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Hindustan Construction Company Directors Report, Hind Constr Reports by Directors
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Hindustan Construction Company

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Directors Report Year End : Mar '16    « Mar 15
1.  Report
 
 The Directors are pleased to present the 90th Annual Report together
 with the Audited Financial Statements for the year ended March 31,
 2016.
 
 2.  Financial Highlights
 
                                                            (Rs. Crore)
 
 Particulars                            Year ended          Year ended
                                    March 31, 2016      March 31, 2015
 
 Turnover                                  4190.90            4,301.14
 
 Profit before Interest, 
 Depreciation, Exceptional                  798.74              781.43
 
 Items, Other Income and Tax
 
 Less: Finance Costs             689.88            651.13
 
                                 135.85            150.30
 
 Depreciation
 
 Exceptional Item                 26.48                 -
 
                                            852.21              801.43
 
 Add: Other Income                          187.76              134.87
 
 Add/Less: Exchange 
 Gain/(Loss)                                 (1.22)              12.45
 
 Profit before Tax                          133.07              127.32
 
 Less: Tax Expense                           48.10               45.67
 
 Profit/(Loss) after Tax                     84.97               81.65
 
 Add: Balance brought 
 forward from last year                     147.92               69.00
 
 Less: Transferred to 
 Debenture Redemption
 
                                             20.00                   -
 Reserve
 
 Less: Impact of 
 depreciation/
 amortisation                                    -                2.73
 
 (Refer Note 3.2 of the 
 Financial Statements)
 
 Balance carried to 
 Balance Sheet                              212.89              147.92
 
 3.  Dividend
 
 As your Company is under CDR, it is necessary to conserve and optimise
 use of resources to improve the health of the Company. Hence, your
 Directors have not recommended any dividend for the financial year
 ended March 31, 2016.
 
 4.  Operations
 
 The turnover of the Company in the year is Rs. 4,190.90 crore as
 compared to Rs. 4,301.14 crore in the previous year. The profit before
 tax is Rs. 133.07 crore (including exceptional item) as compared to Rs.
 127.32 crore for the previous year.
 
 Your Directors are pleased to inform that during the year under report,
 the Company has secured the following major contracts:
 
 - Ramban to Banihal Section of NH 44, Jammu & Kashmir
 
 Contract Value: Rs. 1783 crore
 
 - Integrated Nuclear Recycle Plant, Maharashtra Contract Value: Rs. 942
 crore
 
 - Imphal Kangchup Tamenglong Road, Manipur Contract Value: Rs. 1114
 crore
 
 - Tapovan Vishnugad Hydroelectric Project, Uttarakhand
 
 Contract Value: Rs. 634 crore
 
 - Nikachhu Hydropower Plant, Bhutan Contract Value: Rs. 457 crore
 
 - Tunnel No. 12, New Railway line Project Jiribam - Tupul, Manipur
 Contract Value: Rs. 784 crore
 
 The total balance value of works on hand as on March 31, 2016 is Rs.
 18,123 crore.
 
 Decisions are awaited from various clients for tenders submitted by the
 Company for 13 packages amounting to about Rs. 10,334 crore (HCC share
 Rs. 9301 crore). Tenders for various packages for 29 projects worth
 Over Rs. 22,214 crore (HCC share Rs. 19,843 crore) are expected to be
 submitted in the near future. The Company has also submitted
 prequalification bids for 12 projects worth over Rs. 24,082 crore (HCC
 share Rs. 22,053 crore) which are under evaluation.
 
 Operations of Subsidiaries
 
 i) Lavasa Corporation Ltd - Integrated Urban Development and Management
 
 Lavasa has kept its rationale of developing a smart city for all and is
 tailoring partnerships and tie ups with global leaders. Partnerships
 are well in place and many of these projects are moving towards
 completion.
 
 In the hospitality space, the Accor group is successfully running its
 operation with the two brands - Mercure Lavasa and the 1500 plenary
 capacity Lavasa International Convention Centre (LICC). Another brand
 of the Accor group - Novotel is scheduled for opening in April 2017.
 Projects with renowned hospitality players like Formule 1, Holiday Inn,
 Langham and Eaton amongst others are slated to follow in quick
 succession.
 
 As for the existing hospitality projects, Ekaant - The Retreat and
 Waterfront Shaw Apartment Hotel continue to flourish. Fortune Select
 Dasve is in its eighth year of successful operations with occupancy at
 66%, while Accor''s Mercure is in its seventh year of successful
 operation with occupancy at 56%. In the tourism space, Lakeshore
 Watersports, Neo Spark Games Arcade and Xthrill Adventure Sports &
 Academy are also functioning successfully. Lavasa has tied up with
 former Indian cricketer and chief of the BCCI Selection Committee, Mr.
 Sandeep Patil for building a Sports complex including a cricket stadium
 for corporate tournaments. There have been talks to set up sports
 academies for hockey, football, badminton, etc. at Lavasa. Other
 tie-ups include advance discussions on building a Hollywood & Bollywood
 Theme Park in Mugaon.
 
 On the retail front, a significant area has already been leased.
 Restaurants like Smokin Joes, Venkys Xpress, Subway, Cafe Coffee Day,
 Baskin Robbins,
 
 All American Diner, Granma''s Homemade Patisserie, Chor Bizarre,
 Oriental Eight, Past Times Pub, Tabakh, Pizzavala, Naashta Paani,
 Paanchi Krunchyand Indulge have commenced operations. Many other non
 F&B outlets such as Mapro and Charosa Wine Boutique have successfully
 started operations including Lavasa''s first miniplex- Fun Square
 Digital Cinema.
 
 Significant progress was made in the education space. Christel House
 Lavasa is into its seventh year of operations with 432 students.
 2015-16 also saw launch of Phase 2 of Christel House till grade VIII.
 Corporate entities such as EduSports, Yoga Blessing and Linguaphone
 showed keen interest to contribute towards Christel House Lavasa School
 by way of sports programmes, educational and Yoga workshops.
 
 Ecole Hoteliere Lavasa started its seventh batch in June 2015-16. The
 operation of Ecole Hoteliere was taken over by Expat Properties in May
 2015. Ecole Hoteliere will start its eighth batch from July 25, 2016.
 
 Christ University offering courses like Post Graduate Diploma in
 Management (PGDM) program with specialization in Finance and Marketing
 started operations two years ago, with a total of 102 students now in
 its third batch, with a target of 60 students for the 2016-17 academic
 program.
 
 Knowledge Vistas Limited (KVL) is already running Little Millennium,
 pre-primary school at Lavasa for last five years. It is also likely to
 start the K12 School from academic year 2017-18. Abhinav Shiksha
 Sansthan, New Delhi will start from the academic year 2018-19 across
 the area of 62,500 sq. ft. Other educational partners like Symbiosis
 Institute (Pune) are also in the process of launching their programs.
 
 Residential sales have been sluggish in tune with the overall market
 sentiment. Institutional Sales team is on the anvil of closing
 transactions which would herald the entry of reputed corporations into
 Lavasa city.
 
 One such deal is with ''All that Jazz'', a leading retailer who will
 bring reputed retail brands to make Lavasa an ideal shopping
 destination. This deal will boost retail businesses at Lavasa and make
 the promenade area more vibrant.
 
 We are in advanced discussions with multiple educational institutes
 keen to set up residential schools at Lavasa. Sanjeevani Institute
 intends to bring in Kindergarten to Post Graduate courses. Likewise,
 vocational training institute from Germany, ''Kosbe'' has been approached
 and they are keen to start courses.  Lavasa being a smart city offers
 students ready on site learning of various subjects like waste
 management and functioning of water treatment plants. Symbiosis
 Institute has begun construction of a higher secondary education
 facility.
 
 Lavasa continued its focus on branding and communication activities in
 2015-16. Emphasis through the year was on communicating that
 development work at Lavasa has commenced with right earnest, raise
 awareness about the planned city and its advantages. Positioning Lavasa
 city as India''s first smart city, building preference and restoring
 customer confidence in the project were the key goals.
 
 The central government initiative to build smart cities across India
 generated a great deal of excitement among Indian and foreign
 stakeholders. The growing interest in smart cities augurs well for
 Lavasa. We played host to a number of government, business and student
 delegations keen on studying the Lavasa model of development.
 
 As a proactive step to reach out to a wider audience, Lavasa was
 presented as a ready Smart City model at various platforms, the most
 prominent one being the Smart Cities India Exhibition at Delhi and the
 13th Municipalika Smart Cities Exhibition at Jaipur.
 
 Our spokespeople also participated in various other seminars and
 discussions on Smart Cities.
 
 Lavasa continued with the strategy of creating large events at Lavasa
 to attract good tourists.
 
 A four day festival of adventure, music, dance and entertainment was
 organized as a lead up to the Republic Day on January 26, 2016. For the
 first time, a hot air balloon took flight over the Dasve town,
 Mentalist, Akshay Lakshmanan captivated audiences with his mind reading
 session and wall painting activity by the students of Christel House
 were the highlights of the Republic Day weekend festivities.
 
 On May 1, 2015, Maharashtra Day was also celebrated with art & culture,
 music & dance programmes highlighting the rich cultural heritage of
 Maharashtra, along with a display of historic ancient Maratha arms &
 weapons livened up the Dasve Promenade.
 
 The second edition of Freedom, a festival of music, food and
 entertainment saw 35,000 tourists enjoying good music, delectable
 cuisines and great entertainment.
 
