,304.45 100.00 582.16 100.00 2,942.03 100.00 890.01

44. Details of remuneration to Directors:


(` in Crore)

Sr. Particulars 2014-15 2013-14


I Salary & allowances* 1.78 1.06
II Contribution to provident fund 0.10 0.09
III Reimbursement of medical expenses 0.03 0.03
IV Other benefits 0.27 0.26
Total 2.18 1.44
* Figures of 2014-2015 include PRP (2012-2013) of ` 0.64 crore paid during the year, whereas no PRP paid during the year 2013-2014

Recovery as applicable has been made from Directors who have been provided with Company accommodation
and car.
45. During the year, the Holding Company has carried out assessment on impairment of individual assets by working out
the recoverable amount based on lower of the net realisable value and carrying cost in terms of AS 28 “Impairment
of Assets” notified by the Companies (Accounting standards) Rules, 2006. Accordingly, impairment loss of ` 0.87
crore (NIL) has been provided for.
46. The lease agreement for Locomotives given on hire to a foreign client has been renewed up to 31.12.2015. The
renewal of agreement, however, remains always uncertain. In the event of such non-renewal, the left-over spares
meant for maintenance of the locomotives will become redundant and fetch insignificant value as it may be too
expensive to ship them back to India. The cost of such spares is expensed off in the year of purchase/receipt following
a conservative accounting policy.

47. Disclosure under AS-15 on Employee benefits


Provident Fund
The Holding Company pays fixed contribution of Provident Fund at a pre-determined rate to a separate trust, which
invests the funds in permitted securities. The trust is required to pay a minimum rate of interest on contribution to
the members of the trust. The amount available in the fund including the returns on investment is greater than the
obligation of the company. During the year, the Holding Company has contributed ` 9.91 crore (` 9.24 crore) to the
trust.

174 I Annual Report 2014-15


Gratuity
The liability towards gratuity as per rules of the Holding Company is recognised on the basis of actuarial valuation.

Post-Retirement Medical Facility (PRMF)


The Holding Company had established an irrevocable trust by initial one-time contribution of ` 12 crore during the
year 2000-01 for providing annuity, medical and other benefits to the spouse of employees who die in harness as also
the medical benefits to the employees (and spouse) who superannuate from the Company. IRCON Medical Trust has a
combined fund of ` 50.05 crore (` 31.83 crore) as on 31.03.2015. This being a voluntary welfare measure, the Holding
Company is not liable for providing such benefits to its employees. However, the Holding Company has also kept provision
of ` 7.33 crore (` 17.50 crore).

Leave Encashment
The liability towards encashment of leave as per rules of the Holding Company is recognised on the basis of actuarial
valuation except for employees posted in foreign projects. Since, the foreign assignments are treated as dies - non, liability
for those employees is provided in the books on accrual basis as the amount is payable to employee on repatriation.

Other Retirement Benefits


Other retirement benefits include settlement at home-town or to the place where he or his family intends to settle in
India including Baggage Allowance. The liability on this account is recognized on the basis of actuarial valuation.
The summarised position of various employee benefits recognised in the statement of profit and loss and balance sheet
as on 31.03.2015 is as under
i) Changes in the present value of obligations
(` in Crore)
Gratuity Leave LTC Other
Encashment* Retirement
Benefits
Present Value of Obligation as at beginning 61.85 76.95 0.14 1.29
of the period (53.87) (61.34) (0.08) (1.41)
Interest Cost 4.95 6.16 0.01 0.10
(4.04) (4.60) (0.01) (0.11)
Current Service Cost 3.37 4.63 - 0.06
(3.16) (4.72) (-) (0.06)
Past Service Cost - - - -
(-) (-) (-) (-)
Benefit Paid (3.70) (8.78) (0.01) (0.03)
((2.35)) ((7.16)) ((0.02)) (-)
Actuarial (gain)/loss on obligation (0.15) 0.95 (0.02) (0.14)
(3.12) (13.45) (0.07) ((0.28))
Present Value of Obligation as at the 66.31 79.90 0.13 1.28
end of the period (61.85) (76.95) (0.14) (1.29)
* Except employees posted on Foreign Projects

ii) Changes in the fair value of plan assets


(` in Crore)

Gratuity Leave LTC Other


Encashment* Retirement
Benefits
Fair Value of plan assets as at beginning of the period - - - -
(-) (-) (-) (-)

Annual Report 2014-15 I 175


Expected return on Plan Assets - - - -
(-) (-) (-) (-)
Contributions - - - -
(-) (-) (-) (-)
Benefit Paid - - - -
(-) (-) (-) (-)
Actuarial (gain)/loss on Plan Assets - - - -
(-) (-) (-) (-)
Fair Value of Plan Assets as at the end of the period - - - -
(-) (-) (-) (-)
* * Except employees posted on Foreign Projects

iii) Amount recognised in balance sheet


(` in Crore)

