A. Background
- The Company is an infrastructure development company formed primarily
to develop, invest in and manage various initiatives in the
infrastructure sector. It is presently engaged in the development of
various infrastructure projects in sectors like transportation, energy
and urban infrastructure through several special purpose vehicles
(SPVs). It is also engaged in carrying out operation and maintenance
(O&M) activities for the transportation sector projects.
1. INVESTMENTS
a) The Company has over and above its legal ownership of 37,458,063
(Previous year: 25,418,378] equity shares, in Gorakhpur Infrastructure
Company Limited CGICL''j, acquired beneficial, controlling interest and
voting rights in respect of 14,947.238 (Previous year: 9,596,923)
equity shares.
b) During the year the Company acquired beneficial, controlling
interest and voting rights in respect of 10,000 equity shares of
Chitoor Infrastructure Company Private Ltd, Satyavedu Infra Company
Private Limited and Tada Sez Private Limited each.
c) The Company has incorporated two new companies namely Lilac Infra
Projects Developers Limited CLIPDL) and Satluj Renewable Energy Private
Limited I''SREPL) as subsidiary, in the current year under review.
d)- Gammon Hospitality Ltd i''GHL''j, a wholly owned subsidiary of the
Company was renamed as Tada Infra Development Company Ltd (TIDCL)
during the year.
f) During the year the Company sold 1,160 bonus equity shares in Tata
Consultancy Services Limited. The Company earned a long term capital
gain ofRs. 1,352,219 (Previous year Rs. 36,517,961)
2. SUNDRY DEBTORS
Sundry Debtors as at March 31, 2011, represents amounts due from the
holding company, GIL in respect of the Operations and Maintenance
Contract, from subsidiary, Mumbai Nasik Expressway Limited in respect
of the Maintenance contract and from Patna Highway Projects Limited in
respect of Developer Fees.
3. INITIAL PUBLIC OFFER (''IPO'']:
a] The Company had made an Initial Public Offer of 16,550,000 equity
shares of Rs. 10/- each at a premium of Rs. 157 per share in the year
2007-08. The equity shares pursuant to the offer were allotted on March
27, 2008.
During the year Nil (Previous year 20,825) equity shares were fully
paid on receipt of the balance allotment money. The total number of
partly paid equity shares was Nil (Previous year 162,050] The Board of
Directors of the Company, in their meeting held on July 31, 2009,
forfeited the said 162,050 equity shares on which allotment money
remained unpaid.
4. SUB-DIVISION OF EQUITY SHARES:
During the year ended March 31. 2010, the Company had with the approval
of shareholders, sub-divided the face value of its equity shares from
Rs. 10 per eauity share to Rs. 2 per equity share. The record date for
effecting the sub-division was October 27, 2009.
5. LEASE
The Company has obtained its registered premises on operating lease
from its holding company, GIL. It is a cancellable, non-renewable
agreement with no escalation clause. The annual lease rentals are Rs.
1,200,000 plus service tax (Previous year Rs. 1,200,000]. There are no
restrictions imposed on the Company by the lease agreement and there
are no sub-leases.
6. SEGMENT REPORTING
The Company''s operations constitutes a single business segment namely
Infrastructure Development as per AS 17. Further, the Company''s
operations are within single geographical segment which is India.