 Christmas and New Year celebrations started with live musical and dance
 performance at the Dasve promenade and Fortune Lawns. Renowned artist
 Sharon Prabhakar along with DJ Rayjack, DJ-Cyborg,
 
 DJ Sazz & DJ Shriki entertained the visitors.
 
 Focus of the Public Relations campaign in 2015 was on building profile
 of Lavasa as India''s first smart city and promoting the city as an
 ideal tourist destination.  Feature stories in print media and TV
 channels, automobile magazines, national and international news portals
 resulted in good visibility for Lavasa.
 
 Lavasa was prominently featured as a Smart City in a number of media
 reports. Trade magazine ''Realty'' featured Lavasa as one of India''s
 premier Smart Cities, while Hindustan Times, the Pioneer, Deccan Herald
 and Indiainfoline carried similar stories. Other trade supplements like
 Times Property and multiple regional publications also featured Lavasa
 as a Smart City.
 
 CMD''s comment was widely circulated to media post launch of AMRUT in
 Delhi, positioning him as the thought leader on Smart Cities. ''The
 Property Guide'' guide show on leading business news channel ET Now did
 a report on residential properties at Lavasa and also carried an
 interview with the CEO.
 
 Lavasa as a tourist destination was promoted through stories in
 relevant travel and lifestyle media and through tie ups with TV
 channels for shows that were shot at Lavasa. ELLE magazine did a 14
 page photo shoot including the cover page at various scenic locations
 in the city. Lavasa was covered extensively in ''Man Chimb Pavasan'' a
 travel based programme on Saam Marathi channel. A photo-feature on
 tourist options at Lavasa was also carried by leading news portals like
 rediff.com and indiatoday.in.
 
 Auto-trade media was specifically engaged to promote Lavasa among
 bikers and adventure enthusiasts. Over 1000 bikers braved the rain and
 travelled to Lavasa in June to celebrate World Motorcycle Day. This
 activity garnered coverage in all media including mainline
 publications, print and online auto media as well as regional
 publications. Motoring World magazine conducted the jury round of their
 annual car and bike awards at Lavasa which resulted in a six page story
 all of them featuring cars and bikes shot at Lavasa.
 
 Lavasa viewpoint on the SDO order on restoring tribal lands was
 prominently reproduced by all print and TV media. Pune media was
 engaged extensively during the summer season to sensitise them on the
 water scarcity issue. Meetings with senior editors and the constant
 engagement with beat reporters in Mumbai and Pune has also helped in
 creating greater awareness of company''s stand on various crucial
 issues.
 
 Special Initiatives and events were highlighted regularly in mainstream
 and trade media to build preference and recall. Celebrations at Lavasa
 on Maharashtra Day, Independence Day weekend and initiative like the
 Dreamcatchers Summer camp were covered by all major publications and
 online portals.  Launch of Jetovator, Segway and news about Lavasa
 bagging the PATWAAward were widely publicized.
 
 Each month, Lavasa looks, feels and acts more like a city. Lavasa city
 now has a full-fledged operational Farmer''s market known as ''Hara
 Bazar''; a two screen Movie theatre for visitors and residents; it has a
 fully operating Post office, DTDC - courier service, a Hospital with
 pharmacy and several new food and beverage establishments open for
 business. It also has four operating hotels. Four additional hotels
 will be opening soon which collectively will take the total number of
 hotel rooms in Lavasa to more than 600. Lavasa has a Petrol Pump, two
 bank branches along with ATMs, a state-of-art Convention Centre, a
 Public Safety Centre with Fire Engine & crew,
 
 Police outpost to be upgraded to a full-fledged Police station, Tourist
 Information Center with a ''Hop On - Hop Off'' Bus facility; Multilevel
 Car parking facility, Nature trail, Citizen Contact Center with 24x7
 support to citizens through emergency and non-emergency contact
 numbers, Rental housing for low income groups, simulated Golf Course
 facilities; Water Sports facility with latest Jetovator, Adventure
 Sports facility, a modern Club with gym, Sports and Spa facilities,
 Public Transport system for citizens, Schools for local population and
 two operational College campuses. Additional Hotels, Retail shops and
 Family Entertainment Centre facilities for tourists will be opened
 shortly.
 
 Building the infrastructure right, from the beginning, is a key
 strategy to ensuring long-term livability.  Drinking water at Lavasa is
 fit for consumption, straight from the tap, without the need for
 additional filtration. Sewage is treated in a manner that exceeds
 government requirements and is subsequently reused for irrigation and
 other non-potable uses. Lavasa''s power distribution grid is nearly
 99.90% reliable and the young city is already on the cutting edge of
 urban environmental sustainability initiatives. Over 50 kilometers of
 well-maintained motorable roads are operational and more are being
 constructed,
 
 Lavasa has already opened parks and play areas to the public. The
 e-governance portal Lavasa App, and Security Command Centre will play a
 major role in communicating with citizens and providing services 24x7.
 
 A round the clock Lavasa Citizen Contact Centre has been operational
 since 2009 and envisions making the lives of citizens and visitors easy
 and convenient. The Lavasa Citizen Contact Centre is a one-stop
 information source for non emergency and emergency related services. It
 provides a single window resolution for all customers'' needs and
 visitors'' requests; is involved in proactive information distribution,
 data collection and Property management services; Customer Satisfaction
 Surveys and Customer handovers and possession.
 
 The City Management Services (CMS) Department is equally dynamic in
 seeking to coordinate services in this rapidly changing setting. It is
 currently divided into seven specialist divisions including Customer
 Services, Public Safety & Security, Enterprise Utilities, PublicWorks,
 Administration & Finance, Community Development and Geographic
 Information Systems & Management Information Systems.
 
 The CMS department will slowly evolve into a new governance entity that
 will, at some point, be the core of a new replicable governance model.
 Lavasa aims to create this, so that the goals of the Master Plan can be
 realized and sustained and the various public - private partnerships
 can operate in a more consistent and predictable environment.
 
 The CMS department meets on a monthly basis with a committee of
 villagers throughout the project area.  The Village Committee is the
 first of several such citizen advisory groups that will together form a
 key component of the Lavasa citizen and stakeholder engagement
 mechanisms.
 
 The Company had 10,574 acres of land including 455 acres of land on
 lease by the end of last financial year i.e. March 31, 2015. This has
 reduced to 10,515 acres as 59 acres of land in Mugaon was restored to
 tribals by SDO, Maval during the year.
 
 The Environment Management Plan (EMP) continues to be implemented as
 per our Environment Impact Assessment (EIA) Report submitted to
 Ministry of Environment, Forests & Climate Change (MoEF & CC), New
 Delhi. Regular monitoring of environmental aspects such as air & noise
 quality, water & sediment quality, soil quality, DG stack & noise
 quality and biodiversity is being carried out by MoEF approved and NABL
 accredited laboratory as per the conditions mentioned in the
 Environment Clearance by MoEF & CC. All reports were found to be within
 the prescribed limit of MPCB. The six-monthly Environmental Compliance
 Report is being submitted to MoEF since 2012. The 7th compliance report
 was submitted in June 2015 and the 8th compliance report was submitted
 in December 2015 to MoEF, its Regional Office at Nagpur and Maharashtra
 Pollution Control Board (MPCB) at Pune. Yearly Environment Statement, a
 requirement as per the consent document of Maharashtra Pollution
 Control Board (MPCB), is being submitted in the month of September
 every year and the last report was submitted on September 30, 2015.
 
 First town Dasve is ready with all basic infrastructure, such as access
 roads, internal roads, water treatment plant, water distribution
 network, sewage network, sewage treatment plant, telecom network and
 services is operational. Till date around 1,200 properties are ready
 for hand over to customers. Of these, around 972 units have already
 been handed over to customers. Work on rest of properties - Lake View
 apartments, Club View apartments, Delfino apartments, Valley View
 apartments, Brook View apartments, Rental housing, Retail and hostel
 tower B, Christel House Phase II, Novotel Hotel and Holiday Inn is in
 progress.
 
 Work on infrastructure for the second town of Mugaon has been
 accelerated. Work on utilities is in progress.  Work on 37 buildings at
 Mugaon has commenced.
 
 The improvement to the existing Mugaon-Tamhini Zilla Major District
 road excluding the stretch crossing through Forest Land is completed. A
 portion of this road will also form a part of the approach road for the
 proposed tunnel between Tamhini and Mugaon. Work on the inter village
 road from Mugaon to Dhamanohol is completed (6 kms). Rehabilitation
 work on new gaothans has commenced. This rehabilitation will also help
 augment the construction of the first phase of the apartments in
 Mugaon.
 
 Lavasa has also initiated a number of development and empowerment
 programs for the local community.  Some of the key initiatives include
 provision of treated drinking water to 18 villages in the project area
 at 72 locations on a daily basis. Calligraphy workshops, aptitude tests
 and counseling for students of Zilla Panshad (ZP) schools, creche for
 labor children; starting the Apollo Lavasa Primary Health Centre at
 Bhoini and provision of free health check up, medicines and ambulance
 service to villagers; monthly health and awareness camps for HIV/ AIDS,
 malaria, nutrition, and water borne diseases. Employment and self
 employment opportunities to the locals have also been provided.
 
 ii) HCC Real Estate Ltd
 
 HCC Real Estate Ltd (HREL), a wholly owned subsidiary of your Company
 is into the business of building residential and office complexes in
 real estate sector.
 