Gratuity Leave LTC Other


Encashment* Retirement
Benefits
Present Value of Obligation as at the end of the 66.31 79.90 0.13 1.28
period (61.85) (76.95) (0.14) (1.29)
Fair Value of Plan Assets as at the end of the period - - - -
(-) (-) (-) (-)
Funded Status (66.31) (79.90) (0.13) (1.28)
((61.85)) ((76.95)) ((0.14)) ((1.29))
Excess of actual over estimated - - - -
(-) (-) (-) (-)
Net liability recognised in the balance sheet (66.31) (79.90) (0.13) (1.28)
((61.85)) ((76.95)) ((0.14)) ((1.29))
* Except employees posted on Foreign Projects.

iv) Expenses recognised in statement of profit & loss


(` in Crore)
Gratuity Leave LTC Other
Encashment* Retirement
Benefits
Current Service Cost 3.37 4.63 - 0.06
(3.16) (4.72) (-) (0.06)
Past Service Cost - - - -
(-) (-) (-)
(0.01)
Interest Cost 4.95 6.16 0.01 0.10
(4.04) (4.60) (-) (0.11)
Expected return on plan assets - - - -
(-) (-) (-) (-)
Net actuarial (gain)/ loss recognised in the year (0.15) 0.94 (0.02) (0.14)
(3.12) (13.45) (0.07) ((0.28))
Expenses recognised in the statement of profit & loss 8.16 11.73 - 0.02
(10.33) (22.77) (0.08 ((0.12))
* Except employees posted on Foreign Projects.

The Holding Company expects to contribute ` 8.76 crore for gratuity, ` 11.27 crore for leave encashment, ` 0.02 crore
for LTC and ` 0.20 crore for other retirement benefits in the next year.

176 I Annual Report 2014-15


v) Actuarial Assumptions
a. Method used Projected Unit Credit Method
b. Discount rate 8.00 %
c. Rate of increase in compensation levels 8.00 %
d. Average outstanding service of employees up to retirement 13.53 years
e. Estimated term of benefit obligations 13.53 years

vi) Amounts for the current and previous 4 periods are as follows;
a. Gratuity:
(` in Crore)
31 Mar 2015 31 Mar 2014 31 Mar 2013 31 Mar 2012 31 Mar 2011
Defined benefit obligation 66.31 61.85 53.87 49.63 44.61
Plan assets - - - - 4.07
Surplus/(deficit) (66.31) (61.85) (53.87) (49.63) (40.54)
Experience adjustments on plan 0.15 (3.12) (1.13) (1.01) (3.61)
liabilities
Experience adjustments on plan assets - - - - (0.26)

b. Leave Encashment (Except employees posted on Foreign Projects):


(` in Crore)
31 Mar 2015 31 Mar 2014 31 Mar 2013 31 Mar 2012 31 Mar 2011
Defined benefit obligation 79.90 76.95 61.34 55.61 54.02
Plan assets - - - - -
Surplus/(deficit) (79.90) (76.95) (61.34) (55.61) (54.02)
Experience adjustments on plan liabilities (0.95) (13.46) (0.04) 5.18 (11.52)
Experience adjustments on plan assets - - - - -

c. LTC:
(` in Crore)
31 Mar 2015 31 Mar 2014 31 Mar 2013 31 Mar 2012 31 Mar 2011
Defined benefit obligation 0.13 0.14 0.08 - -
Plan assets - - - - -
Surplus/(deficit) (0.13) (0.14) (0.08) - -
Experience adjustments on plan liabilities 0.02 (0.07) - - -
Experience adjustments on plan assets - - - - -

d. Other Retirement Benefits:


(` in Crore)
31 Mar 2015 31 Mar 2014 31 Mar 2013 31 Mar 2012 31 Mar 2011
Defined benefit obligation 1.27 1.29 1.41 1.57 1.45
Plan assets - - - - -
Surplus/(deficit) (1.27) (1.29) (1.41) (1.57) (1.45)
Experience adjustments on plan 0.14 0.28 0.35 0.06 0.02
liabilities
Experience adjustments on plan assets - - - - -

Annual Report 2014-15 I 177


48. Disclosure under AS-7 on Construction Contracts for contracts in progress*
(` in Crore)
Details Up to 31st March 2015 Up to 31st March 2014
(a) Contract revenue recognized as revenue in the period 2883.55 4036.29
(b) Aggregate amount of costs incurred and recognized 20667.13 18309.48
profits (less recognized losses)
(c) Amount of advances received from client 847.83 314.77
(d) Amount of retentions (by client) 100.56 106.32
(e) Gross amount due from clients for contract work 434.12 619.42
* excluding projects completed up to 31.03.2015