7. RELATED PARTY DISCLOSURE
a. Relationships:
Entity where control exists :
1. Gammon India Limited - Holding Company Subsidiaries:
1. Andhra Expressway Limited
2. Chitoor Infrastructure Company Private Limited
3. Cochin Bridge Infrastructure Company Limited
4. Dohan Renewable Energy Private Limited
5. Gammon Logistics Limited
6. Gammon Projects Developers Limited
7. Gammon Renewable Energy Infrastructure Limited
8. Gammon Road Infrastructure Limited
9. Gammon Seaport Infrastructure Limited
10. Ghaggar Renewable Energy Private Limited
11. Gorakhpur Infrastructure Company Limited
12. Indori Renewable Energy Private Limited
13. Jaguar Projects Developers Limited
U. Kasavati Renewable Energy Private Limited
15. Kosi Bridge Infrastructure Company Limited
16. Lilac Infraprojects Developers Limited
17. Markanda Renewable Energy Private Limited
18. Marine Projects Services Limited
19. Mumbai Nasik Expressway Limited
20. Pataliputra Highway Limited
21. Patna Highway Projects Limited
22. Pravara Renewable Energy Limited
23. Ras Cities and Townships Private Limited
24. Rajahmundry Expressway Limited
25. Rajahmundry Godavari Bridge Limited
26. Satluj Renewable Energy Private Limited
27. Satyavedu Infra Company Private Limited
28. Sikkim Hydro Power Ventures Limited
29. Sirsa Renewable Energy Private Limited
30. Tada Infra Development Company Limited (formerly known as Gammon
Hospitality Limited)
31. Tada Sez Private Limited
32. Tangri Renewable Energy Private Limited
33. Tidong Hydro Power Limited
34. Vizag Seaport Private Limited
35. Yamuna Renewable Energy Private Limited
36. Youngthang Power Ventures Limited
Associates and Joint Ventures:
1. Blue Water Iron Ore Terminal Private Limited
2. Eversun Sparkle Maritime Services Limited
3. Haryana Biomass Power Limited
4. Indira Container Terminal Private Limited
5. Modern Tollroads Limited
6. Punjab Biomass Power Limited
7. SEZ Adityapur Limited
8. ATSL Infrastructure Projects Limited
Key Management Personnel:
1. Abhijit Rajan
2. Parvez Umrigar (upto July 3, 2010]
3. Himanshu Parikh (w.e.f. July 3, 2010)
b. Details of related parties transactions for the year ended on March
31, 2011. - Please refer to the Annexure -
8. CURRENT ASSETS, LOANS AND ADVANCES
In the opinion of the Board of Directors, Current Assets, Loans and
Advances have a value on realization in the ordinary course of business
at least equal to the amount at which they are stated in the Balance
Sheet
9. CAPITAL COMMITMENTS
The total capital commitments of the Company as on March 31, 2011 are
Rs. 4,414,375,955 (inclusive of share of capital commitment in joint
ventures]. Total capital commitment as on March 31, 2010, was Rs.
4,924,620.870. The capital commitment is in respect of projects where
the concession agreements have been signed and does not include
projects where the Company holds a Letter of Intent.
10. EMPLOYEES STOCK OPTIONS SCHEME CESOP''I
The Company has instituted an ESOP Scheme GIPL ESOP 2007 scheme
during the year 2007-08, approved by the shareholders vide their
resolution dated May U, 2007, as per which the Board of Directors of
the Company granted 1.640.000 equity-settled stock options to its
employees pursuant to the ESOP Scheme on July 1, 2007 and October 1,
2007. Each options entitles an employee to subscribe to 1 equity share
of Rs. 10 each of the Company at an exercise price of Rs. 80 per share.
During the year 2008-09, the Compensation Committee of the Board of the
Directors of the Company at its meeting held on October 1, 2008, has
further granted 920,000 equity-settled options to eligible employees of
the Company at the market price of Rs. 63.95 per equity share of Rs. 10
each, prevailing on September 30, 2008 upon expiry of the respective
vesting period which ranges from one to three years. During the current
year, 150,000 (Previous year 180,000] options were forfeited / lapsed.
Out of the options granted, 715,250 (Previous year 1.555.0001 are
outstanding at the end of the year.
During the year 2008-09, the Compensation Committee of the Board of the
Directors of the Company at its meeting held on October 1, 2008,
instituted a new ESOP Scheme GIPL ESOP 2008 scheme as per which the
Company has further granted 490,000 equity-settled options to eligible
employees of the Company at the market price of Rs. 63.95 per equity
share of Rs. 10 each, prevailing on September 30, 2008 upon expiry of
the respective vesting period which ranges from one to three years.
During the current year, 25,000 (Previous year 185,000) options were
forfeited / lapsed. Out of the options granted, 126,668 (Previous year
305,000) are outstanding at the end of the year.