 HRL (Thane) Real Estate Limited
 
 Your Company initiated the acquisition of 183 acres of land at
 Ghodbunder Road, Thane for Integrated Township Development. Till date
 the Development Agreement and Power of Attorney for 32 acres have been
 executed in favour of Company. The Company continued its activity of
 securing its position for land title and other documentation.
 
 The Company has filed criminal case against Mr. Atul Sonawala and 8
 other Directors of Om Gurukripa Realtors Pvt. Ltd. Police enquiry is in
 process for the said case.
 
 HRL Township Developers Limited
 
 No activities were carried out during the year. Your Company continued
 its search process for joint development opportunities.
 
 Nashik Township Developers Limited
 
 During the year, the Company sold its land and completed all the land
 related transactions. Further the Company is looking for joint
 development opportunities in residential sectors since Nashik city is
 growing industrially as well as economically.
 
 Maan Township Developers Limited
 
 The Company has acquired approx. 28 acres of land and the Development
 Agreement and Power of Attorney have been executed in favour of the
 Company. The Company in this year has decided to sell the land in piece
 parcels. MOU has been signed with a Real Estate Company for sale of 5
 Acres of land and has executed sale deed for 4 Acres.
 
 Powai Real Estate Developers Limited
 
 No activities were carried out during the year though the Company
 continued to look for an opportunity to find ideal land parcels for
 joint development in residential sectors
 
 HCC Realty Limited
 
 No activities were carried out during the year.
 
 Panchkutir Developers Limited
 
 During the year, your Company continued its efforts on the following
 projects in residential sector:
 
 Development of Vikhroli (E) land parcel: Out of the total land holding
 of around 32 acres by the Panchkutir Developers Ltd. in Vikhroli (E),
 the survey of tenements on Phase-I of 14.5 acres of land to ascertain
 the development potential of the free sale component is completed. Out
 of the 1960 slum residents, consent of about 1400 residents
 representing more than 70% has already been obtained and the process
 for forming the society is in progress. Proposal has been submitted to
 SRA for Phase-I comprising of 750 tenants of 4 Societies.
 
 Slum declaration of Phase-I land was challenged and the same has been
 dismissed by the Special Slum Tribunal. Subsequently the litigant filed
 Writ Petition challenging the above said Order of the Slum Tribunal in
 High Court. High Court interalia asked tribunal for actual verification
 of slum. But the litigant filed an appeal challenging the above said
 Order of the Single Judge of High Court before the Divisional Bench.
 
 Development of Powai land: MOU-cum- Development Agreement and Power of
 Attorney were executed by land owner in favor of the SPV, Panchkutir
 Developers Ltd a subsidiary of HCC for 12 acres of land. Due to non
 performance by the land owner of the various obligations under the MOU-
 cum-Development Agreement in spite of repeated reminders, we have been
 advised by our solicitor to invoke the Arbitration clause forming part
 of the MOU-cum-Development Agreement. Accordingly, Arbitration
 proceedings have been initiated and till date evidence of Claimant''s
 witnesses is completed and matter is now fixed for evidence of
 Respondent.
 
 During the pendency of the proceedings, Smt. Nayak, litigant has
 submitted a proposal to settle the matter by making lump sum payment
 which was accepted by the Company. Accordingly Consent Terms were
 executed on November 16, 2015 and the Learned Arbitrator has passed an
 award on December 15, 2015 in terms thereof. The Company has received
 full payment by banker''s cheque and has executed cancellation Deeds of
 MOU and lease deed.
 
 iii) HCC Infrastructure
 
 HCC Infrastructure Company Ltd., a wholly owned subsidiary of your
 Company, operates its business through its subsidiaries HCC Concessions
 Ltd.  (HCON), HCC Power Ltd., and HCC Operations & Maintenance Ltd
 (HOML). HCON develops and manages road assets, HOML operates
 commissioned assets and HCC Power is exploring opportunities in the
 power sector to leverage HCC''s capabilities.  HCON has developed 6 NHAI
 road concessions over the last 9 years. In the past financial year,
 after the sale of two of its de-risked operational projects i.e. Nirmal
 BOT Ltd and Dhule Palesner Tollway Ltd, the current portfolio has four
 National Highway concessions with Rs. 5,000 crore asset base.
 
 In line with your Company''s plan, the focus over the last fiscal year
 has been on strong construction management, efficient operations and
 raising capital.  The management team at the Company has been
 continuously working to achieve quality and timely execution to create
 value for all its stakeholders with complete focus on financial
 discipline. The Company continues to provide reliable, safe and world
 class services to the country''s end users.
 
 In 2011, the Xander group, a global investment firm, had acquired a
 14.5% stake in HCON for Rs. 240 crore.
 
 Current Road Portfolio:
 
 HCON''s current portfolio comprises of four toll based projects: the
 Delhi Faridabad Elevated Expressway (dfskyway™) on NH2, and three
 contiguous sections of 250 km in West Bengal on NH34. Of these, Delhi
 Faridabad Expressway and the first leg of NH34 development i.e. the
 Baharampore Farakka Highways are operational. These two projects have
 been operational for five and two years, respectively.
 
 In the last financial year, your Company completed the stake sale of
 two assets. The transaction for Nirmal BOT Ltd, the annuity project in
 Telengana (erstwhile Andhra Pradesh) was completed in December 2015 and
 the sale of Dhule Palesner Tollway, the 89 km highway on NH3 connecting
 Agra and Mumbai, was consummated in October 2015.
 
 Farakka Raiganj Highway, the second and largest leg of NH-34
 development in West Bengal, achieved significant progress in the last
 fiscal year. The project is expected to be commissioned in the next few
 months while final completion is expected by the end of next fiscal
 year. The last leg of NH34, Raiganj Dalkhola, which has been delayed
 nearly 6 years due to delays in land acquisition, has seen significant
 improvement in availability of Right of Way (ROW), and your Company has
 approached the lenders consortium and NHAI for support in restarting
 the project. While the NHAI has acknowledged the sizeable cost
 increase, they remain reluctant on supporting the project with funds
 including additional grant. In the interest of all stakeholders and
 being prod by NHAI, the concessionaire has started basic earthworks,
 but full scale mobilization will depend on appropriate support from
 NHAI and lenders.
 
 Material defaults by NHAI, largely due to delayed handing over of land
 for all three NH-34 packages have resulted in the Concessionaire''s
 filing of a claim of Rs. 1,528 crore as damages. Of these the Company
 has started the arbitration proceedings for the Baharampore-Farakka and
 Farakka-Raiganj projects.  After muted growth due to the recent
 economic slowdown, the traffic growth on Baharampore-Farakka has been
 strong in the last financial year and NH-34 projects continue to be a
 substantial source of value creation for your Company.
 
 In the last financial year, ~1,600 km of highways were awarded on BOT
 basis. The Ministry of Road Transport and Highways (MoRTH) and NHAI
 have introduced a new Hybrid Annuity model for development of road
 assets on PPP mode. Your Company is evaluating bidding for select
 Hybrid Annuity projects, potentially in partnership with third parties.
 
 Status of Operational Assets: Baharampore Farakka Highway (NH-34)
 
 This is the first section of HCON''s Rs. 4,300 crore development of
 NH-34 (West Bengal) from Baharampore to Dalkhola. The project stretch
 is the arterial connectivity between North and South Bengal providing
 nearest access to Kolkata and Haldia ports for the north eastern states
 of India and neighbouring Bangladesh, Bhutan and Nepal. The traffic on
 NH34 comprises 85-90% commercial traffic, carrying a diversified mix of
 manufactured goods, sand, quarry stones, building materials, steel,
 jute, food grains and tea.
 
 The concession period for the project is 25 years, including a
 construction period of 30 months. The project is being implemented with
 an investment of Rs. 1,424 crore. The project achieved commercial
 operations in May 2014 for partial length of the highway while land was
 being acquired for the remaining portion. The total revenue for the
 last fiscal year was Rs. 112 crore, an increase of 37% over the
 previous financial year. The operations and maintenance is being
 managed by HOML.
 
 The Company has successfully implemented the 10x tolling for overloaded
 vehicles since August 2014 as per NHAI circular, to prevent the
 economic deterioration of the asset and to meet the increased costs due
 to overloading.
 
 The balance land for the Baharampore bypass was handed over in the
 second quarter of last fiscal. The completion of the project is delayed
 by 34 months as of March 2016, largely due to material defaults by NHAI
 in providing land on a timely basis. The Final Completion (FCOD) is
 expected to be completed after a delay of 56 months due to delayed
 handover of ROW, tardy design clearances for major bridges and
 structures, removal of various hindrances, utilities shifting, etc. The
 Concessionaire has filed Rs. 578 crore worth of claims from the NHAI
 for the damages suffered due to NHAI defaults. The Concessionaire will
 submit further claims for increased costs and arbitration proceedings
 are underway. The Company has filed the Statement of Claim before the
 arbitration tribunal.
 
 The Company has also achieved the sanctions from the lenders consortium
 for cost overrun in the last fiscal to complete the project in the
 absence of timely realization of claim from NHAI.
 
 Delhi Faridabad Elevated Expressway (NH-2) (dfskyway™)
 
 The Delhi Faridabad Elevated Expressway or dfskyway™, awarded in
 2008, is a six lane 4.4 km elevated highway connecting Delhi and
 Haryana at Badarpur, developed by HCON with an investment of nearly Rs.
 600 crore. The dfskyway™ reduced travel time by over 40 minutes
 through an extremely congested corridor that benefits residents and
 inter- state traffic alike.
 