49. The Group has not received any information from any of its suppliers of their being covered under the Micro, Small
and Medium Enterprises Development Act, 2006 (MSMED Act). Based on this information, there are no amounts
due to Micro, Small and Medium Enterprises as at 31 March 2015.
50.(i) Gross amount required to be spent by the Holding Company during the year is ` 4.93 crore (` 7.30 crore).
(ii) During the year, the Holding Company has spent ` 6.70 crore (` 8.41 crore) as against required amount of `
4.93 crore (` 7.30 crore) on Corporate Social Responsibility (CSR) activities. Break up of expenditure incurred is
as follows;
(` in Crore)
Sr. Description 2014-15 2013-14
No.
1. Eradicating hunger, poverty & malnutrition, promoting preventive 3.06 3.02
healthcare & sanitation & making available safe drinking water
2. Promoting Education 0.76 1.16
3. Promoting gender inequality & empowering women 0.02 0.42
4. Ensuring environmental sustainability 1.04 1.07
5. Protection of national heritage, art & culture 0.52 0.10
6. Contribution to Prime Minister Relief Fundsor any other fund set up by 0.50 1.25
the Central Govt. for socio-economic development & relief.
7. Rural Development Projects 0.80 1.39
Total 6.70 8.41

(iii) Amount spent during the year


(` in Crore)
Sr. Description In Cash Yet to be paid Total
No. in cash
1. Construction/acquisition of asset - - -
2. Other purposes 6.64 0.06* 6.70
*paid in April’2015

51. Basic earnings per share are computed by dividing net profit after tax ` 582.16 crore (` 890.01 crore) by (1,97,96,000)
fully paid equity shares of ` 10 each. Diluted earnings per share are not applicable, as there is no dilution involved.

178 I Annual Report 2014-15


52. Previous year’s figures have been regrouped and rearranged wherever necessary to make it comparable to
the current year’s classification. Also, previous year figures are shown under bracket () to differentiate from
current year figures.

As per our Report of even date attached For and on behalf of the Board of Directors

For Vinod Kumar & Associates For T.R.Chadha & Co. K.K.Garg Mohan Tiwari
Chartered Accountants Chartered Accountants Director Finance Chairman & Managing Director
FRN 002304N FRN 006711N DIN 01495050 DIN 00191363

Mukesh Dadhich Neena Goel Sumita Sharma


Partner Partner Company Secretary
M. No. 511741 M. No. 057986

Place : New Delhi Place : New Delhi


Date : 13.10.2015 Date : 14.08.2015

Annual Report 2014-15 I 179


COMMENTS OF THE COMPTROLLER AND AUDITOR GENERAL OF INDIA UNDER SECTION
143(6)(b) READ WITH SECTION 129(4) OF THE COMPANIES ACT, 2013 ON THE CONSOLIDATED
FINANCIAL STATEMENTS OF IRCON INTERNATIONAL LIMITED, NEW DELHI FOR THE YEAR ENDED
31ST MARCH 2015.

The preparation of consolidated financial statements of IRCON INTERNATIONAL LIMITED, NEW DELHI for the year ended
31st March 2015 in accordance with the financial reporting framework prescribed under the Companies Act, 2013 is the
responsibility of the management of the company. The statutory auditors appointed by the Comptroller and Auditor
General of India under Section 139(5) read with Section 129(4) of the Act are responsible for expressing opinion on the
financial statements under Section 143 read with Section 129(4) of the Act based on independent audit in accordance
with the standards on auditing prescribed under section 143(10) of the Act. This is stated to have been done by them
vide their Audit Report dated 13.10.2015.
I, on the behalf of the Comptroller and Auditor General of India, have conducted a supplementary audit under Section
143(6) (a) read with Section 129(4) of the Act of the consolidated financial statements of IRCON INTERNATIONAL LIMITED,
NEW DELHI for the year ended 31st March 2015. We conducted supplementary audit of the financial statements of
the Subsidiaries namely Ircon infrastructure & Services Limited, Ircon PB Tollway Limited and Indian Railway Stations
Development Corporation Limited but did not conduct supplementary audit of Jointly Controlled Entities (as per list
enclosed) for the year ended on that date. This supplementary audit has been carried out independently without access
to the working papers of the statutory auditors and is limited primarily to inquiries of the statutory auditors and company
personnel and a selective examination of some of the accounting records. On the basis of my audit nothing significant
has come to my knowledge which would give rise to any comment upon or supplement to statutory auditor’s report.

For and on behalf of the Comptroller &


Auditor General of India

Date : 23.11.2015 Dinesh Bhargav


Principal Director of Audit
Place : New Delhi (Railway Commercial)

List of Joint Ventures of IRCON INTERNATIONAL LIMITED, NEW DELHI for which Supplementary audit was not conducted
under Section 143(6)(a) read with section 129(4) of the Companies Act, 2013 for the year 2014-15.

Joint Ventures
1. RICON.
2. Companhia Dos Caminhos De Ferro Da Beira, SA (CCFB).
3. Ircon-Soma Tollway Private Limited (ISTPL).
4. International Metro Civil Contractors (IMCC).
5. Metro Tunnelling Group (MTG).
6. Ircon-SPSCPL U.J.V.
7. Ircon-Afcons JV.
8. Chhattisgarh East Railway Limited (CERL).
9. Chhattisgarh East-West Railway Limited (CEWRL).

Audit Officer (Hqr.)

180 I Annual Report 2014-15

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