Further, during the year 2009-10, the Compensation Committee of the
Board of the Directors of the Company at its meeting held on May 8,
2009 has further granted 210,000 equity-settled options to eligible
employees of the Company '' at the market price of Rs. 72.10 per equity
share of Rs. 10 each, prevailing on that date upon expiry of the
vesting period of three years. During the current year, 68,000
(Previous year Nil) options were forfeited / lapsed. Out of the options
granted, 125,000 (Previous year 210,000) are outstanding at the end of
the year.
The Company was an unlisted Company at the date when options were
granted under GIPL ESOP 2007 scheme and therefore the intrinsic value
was determined on the basis of an independent valuation by following
the price to Net Asset Value (NAV) method.
11. RETENTION BONUS FOR EMPLOYEES
During the previous years, the Compensation Committee of the Board of
Directors has implemented a scheme of Retention Bonus for its employees
Under this scheme, employees [excluding the managing Director), to whom
stock options were offered in the current year are entitled to a cash
alternative to the options which would be payable in lieu of their not
exercising the right to apply for the shares against the options
granted under the ESOP schemes. During the year, a provision of Rs.
11,436,424 (Previous year Rs. 11,065,132) against Cash Compensation in
accordance with guidance note on accounting of employees share based
payments.
12. EMPLOYEE BENEFITS Gratuity
Gratuity is a defined benefit plan under which employees who have
completed five years or more of service gets a gratuity on departure at
15 days salary (last drawn salary) for each completed year of service.
The gratuity liability is unfunded.
13. PLEDGE OF SHARES
The Company has pledged the following shares in favour of the lenders
to the projects as part of the terms of financing agreements of the
respective companies and for availing non fund based limits from the
banks:
14. CONTINGENT LIABILITIES
a) The Company has issued a Corporate Guarantee ofRs. 150,000,000
(Previous year Rs. 150,000,000) in favour of Bank of Maharashtra, as a
security for loan availed by Cochin Bridge Infrastructure Company
Limited, a subsidiary.
b) Counter Guarantees given to the bankers for the guarantees given by
them on our behalf Rs. 2,395,797,800 (Previous yearRs. 1,579,310,000).
c) The Company has extended corporate guarantees on behalf of its two
subsidiaries, Sikkim Hydro Power Ventures Limited for Rs. 250,000,000
(Previous year: Rs. 250,000,000) and Youngthang Power Ventures Limited
for Rs. 450,000,000 (Previous year : Rs. 450,000,000) for availing
unsecured loans from the banks.
d) Disputed demand of Rs. 6,985,000 (Previous year: Nit) towards
encashment of 5% of bid security for a project by NHAI.
15. DERIVATIVE INSTRUMENTS AND UNHEDGED FOREIGN CURRENCY EXPOSURE
There are neither any derivative instruments outstanding as at March
31, 2011 nor any unhedged foreign currency exposure towards liability
outstanding as at March 31, 2011. In the previous year there were
unhedged foreign currency exposures of US,696 (Rs. 211,977) and of
British Sterling Pound 126,035 (Rs. 8,574,514) of liability outstanding
towards legal services. Further, there was an unhedged foreign currency
exposure of US$ 50,000 (Rs. 2,257,000) towards advance paid.
16. AMOUNTS DUE TO MICRO, SMALL AND MEDIUM ENTERPRISES
As per the information available with the Company, there are no Micro,
Small and Medium Enterprises, as defined in the Micro, Small, Medium
Enterprises Development Act, 2006, to whom the Company owes dues on
account of principal amount together with interest and accordingly no
additional disclosures have been made.
The above information regarding Micro, Small and Medium Enterprises
have been determined to the extent such parties have been identified on
the basis of information available with the Company. This has been
relied by the Auditors.
17. QUANTITATIVE INFORMATION
Since the principal business of the Company is Infrastructure
Development and carrying out operations and maintenance activities,
quantitative details as required by Part II, para 3(ul, 4(c). 4(dl of
Schedule VI of the Companies Act, 1956, are not required to be
furnished
18. PRIOR PERIOD COMPARATIVES
Previous year''s figures have been regrouped where necessary to conform
to this year''s classification.
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