 The project has a concession period of 20 years, including construction
 period of 2 years. In the last fiscal year the Company suffered a
 material impact due to a Supreme Court order for collecting
 Environmental Compensation Charge from commercial vehicles entering New
 Delhi (thereby discouraging their entry into the capital), resulting in
 a substantial dip of ~40% in commercial vehicles. It is clear that the
 Apex Court and the Delhi government are working hard to prevent
 commercial vehicles using Delhi as a thoroughfare (admittedly for good
 reason to check pollution), but which has unfortunately caused a
 devastating impact and potential political event by permanently
 curtailing revenues.
 
 The Company is evaluating several options with the lenders including
 restructuring options as per RBI guidelines and potential termination
 with NHAI due to
 
 Force Majeure event.
 
 In order to enhance the revenue on this project and reduce maintenance
 costs, the Company is also in the process of implementing 10x tolling
 for overloaded vehicles in accordance with NHAI Fee Rules.
 
 The Company has also submitted its proposal for deferment of premium
 payments to improve liquidity, as well as a comprehensive proposal for
 advertising along the project highway. The project is a signature
 project in Delhi having very high visibility and the Company is
 expecting significant revenues from the latter sources.
 
 Status of Assets under Construction:
 
 Farakka Raiganj Highway (NH-34)
 
 Farakka Raiganj is the middle and largest section of the 250 km
 development. This section is about 102 km in length and traverses
 through Farakka barrage, Kalia Chawk Bazaar and Malda city in Malda and
 North Dinjapur districts of West Bengal. It also passes through various
 small villages like Sujapur, Gazole, Stalkuri, Itahar and ends before
 Raiganj town. The concession period is 30 years, including a
 construction period of 30 months. The project is being implemented with
 an investment of Rs. 1,720 crore.
 
 A substantial stretch of roads and structures of this second and
 largest leg of NH-34 development has been completed and toll collection
 is expected to commence by Q1 of financial year 2017. In the last year,
 almost the entire land has been made available for construction after a
 substantial delay of ~4 yrs by NHAI. The Provisional Completion (PCOD)
 is estimated to be achieved 35 months after SFLD (Scheduled Four-laning
 Date) while Final Completion (FCOD) will be delayed by a total of 44
 months due to delayed handover of ROW, tardy design clearances for
 major bridges and structures, removal of various hindrances, utilities
 shifting, etc. As of June 30, 2015, the Concessionaire has filed Rs.
 681 crore of claims from the NHAI for the damages suffered due to NHAI
 defaults. The arbitration proceedings are underway and the Company has
 filed its Statement of Claim and Rejoinder to the Statement of Defense
 filed by the NHAI. The Concessionaire will submit further claims for
 increased costs beyond June 30, 2015.
 
 The Company has also achieved the sanctions from the lenders consortium
 for cost overrun in the last fiscal to complete the project in the
 absence of timely realization of claim from Authority.
 
 Raiganj Dalkhola Highway
 
 This is the smallest northern section of the NH-34 development which
 has suffered the worst delay of nearly 6 years due to non-acquisition
 of land. The project stretch starts at Raiganj (Km 398.000) and
 terminates at the town of Dalkhola (Km 452.750).
 
 The 50 km project stretch traverses through Raiganj and Dalkhola towns
 in North Dinjapur district of West Bengal. It also passes through
 various small villages like Soharai, Karandighi, Maheshbathna and ends
 at the intersection of NH31. The concession period is 30 years which
 includes a construction period of 30 months. The project cost has
 increased to Rs. 1,204 crore and progress is contingent on appropriate
 support from NHAI and Lenders.
 
 In the last 1.5 years, a significant portion of land has been made
 available for construction after a delay of nearly 6 years;
 Pre-construction activities such as clearing & grubbing and earthwork
 has started in the interest of all stakeholders.
 
 As of June 30, 2014, the Concessionaire has filed Rs. 269 crore worth
 of claims from the NHAI for the damages suffered due to NHAI defaults.
 The Concessionaire will submit further claims for increased costs
 beyond June 30, 2014. Since the realization of claim from the Authority
 is a lengthy process, the SPV meanwhile had approached its Lenders to
 assist in funding the large cost overrun and has received sanction from
 the lead bank for additional funding.  Once the financing arrangement
 is in place with adequate support from NHAI, the Company will start
 full-fledged construction work with an aim to complete within next 30
 months.
 
 iv) Steiner AG, Switzerland
 
 Steiner AG, one of the leading project developers, total and general
 contractors (TC/GC) in Switzerland, offers comprehensive services in
 the fields of new constructions, refurbishment and Real Estate
 Development.
 
 Your Company owns 100% stake in Steiner AG through HCC Mauritius
 Enterprises Limited and HCC Mauritius Investment Limited, wholly owned
 subsidiaries.
 
 As per IGAAP Accounting Standards, Steiner AG has registered a revenue
 of CHF 636.8 million (Rs. 4255.3 crore) compared to CHF 853.9 million
 (Rs. 5604.9 crore) in the previous year with a loss of CHF 0.98 million
 (Rs. 6.5 crore) compared to a net profit of CHF 1.7 million (Rs. 10.8
 crore) in the previous year. While as per Swiss GAAP Accounting
 Standards, Steiner AG has registered a revenue of CHF 649.7 million
 (Rs. 4341.8 crore) compared to CHF 854.1 million (Rs. 5605.8 crore) in
 the previous year with a net profit of CHF 1.9 million (Rs. 12.7 crore)
 compared to CHF 2.0 million (Rs. 13.1 crore) in the previous year.
 
 The Company secured fresh orders worth CHF 850 million (Rs. 5843.6
 crore). The order backlog was CHF 1.32 billion (Rs. 9074.8 crore) at
 the end of the year. In addition to this, the company has secured
 orders for more than CHF 700 million (Rs. 4812.4 crore), where the
 contracts are yet to be signed. The closing cash balance of the company
 was CHF 87.1 million (Rs. 598.7 crore)as per Swiss GAAP while as per
 IGAAP closing cash balance was CHF 85.4 million (Rs. 587.1 crore),
 reflecting the companys steady financial performance and strong
 liquidity position.
 
 Steiner India Ltd, 100% subsidiary of Steiner AG, had a revenue of Rs.
 75.5 crore and loss of Rs. 5.9 crore in FY 2015-16.
 
 v) Highbar Technologies Ltd
 
 Highbar Technologies Ltd (''Highbar''), a wholly owned subsidiary of your
 Company, is an Information Technology Company formed by your Company
 with the vision of providing end-to-end IT solutions to Infrastructure
 industry.
 
 In the financial year 2015-16, which is just the sixth year of
 operations, Highbar has been able to cross the total number of
 customers beyond 100. This has been achieved when Highbar''s primary
 customer segment, the infrastructure industry, is dealing with
 slowdown.
 
 Highbar is now providing SAP related services and IT infrastructure
 services across multiple sectors like Manufacturing, BPO,
 Agro-Chemicals in addition to Infrastructure, Real Estate, Retail,
 Telecom, Consumer Products, PEB (Pre-engineered Buildings), Iron &
 Steel etc. It has developed capabilities to successfully concurrently
 execute large sized projects. Highbar has already started expanding its
 reach in government sector by exploring opportunities with dedicated
 team working on it. This year Highbar''s services for Government sector
 made one of its prominent government customers go paperless.
 
 Apart from this, Highbar has been honoured with two prominent industry
 recognitions. First one is SAP Partner Awards in the category of ''Best
 Pre-sales Customer Engagements'' for effectively engaging customers
 through appropriate solutions across industries. Second one is
 ''ChannelWorld Premier 100 awards''. This award was given to the IT
 players for being agile and adapting rapidly to the changing technology
 and business landscape. Highbar has been recognised as one of the 100
 agile IT players.  This is the 2nd time that Highbar has been
 recognised with Premier 100 awards. Agility is one of Highbar''s nine
 brand drivers. With speed, agility and hunger for success. Highbar
 Technologies has already created a niche for itself in infrastructure
 and real estate industry by dominating ''IT for Infrastructure market''
 with 100 customers in a short span of 6 years.
 
 Highbar has grown its IT capabilities and the expertise in various
 areas including ERP (Enterprise Resource Planning), Business
 Intelligence and dashboards, cloud offerings through Highbar
 Cloud Connect, Employee Portals, CRM (Customer Relationship Management),
 DMS (Document Management System), BPC (Business Planning &
 Consolidation), Treasury Management, FLM (File Lifecycle Management).
 It has also ventured into new areas like SAP HANA, S/4 HANA, Simple
 Finance, SAP Fiori, Screen Persona, Mobility Solutions, e-procurement
 etc. The business has now established and is ready to expand in
 multiple industries and geographies like India, Middle East, Europe and
 Africa. Highbar''s first customer in Switzerland has already gone live
 on SAP system and started garnering benefits of SAP.
 
 Services provided by Highbar have gone much beyond SAP into process
 consulting and IT infrastructure support such as data-centre and
 networking. Solutions like Highbar RapidStart and Highbar RapidStart
 Analytics are based on templatised approach to ERP and Business
 Intelligence respectively and are intellectual properties (IP) assets
 of Highbar. Highbar remains as preferred partner for SAP implementation
 and re-implementation for the infrastructure industry.  Eleven numbers
 of Highbar''s implementations have now become global case studies,
 published on SAP''s website as reference cases.
 
 Highbar continues to support your Company''s group companies including
 your Company, HCC Infrastructure, HCC Real Estate, Lavasa and Steiner
 India across the IT value chain. Your Company''s SAP Customer Centre of
 Expertise (CCOE) was certified by SAP this year and benchmarked amongst
 top 1% out of 2,93,000 SAP customers globally. With a view to be at the
 forefront of IT, entire SAP systems at your Company viz. ERP, CRM, DMS
 etc were upgraded to the latest versions, thereby ensuring SAP support
 for at least the next ten years i.e. till 2025 along with access to new
 business functionalities which were hitherto not available. The
 underlying hardware, Operating systems and Database were also upgraded
 and is now scalable for SAP usage at much higher levels and at better
 speed. The drive undertaken for last few years to harness IT for
 bringing about operational efficiency and cost controls continues with
 the same vigour through further business process automations, process
 refinements and tighter controls supported by intelligent reporting and
 alert mechanisms.
 
 Highbar, the successful spin-off from your Company''s internal IT
 function, has established a proper scalable organization structure with
 all the functions in place to facilitate and sustain future growth. It
 is on the course towards accomplishing its vision of being ''the most
 preferred end-to-end IT solution provider'' for infrastructure industry.
 
 5.  Subsidiaries, Joint Ventures and Associate Companies
 
 During the year under review, the following changes have taken place
 with respect to subsidiaries, joint Ventures and Associate Companies:
 
 a) HCC Power Ltd (the wholly owned step-down subsidiary company) has
 incorporated HCC Energy Ltd, a wholly owned subsidiary company on
 August 11, 2015, making it a subsidiary of your Company from the date
 of its incorporation.
 
 b) Ecomotel Hotel Ltd (Associate Company) has become a subsidiary
 (step-down subsidiary Company) of your Company w.e.f. July 15, 2015.
 
 c) Apollo Lavasa Health Corporation Ltd (step-down subsidiary Company)
 and Starlit Resort Ltd (step- down subsidiary Company) have become an
 Associate Company w.e.f. November 16, 2015 and May 14, 2015
 respectively.
 
 d) HCC Concessions Ltd (the step-down subsidiary company) has
 transferred its 74% stake in Nirmal BOT Ltd on December 23, 2015;
 accordingly Nirmal BOT Ltd ceases to be a subsidiary of your Company
 w.e.f. December 23, 2015.
 
 e) HCC Concessions Ltd (the step-down subsidiary company) has
 transferred its equity stake in Dhule Palesner Tollway Ltd, a joint
 venture company on 29.10.2015; accordingly HCC ceases to hold any share
 in the said joint venture Company w.e.f.  from 29.10.2015.
 
 f) Sirrah Palace Hotels Ltd (step-down subsidiary Company) has ceased
 to be a subsidiary of your Company w.e.f. November 6, 2015.
 
 Subsidiary Companies
 
 1.  Western Securities Ltd
 
 2.  HCC Aviation Ltd
 
 3.  HCC Construction Ltd
 
 4.  Highbar Technologies Ltd
 
 5.  Highbar Technologies FZ LLC
 
 6.  HCC Mauritius Enterprises Limited
 
 7.  HCC Mauritius Investment Limited
 
 8.  Steiner AG (Formerly known as Karl Steiner AG)
 
 9.  Steiner Promotions et Participations SA
 
 10.  VM   ST AG
 
 11.  Eurohotel SA
 
 12.  Steiner (Deutschland) GmbH
 
 13.  Steiner Leman SAS
 
 14.  SNC Valleiry Route De Bloux
 
 15.  Steiner India Ltd
 
 16.  HCC Infrastructure Company Ltd
 
 17.  HCC Concessions Ltd (Formerly known as HCC Infrastructure Ltd)
 
 18.  Badarpur Faridabad Tollway Ltd
 
 19.  Baharampore - Farakka Highways Ltd
 
 20.  Farakka - Raiganj Highways Ltd
 
 21.  Raiganj - Dalkhola Highways Ltd
 
 22.  Dhule Palesner Operations & Maintenance Ltd
 
 23.  HCC Power Ltd
 
 24.  HCC Energy Ltd
 
 25.  HCC Operations & Maintenance Ltd
 
 26.  Narmada Bridge Tollway Ltd
 
 27.  HCC Real Estate Ltd
 
 28.  HRL Township Developers Ltd
 
 29.  HRL (Thane) Real Estate Ltd
 
 30.  Nashik Township Developers Ltd
 
 31.  Maan Township Developers Ltd
 
 32.  Charosa Wineries Ltd
 
 33.  Powai Real Estate Developers Ltd
 
 34.  HCC Realty Ltd
 
 35.  Pune-Paud Toll Road Company Ltd
 
 36.  Panchkutir Developers Ltd
 
 37.  Lavasa Corporation Ltd
 
 38.  Lavasa Hotel Ltd
 
 39.  Lakeshore Watersports Company Ltd
 
 40.  Dasve Convention Centre Ltd
 
 41.  Dasve Business Hotel Ltd
 
 42.  Dasve Hospitality Institutes Ltd
 
 43.  Lakeview Clubs Ltd
 
 44.  Dasve Retail Ltd
 
 45.  Full Spectrum Adventure Ltd
 
 46.  Spotless Laundry Services Ltd
 
 47.  Lavasa Bamboocrafts Ltd
 
 48.  Green Hill Residences Ltd
 
 49.  My City Technology Ltd
 
 50.  Reasonable Housing Ltd
 
 51.  Future City Multiservices SEZ Ltd
 
 52.  Rhapsody Commercial Space Ltd
 
 53.  Valley View Entertainment Ltd
 
 54.  Warasgaon Tourism Ltd
 
 55.  Our Home Service Apartments Ltd
 
 56.  Warasgaon Power Supply Ltd
 
 57.  Sahyadri City Management Ltd
 
 58.  Hill City Service Apartments Ltd
 
 59.  Kart Racers Ltd
 
 60.  Warasgaon Infrastructure Providers Ltd
 
 61.  Nature Lovers Retail Ltd
 
 62.  Osprey Hospitality Ltd
 
 63.  Warasgaon Valley Hotels Ltd
 
 64.  Rosebay Hotels Ltd
 
 65.  Mugaon Luxury Hotels Ltd
 
 66.  Warasgaon Assets Maintenance Ltd
 
 67.  Hill View Parking Services Ltd
 
 68.  Whistling Thrush Facilities Services Ltd
 
 69.  Verzon Hospitality Ltd
 
 70.  Ecomotel Hotel Limited Integrated Joint Ventures
 
 1.  HCC-L&T Purulia Joint Venture
 
 2.  HCC Samsung Joint Venture CC-34
 
 3.  Alpine Samsung HCC Joint Venture
 
 4.  Alpine HCC Joint Venture
 
 5.  Nathpa Jhakri Joint Venture
 
 6.   Kumagai -Skanska-HCC Itochu Group
 
 7.  ARGE Prime Tower, Zurich Associate Companies
 
 1.  Nirmal BOT Limited
 
 2.  Warasgoan Lake View Hotels Limited
 
 3.  Andromeda Hotels Limited
 
 4.  Knowledge Vistas Limited
 
 5.  Bona Sera Hotels Limited
 
 6.  Apollo Lavasa Health Corporation Ltd
 
 7.  Starlit Resort Ltd
 
 8.  Evostate AG
 
 9.  Projektentwicklungsges,
 
 Parking Kunstmuseum AG.
 
 10.  MCR Managing Corp. Real Estate AG
 
 The details as required under Rule 8 of the Companies (Accounts) Rules,
 2014 regarding the performance and financial position of each of the
 Subsidiaries, Associates and Joint Venture Companies of the Company
 forms part of the Consolidated Financial Statements of the Company for
 the financial year ended March 31, 2016.
 
 The Company has formulated a Policy for determining material
 subsidiaries, which is uploaded on the website of the Company i.e.
 www.hccindia.com and can be accessed at http://www.hccindia.com/pdf/
 HCC Policy for determining Material Subsidiaries.  pdf
 
 6.  Qualified Institutions Placement of Equity Shares (QIP) / Change in
 Share Capital
 
 During the year under review, your Company''s Authorised Share Capital
 has remained unchanged at Rs. 100,00,00,000 (Rupees One hundred crore)
 comprising 90,00,00,000 Equity Shares of Rs. 1 each and 1,00,00,000
 Redeemable Cumulative Preference Shares of Rs. 10 each.
 
 On April 10, 2015, your Company has issued and allotted 13,33,32,800
 Equity Shares of Rs. 1 each at an issue price of Rs. 30 per Equity
 Share (including premium of Rs. 29 per equity share) for an amount
 aggregating Rs. 399,99,84,000 to Qualified Institutional Buyers in
 accordance with Chapter VIII of SEBI (Issue of Capital and Disclosure
 Requirements) Regulations, 2009 and Section 42 of the Companies Act,
 2013 and the Rules made thereunder.
 
 Post the QIP Issue, the present paid up Equity Share Capital of the
 Company is Rs. 77,91,58,906 which comprises 77,91,58,906 Equity Shares
 of Rs. 1 each.
 
 7.  Public Deposits
 
 Your Company has not accepted any deposits from the public, or its
 employees during the year under review.
 
 8.  Particulars of Loans, Guarantees & Investments
 
 Particulars of Loans, Guarantees and Investments made during the year
 as required under the provisions of Section 186 of the Companies Act,
 2013 (Hereinafter The Act) are given in the notes to the Standalone
 Financial Statements.
 
 Also, pursuant to Schedule V of the Securities and Exchange Board of
 India (Listing Obligations and Disclosure Requirement) Regulations,
 2015, particulars of Loans/Advances given to Subsidiaries have been
 disclosed in the notes to the Standalone Financial Statements.
 
 9.  Employee Stock Option Scheme (ESOP)
 
 As on March 31, 2016, 16,54,630 stock options are outstanding, in
 aggregate, for exercise as per the exercise schedule and are
 exercisable at a price of Rs. 52.03 per stock option.
 
 Each option, when exercised, as per the exercise schedule, would
 entitle the holder to subscribe for one equity share of the Company of
 face value Rs. 1 each.
 
 During the year under review, no options got vested in the employees of
 the Company. 15,84,700 stock options got lapsed between April 1, 2015
 and March 31, 2016.
 
 The particulars with regard to the ESOPs as on March 31, 2016 as
 required to be disclosed pursuant to the provisions of Rule 12 (9) of
 the Companies (Share Capital and Debentures) Rules, 2014, are set out
 in Annexure I to this Report.
 
 10.  Consolidated Financial Statements
 
 In accordance with the Companies Act, 2013, Accounting Standard (AS) -
 21 on Consolidated Financial Statements read with AS - 23 on Accounting
 for Investments in Associates and AS - 27 on Financial Reporting of
 Interests in Joint Ventures and as prescribed by Regulation 33 of the
 Securities and Exchange Board of India (Listing Obligations and
 Disclosure Requirements) Regulations, 2015 (hereinafter referred to as
 SEBI Listing Regulations), the Audited Consolidated Financial
 Statements are provided in this Annual Report.
 
 Pursuant to Section 129(3) of the Companies Act, 2013, a statement
 containing the salient features of the financial statements of each of
 the subsidiary and joint venture in the prescribed form AOC-1 is
 annexed to the Annual Report.
 
 Pursuant to Section 136 of the Companies Act, 2013, the financial
 statements of the subsidiaries are kept for inspection by the
 shareholders at the Registered Office of the Company. The said
 financial statements of the subsidiaries are also available on the
 website of the Company www.hccindia.com under the Investors Section.
 
 11.  Corporate Governance
 
 The Company is committed to maintain the highest standards of Corporate
 Governance and adheres to the Corporate Governance requirements as
 stipulated by Securities and Exchange Board of India(SEBI).
 
 The report on Corporate Governance as prescribed in Schedule V (C) of
 the SEBI Listing Regulations forms an integral part of this Annual
 Report. The requisite certificate from the Auditors of the Company
 confirming compliance with the conditions of Corporate Governance
 alongwith a declaration signed by the Chairman & Managing Director
 stating that the members of the Board of Directors and Senior
 Management personnel have affirmed compliance with the respective codes
 of conduct of the Board of Directors and Senior Management is attached
 to the report on Corporate Governance.
 
 12.  Directors
 
 Mr. D. M. Popat, Director of the Company, who was liable to retire by
 rotation at the 89th Annual General Meeting of the Company held last
 year had expressed his intention not to seek re-election as a Director
 of the Company and accordingly had retired from his directorship on
 July 14, 2015.
 
 After a prolonged illness, Mr. Popat passed away on December 23, 2015.
 The Board of Directors has expressed its deep regret and offered
 condolences on the sad demise of Mr. Popat.
 
 Mr. Popat was a Senior partner at M/s Mulla & Mulla & Craigie Blunt &
 Caroe, Solicitors & Advocates since 1969 and was one of the most
 eminent solicitors of the country. He was associated with our Company
 for a very long time.
 
 The Board has also placed on record the invaluable contribution of Late
 Mr. D. M. Popat to the Board and the Company.
 
 The Board of Directors of the Company at its meeting held on May 2,
 2016 has appointed Mr. Rajgopal Nogja as the Group Chief Executive
 Officer (Group CEO) of the Company w.e.f. May 3, 2016.
 
 Pursuant to his appointment, Mr. Nogja has stepped down from the Board
 as Group COO & Whole-time Director w.e.f. May 2, 2016.
 
 The Board placed on record its appreciation for the valuable services
 rendered and contribution made by Mr. Rajgopal Nogja during his tenure
 as Whole-time Director (prior to his appointment as Group CEO) of the
 Company.
 
 Mr. N. R. Acharyulu was employed with our Company as Chief Business
 Development Officer and on conclusion of his contract period, the Board
 of Directors has appointed Mr. N. R. Acharyulu (DIN: 02010249) as an
 Additional Director on the Board of the Company in the category of
 Non-Executive Director, who is liable to retire by rotation, with
 effect from May 2, 2016, in accordance with Section 161 of the
 Companies Act, 2013 read with Article 88 of the Articles of Association
 of the Company.
 
 The Company has received a Notice under Section 160 of the Companies
 Act, 2013, from a member signifying an intention to propose Mr. N. R.
 Acharyulu as a candidate for the office of Director at the forthcoming
 Annual General Meeting.
 
 Brief Profile of the Director seeking appointment has been given in the
 Explanatory Statement to the Notice of the ensuing Annual General
 Meeting.
 
 The Company has received Form DIR-8 from all Directors pursuant to
 Section 164(2) and Rule 14(1) of Companies (Appointment and
 Qualification of Directors) Rules, 2014.
 
 The Independent Directors of the Company viz.,
 
 Mr. Rajas R, Doshi, Mr. Ram P. Gandhi, Mr. Sharad M.  Kulkarni, Mr.
 Anil C. Singhvi and Dr. Omkar Goswami have furnished necessary
 declarations to the Company under Section 149(7) of the Act, confirming
 that they meet with the criteria of Independence as prescribed for
 Independent Directors under Section 149(6) of the Act and Regulation
 16(b) of the SEBI Listing Regulations.
 
 13.  Key Managerial Personnel
 
 Following persons are the Key Managerial Personnel of the Company
 pursuant to Section 2(51) and Section 203 of the Act, read with the
 Rules framed thereunder:
 
 i) Mr. Ajit Gulabchand, Chairman and Managing Director
 
 ii) Mr. Rajgopal Nogja, Group Chief Executive Officer
 
 iii) Mr. Arun V. Karambelkar, President & CEO - E&C
 
 iv) Mr. Praveen Sood, Chief Financial Officer of the Company designated
 as Group CFO & EVP - HCC Group Office
 
 v) During the year under review, Mr. V. P. Kulkarni, resigned as
 Company Secretary with effect from July 30, 2015 and therefore he was a
 Key Managerial Personnel till July 30, 2015
 
 The Board placed on record its appreciation for the valuable services
 rendered and contribution made by Mr. Vithal P. Kulkarni during his
 long tenure as Company Secretary of the Company.
 
 vi) Mr. Sangameshwar Iyer was appointed by the Board of Directors, in
 place of Mr. V. P. Kulkarni, as the Company Secretary of the Company
 with effect from July 31, 2015 and thereby is designated as Key
 Managerial Personnel with effect from the said date.
 
 vii) Mr. Rajgopal Nogja was appointed by the Board of Directors of the
 Company at its meeting held on May 2, 2016, as the Group Chief
 Executive Officer (Group CEO) of the Company w.e.f. May 3, 2016.
 Pursuant to his appointment, Mr. Nogja has stepped down from the Board
 as Group COO & Whole-time Director w.e.f. May 2, 2016.
 
 Remuneration and other details of the said Key Managerial Personnel for
 the financial year ended March 31, 2016 are mentioned in the Extract of
 the Annual Return which is attached to the Board''s Report.
 
 14.  Board Committees
 
 The Board of Directors of your Company had already constituted various
 Committees and approved their terms of reference/role in compliance
 with the provisions of the Companies Act, 2013 and Listing Agreement
 (applicable uptil November 30, 2015)/ SEBI Listing Regulations
 (applicable from December 1, 2015) viz. Audit Committee, Nomination and
 Remuneration Committee, Stakeholders Relationship Committee and CSR
 Committee.
 
 During the financial year 2014-15, in accordance with the provisions of
 the erstwhile Clause 49 of the Listing Agreement, the Board had
 voluntarily constituted the Risk Management Committee.
 
 All decisions pertaining to the constitution of Committees, appointment
 of members and fixing of terms of reference / role of the Committees
 are taken by the Board of Directors.
 
 Details of the role and composition of these Committees, including the
 number of meetings held during the financial year and attendance at
 meetings, are provided in the Report on Corporate Governance in the
 Annual Report.
 
 15.  Meetings
 
 A calendar of Board Meetings, Annual General Meetings and Committee
 Meetings is prepared and circulated in advance to the Directors of your
 Company.
 
 The Board of Directors of your Company met 4 times during 2015-16. The
 meetings were held on April 30, 2015, July 30, 2015, October 29, 2015
 and January 28, 2016. The maximum time gap between any two consecutive
 meetings did not exceed one hundred and twenty days.
 
 16.  Familiarisation Programme of Independent Directors
 
 In compliance with the requirements of SEBI Listing Regulations, the
 Company has put in place a familiarization program for Independent
 Directors to familiarize them with their role, rights and
 responsibility as Directors, the operations of the Company, business
 overview etc.
 
 The details of the familiarization program are explained in the
 Corporate Governance Report and the same is also available on the
 website of the Company and can be accessed by web link
 http://www.hccindia.  com/pdf/familiarisation_program_for_independent_
 directors.pdf
 
 17.  Performance Evaluation
 
 Pursuant to the provisions of Section 134 (3) (p), 149(8) and Schedule
 IV of the Companies Act, 2013 and Regulation 17 of the SEBI Listing
 Regulations, Annual Performance Evaluation of the Directors as well as
 that of the Audit Committee, Nomination and Remuneration Committee and
 Stakeholders Relationship Committee has been carried out.
 
 The Performance Evaluation of the Independent Directors was carried out
 by the entire Board and the Performance Evaluation of the Chairman and
 Non-Independent Directors was carried out by the Independent Directors.
 
 18.  Independent Directors Meeting
 
 During the year under review, the Independent Directors of the Company
 met on March 29, 2016, inter-alia, to discuss:
 
 i) Evaluation of performance of Non-Independent Directors and the Board
 of Directors of the Company as a whole.
 
 ii) Evaluation of performance of the Chairman of the Company, taking
 into account the views of Executive and Non-Executive Directors.
 
 iii) Evaluation of the quality, content and timelines of flow of
 information between the Management and the Board that is necessary for
 the Board to effectively and reasonably perform its duties.
 
 19.  Criteria for selection of candidates for appointment as Directors,
 Key Managerial Personnel and Senior Management Personnel
 
 The Nomination and Remuneration Committee has laid down well-defined
 criteria for selection of candidates for appointment as Directors, Key
 Managerial Personnel and Senior Management Personnel in the Nomination
 and Remuneration Policy recommended by them and approved by the Board
 of Directors, which is attached to the Board''s Report as Annexure II.
 
 20.  Remuneration Policy for Directors, Key Managerial Personnel and
 Senior Management Employees
 
 The Nomination and Remuneration Committee has laid down the policy for
 remuneration of Directors, Key Managerial Personnel and Senior
 Management Personnel in the Nomination and Remuneration Policy
 recommended by it and approved by the Board of Directors, which is
 attached to the Board''s Report as Annexure II.
 
 21.  CSR Policy
 
 The brief outline of the Corporate Social Responsibility (CSR) Policy
 as recommended by the CSR Committee of the Directors and approved by
 the Board of Directors of the Company and the initiatives undertaken by
 the Company on CSR activities during the year are set out in Annexure
 IV of this report in the format prescribed in the Companies (Corporate
 Social Responsibility Policy) Rules, 2014. The CSR policy is attached
 to this Report as Annexure III and is available on the website of the
 Company i.e.  www.hccindia.com
 
 22.  Related Party Transactions
 
 All related party transactions entered during the year were in the
 ordinary course of business and on an arm''s length basis.
 
 The related party transactions attracting compliance under Section 177
 of the Companies Act, 2013 and / or erstwhile Clause 49 of the Listing
 Agreement / Regulation 23 of the SEBI Listing Regulations were placed
 before the Audit Committee for approval.
 
 There are no transactions to be reported in Form AOC-
 
 2 in terms of Section 134 of the Act read with Rule 8 of the Companies
 (Accounts) Rules, 2014.
 
 There were no related party transactions which were placed for prior
 omnibus approval of the Audit Committee.
 
 A statement of all related party transactions entered was presented
 before the Audit Committee on a quarterly basis, specifying the nature,
 value and any other related terms and conditions of the transactions.
 
 Further the details of the transactions with Related parties are
 provided in the Company''s financial statements in accordance with the
 Accounting Standards.
 
 The Related Party Transactions Policy as approved by the Board of
 Directors of the Company has been uploaded on the website of the
 Company at http:// www.hccindia.com/pdf/HCC_Policy_for_Related_
 Party_Transactions.pdf
 
 23.  Directors'' Responsibility Statement
 
 In accordance with the provisions of Section 134 (5) of the Companies
 Act, 2013, your Directors confirm that:
 
 a) in the preparation of the annual accounts, the applicable accounting
 standards have been followed along with proper explanation relating to
 material departures, if any.
 
 b) the selected accounting policies were applied consistently and the
 Directors made judgments and estimates that are reasonable and prudent
 so as to give a true and fair view of the state of affairs of the
 Company as at March 31, 2016 and of the profit of the Company for the
 year ended on that date.
 
 c) proper and sufficient care has been taken for the maintenance of
 adequate accounting records in accordance with the provisions of the
 Companies Act,2013 for safeguarding the assets of the Company and for
 preventing and detecting fraud and other irregularities.
 
 d) the annual accounts have been prepared on a going concern basis.
 
 e) the internal financial controls have been laid down to be followed
 by the Company and such controls are adequate and are generally
 operated effectively during the year.
 
 Internal financial control over carrying cost of investment in
 subsidiaries and recoverability of dues from subsidiaries, is covered
 under internal financial control.
 
 The management is of the view that diminution in the carrying cost of
 investment in subsidiaries, if any, is temporary in nature and
 recoverability of dues from subsidiaries are good. The view of the
 management is also supported by a third party expert report.
 
 However, in view of the uncertainties involved, your Auditors have
 given a qualified opinion in their report in this regard, without
 quantifying the impact. Other than this, your Auditors have opined that
 the Company has in, all material respects, maintained adequate internal
 financial controls over financial reporting (IFCoFR) and that they were
 operating effectively.
 
 This response by Directors is based on the management note given under
 Para 29 of this report.
 
 f) proper systems to ensure compliance with the provisions of all
 applicable laws have been devised and such systems are adequate and are
 operating effectively.
 
 24.  Industrial Relations
 
 The industrial relations continued to be generally peaceful and cordial
 during the year.
 
 25.  Transfer to Investor Education and Protection Fund (IEPF)
 
 Your Company has, during the year under review, transferred a sum of
 Rs. 11,95,382 to Investor Education and Protection Fund, in compliance
 with the provisions of Section 125 of the Companies Act, 2013. The said
 amount represents dividend for the year 2007-08 which remained
 unclaimed by the members of the Company for a period exceeding 7 years
 from its due date of payment.
 
 26.  Particulars of Employees and other additional information.
 
 Disclosures with respect to the remuneration of Directors and employees
 as required under Section 197 of Companies Act, 2013 and Rule 5 (1)
 Companies (Appointment and Remuneration of Managerial Personnel) Rules,
 2014 has been appended as Annexure V to this Report.
 
 The information as required under Rule 5 (2) of the Companies
 (Appointment and Remuneration of Managerial Personnel) Rules, 2014 will
 be provided upon request by any member of the Company. In terms of
 Section 136 (1) of the Companies Act, 2013, the Report and the Accounts
 are being sent to the members excluding the said Annexure. Any member
 interested in obtaining copy of the same may write to the Company
 Secretary at the Registered Office of the Company.
 
 27.  Conservation of Energy, Technology Absorption and Foreign Exchange
 Earnings and Outgo.
 
 The information relating to the Conservation of Energy, Technology
 Absorption and Foreign Exchange Earnings and Outgo as required to be
 disclosed under the Companies (Accounts) Rules, 2014, is given in
 Annexure VI forming part of this Report.
 
 28.  Statutory Auditors
 
 The Members of the Company had, at the 88th Annual General Meeting
 (AGM) held on June 20, 2014, approved the appointment of M/s Walker
 Chandiok & Co. LLP, Chartered Accountants, Mumbai, bearing Firm
 Registration No. 001076N as the Statutory Auditors of the Company, to
 hold office from the conclusion of that AGM until the conclusion of the
 6th AGM held thereafter (subject to ratification of the appointment by
 the Members at every AGM held after the above said AGM).
 
 Rule 3(7) of Companies (Audit and Auditors) Rules, 2014, states that
 appointment of the Auditor shall be subject to ratification by the
 members at every Annual General Meeting till the expiry of the term of
 the Auditor.
 
 At the 89th AGM held on July 14, 2015, the shareholders had ratified
 the appointment of M/s Walker Chandiok & Co. LLP, Chartered
 Accountants, Mumbai for the period covering their second year of
 appointment viz., from the conclusion of the last AGM held on July 14,
 2015 until the conclusion of the Annual General Meeting to be held in
 the financial year 2016-17.
 
 The said appointment of M/s Walker Chandiok & Co.  LLP, Chartered
 Accountants, Mumbai covering their third year of appointment viz, from
 the conclusion of the ensuing AGM in financial year 2016-17 until the
 conclusion of the next Annual General Meeting to the held in the
 financial year 2017-18, has to be ratified by Members at the
 forthcoming AGM and accordingly the said proposal is being placed for
 members'' ratification.
 
 As required under Section 139 of the Companies Act, 2013, the Company
 has obtained a written consent from the Auditors to such continued
 appointment and also a certificate from them to the effect that their
 appointment, if ratified, would be in accordance with the conditions
 prescribed under the Companies Act, 2013 and the Rules made thereunder,
 as may be applicable.
 
 29.  Statutory Auditors'' Remarks
 
 a.  Statutory Auditors Qualification:
 
 The Auditors'' Report to the Members on the Audited Financial Results of
 the Company for the financial year ended March 31, 2016 contains the
 following qualification(s):
 
 As stated in Note 32 to the Standalone financial statements, the
 Company''s long term investments as at March 31, 2016 include
 investments aggregating Rs. 474.37 crore in its subsidiaries, namely,
 HCC Real Estate Limited and Lavasa Corporation Limited; and the long
 term loans and advances, non-current assets and other current assets as
 on that date include dues from such subsidiaries aggregating Rs. 554.17
 crore, Rs. 32.51 crore and Rs. 13.35 crore, respectively, being
 considered good and recoverable by the management. However, these
 subsidiaries have accumulated operational losses and their net worth is
 fully/ substantially eroded as at March 31, 2016. Further, such
 subsidiaries are facing liquidity constraints due to which they may not
 be able to realize projections made as per their business plans. In the
 absence of sufficient appropriate evidence, we are unable to comment
 upon the carrying value of these investments and recoverability of the
 aforesaid dues and the consequential impact, if any, on the
 accompanying standalone financial statements.
 
 b.  Statutory Auditor''s Qualification on the Internal Financial
 Controls relating to the above matter
 
 The Auditors'' Report to the Members on the Internal Financial Controls
 over financial reporting (IFCoFR) with respect to the Audited Financial
 Results of the Company for the financial year ended March 31, 2016
 contains the following qualification(s):
 
 In our opinion, according to the information and explanations given to
 us and based on our audit procedures performed, the following material
 weakness has been identified in the adequacy and operating
 effectiveness of the Company''s internal financial controls over
 financial reporting as at March 31, 2016:
 
 The Company did not have appropriate internal financial controls over
 financial reporting in respect of its assessment of (a) ''other-than-
 temporary'' diminution in the carrying value of the Company''s long-term
 investments in its subsidiaries and (b) recoverability of long-term
 loans and advances, non-current assets and other current assets due
 from such subsidiaries. The inadequate supervisory and review controls
 over Company''s process in respect of its aforesaid assessment in
 accordance with the accounting principles generally accepted in India
 could potentially result in a material misstatement in the carrying
 value of investment in such subsidiaries and the aforesaid dues from
 such subsidiaries and consequently, also impact the profit after tax.
 
 In our opinion, except for the effects of the material weakness
 described above in the Basis for Qualified Opinion paragraph, the
 Company has, in all material respects, maintained adequate IFCoFR as at
 March 31, 2016, based on the internal control over financial reporting
 criteria established by the Company considering the essential
 components of internal control stated in the Guidance note and were
 operating effectively as at March 31, 2016.
 
 We have considered the material weakness identified and reported above
 in determining the nature, timing, and extent of audit tests applied in
 our audit of the March 31, 2016 standalone financial statements of the
 Company, and the material weakness has affected our opinion on the
 standalone financial statements of the Company and we have issued a
 qualified opinion on the standalone financial statements.
 
 Management Note
 
 The Company, as at March 31, 2016, has (i) an investment amounting to
 Rs. 474.36 crore (31 March 2015: Rs. 474.36 crore), long term loans and
 advances Rs. 443.96 crore (31 March 2015:
 
 Rs. 404.06 crore), other non-current assets Rs. 19.43 crore (31 March
 2015: Rs. 25.01 crore) and other current assets Rs. 5.07 crore (31
 March 2015: Rs. 3.43 crore) in HCC Real Estate Limited (HREL) which is
 holding 68.70% share in Lavasa Corporation Limited (LCL) and (ii) an
 investment amounting to Rs. 0.01 crore (March 31, 2015:
 
 Rs. 0.01 crore), long term loans and advances Rs. 110.21 crore (March
 31, 2015:Nil), other non- current assets Rs. 13.08 crore (March 31,
 2015:
 
 Rs. 14.30 crore) and other current assets Rs. 8.28 crore (31 March
 2015: Rs. 77.24 crore) in LCL.  While such entities have incurred
 losses during its initial years and consolidated net-worth of all these
 entities as at March 31, 2016 has been substantially/fully eroded, the
 underlying project in such entities are in the early stages of
 development and are expected to achieve adequate profitability on
 substantial completion and / or have current market value of certain
 properties which are in excess of the carrying values, hence net-worth
 of these subsidiaries does not represent its true market value.
 Therefore, the decline in the value of above investments is considered
 to be temporary in nature and the loans and advances, non-current
 assets and other current assets together with the interest thereon are
 good and recoverable.
 
 Based on the above, management believes that the Company''s internal
 financial control in respect of assessment of the carrying value of
 investment, recoverability of loans and advances, current and
 non-current assets in subsidiaries were operating effectively and there
 is no material weakness in such controls and procedures.
 
 30.  Secretarial Audit
 
 Secretarial Audit for the financial year 2015-16 was conducted by M/s
 BNP Associates, Company Secretaries in Practice in accordance with the
 provisions of Section 204 of the Companies Act, 2013.  The Secretarial
 Auditor''s Report is attached to this Report as Annexure VII. There are
 no qualifications or observations or remarks made by the Secretarial
 Auditor in his Report.
 
 31.  Cost Audit
 
 In compliance with the provisions of Section 148 of the Companies Act,
 2013, the Board of Directors of the Company at its meeting held on July
 30, 2015 had appointed M/s Joshi Apte & Associates, Cost Accountants as
 Cost Auditors of the Company for the financial year 2015-16. In terms
 of the provisions of Section 148(3) of the Companies Act, 2013 read
 with Rule 14(a)(ii) of The Companies (Audit and Auditors) Rules, 2014,
 the remuneration of the Cost Auditors has to be ratified by the
 members. Accordingly, necessary resolution is proposed at the ensuing
 AGM for ratification of the remuneration payable to the Cost Auditors
 for financial year 2015-16.
 
 32.  Risk Management
 
 Pursuant to the requirement of Section 134 (3)(n)of the Companies Act,
 2013, the Company has already in place a Risk Management Policy.
 
 The Company has a robust Business Risk Management (BRM) framework to
 identify and evaluate business risks and opportunities. This framework
 seeks to create transparency, minimise adverse impact on the business
 objectives and enhance your Company''s competitive advantage.
 
 The business risk framework defines the risk management approach across
 the enterprise at various levels including documentation and reporting.
 The framework has different risk models which help in identifying risks
 trend, exposure and potential impact analysis at a Company level.
 
 In accordance with the provisions of the erstwhile Clause 49 of the
 Listing Agreement, during the financial year 2014-15, the Board had
 voluntarily constituted the Risk Management Committee.
 
 33.  Internal Control Systems and their adequacy
 
 The Company has Internal Control Systems, commensurate with the size,
 scale and complexity of its operations. The Internal Audit Department
 monitors and evaluates the efficacy and adequacy of internal control
 systems in the Company, its compliance with operating systems,
 accounting procedures and policies within the Company. Based on the
 report of internal audit function, process owners undertake corrective
 action in their respective areas and thereby strengthen the controls.
 Significant observations and corrective actions thereon are presented
 to the Audit Committee from time to time.
 
 34.  Internal Financial Controls and their adequacy
 
 The Company has in place adequate internal financial controls
 commensurate with the size, scale and complexity of its operations. The
 Company has policies and procedures in place for ensuring proper and
 efficient conduct of its business, the safeguarding of its assets, the
 prevention and detection of frauds and errors, the accuracy and
 completeness of the accounting records and the timely preparation of
 reliable financial information. The Company has adopted accounting
 policies, which are in line with the Accounting Standards and the
 Companies Act 2013.
 
 35.  Vigil Mechanism Policy
 
 The Company has a vigil mechanism policy to deal with instances of
 fraud and mismanagement, if any.  The vigil mechanism policy is
 uploaded on the website of the Company at www.hccindia.com
 
 36.  Sexual Harassment
 
 HCC has always believed in providing a conducive work environment
 devoid of discrimination and harassment including sexual harassment.
 HCC has a well formulated Policy on Prevention & Redress of Sexual
 Harassment. The objective of the policy is to prohibit, prevent and
 address issues of sexual harassment at the workplace. This policy has
 striven to prescribe a code of conduct for the employees and all
 employees have access to the Policy document and are required to
 strictly abide by it. The policy covers all employees, irrespective of
 their nature of employment and also applicable in respect of all
 allegations of sexual harassment made by an outsider against an
 employee.
 
 During the year 2015-16, one case of Sexual Harassment was reported
 which was investigated by a committee (including an external member) as
 defined under the Policy of Prevention & Redress of Sexual Harassment
 and appropriate action was taken in the said case.
 
 37.  Reporting of Frauds:
 
 There have been no instances of fraud reported by the Statutory
 Auditors under Section 143(12) of the Act and Rules framed thereunder
 either to the Company or to the Central Government.
 
 38.  Significant and Material Orders passed by the Regulators/Courts,
 if any
 
 There are no significant or material orders passed by the Regulators or
 Courts or Tribunals which would impact the going concern status of your
 Company and its future operations.
 
 39.  Material changes & commitment if any, affecting financial position
 of the Company from the end of financial year till the date of the
 report.
 
 There have been no material changes and commitments, if any, affecting
 the financial position of the Company which have occurred between the
 end of the financial year of the Company to which the Financial
 Statements relate and the date of this Report.
 
 40.  Extract of Annual Return
 
 The details forming part of the extract of Annual Return in prescribed
 Form MGT 9 is annexed hereto as Annexure VIII and forms the part of
 this Report.
 
 41.  Acknowledgements
 
 Your Directors would like to acknowledge and place on record their
 sincere appreciation to all Stakeholders Clients, Financial
 Institutions, Banks, Central and State Governments, the Company''s
 valued Investors and all other business partners for their continued
 co-operation and excellent support received during the year.
 
 Your Directors recognize and appreciate the efforts and hard work of
 all the employees of the Company and their continued contribution to
 its progress.
 
                            For and on behalf of Board of Directors,
 
                                                     AJIT GULABCHAND
 
                                        Chairman & Managing Director
 
 
 
 Registered Office:
 
 Hincon House, 11th Floor,
 
 247Park, Lal Bahadur Shastri Marg
 
 Vikhroli (West)
 
 Mumbai 400 083
 
 Place: Mumbai
 
 Date: June 3, 2016
Source : Dion Global Solutions Limited
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