SENSEX NIFTY
Jaiprakash Associates Directors Report, Jaiprakash Asso Reports by Directors
YOU ARE HERE > MONEYCONTROL > MARKETS > INFRASTRUCTURE - GENERAL > DIRECTORS REPORT - Jaiprakash Associates

Jaiprakash Associates

BSE: 532532|NSE: JPASSOCIAT|ISIN: INE455F01025|SECTOR: Infrastructure - General
SET ALERT
|
ADD TO PORTFOLIO
|
WATCHLIST
LIVE
BSE
Dec 09, 16:00
7.87
-0.01 (-0.13%)
VOLUME 1,801,980
LIVE
NSE
Dec 09, 15:56
7.90
0
VOLUME 6,502,584
Download Annual Report PDF Format 2015 | 2014 | 2013 | 2012 | 2011 | 2010
Directors Report Year End : Mar '16    « Mar 15

The Directors submit their report for the Financial Year ended 31st
March, 2015.

1.0 WORKING RESULTS

The working results of the Company for the year under report are as
under:-

(Rs,in Crores)

Financial year ended 31.03.2015 31.03.2014

Gross Revenue 11,185.73 13,327.02

Profit before Interest,
Depreciation & Tax 2,553.74 3,865.77

Less: Finance Costs 3,436.84 2,752.07

Less : Depreciation 948.89 773.55

Profit before Tax (1,831.99) 340.15

Less : Provision for Tax

- Current Tax - 44.72

- Deferred Tax (553.25) (118.46)

Total (553.25) 73.74

Profit after Tax (1,278.74) 413.89

Add : Profit brought
forward from 4,961.12 4,260.46

Previous Year

Profit available for
appropriation 3,682.38 4,674.35

Add :

- Provision for Dividend
Distribution Tax - 18.00
written -back

- Final Dividend Trans-
ferred from Trusts - 9.47
(in which Company is
sole beneficiary)

- Transfer from
Debenture Redemption 155.40 259.30

Reserve

Total addition 155.40 286.77

Balance carried to Balance Sheet 3,837.78 4,961.12

Basic Earnings Per Share
[Face value Rs. 2 (5.39) 1.87

per share] in Rupees

Diluted Earnings Per Share (5.10) 1.94

[Face value Rs, 2 per Share] in Rupees

The finance cost aggregating Rs, 3,436.84 crores and high provision for
depreciation aggregating Rs, 948.89 crores had been two major factors
leading to the deteriorating operating results of the Company during
the year under report.

In line with its publically stated policy, your Company remains focused
and committed on reduction of debt through sale of some of its assets,
to deleverage its Balance Sheet and enhance shareholders' value.

The details of steps taken by the Company/its subsidiaries in this
regard are given below. The Restructuring Committee which includes
three of the Independent Directors on the Board continues to consider
various options to achieve the aforesaid objectives.

Disinvestment Initiatives

a. Sale of Cement Plants in Gujarat by JCCL

Cement Plants in Gujarat with a capacity of 4.80 MTPA have been
demerged by Jaypee Cement Corporation Limited (JCCL), a wholly owned
subsidiary of the Company through a Scheme of Arrangement to UltraTech
Cement Limited, a company of Aditya Birla Group, at an enterprise value
of Rs, 3,800 Crores besides the actual net working Capital. The said
process was consummated on 12th June 2014.

b. Sale of stake in Bokaro Jaypee Cement Limited

Further, the Company signed an agreement on 24th March 2014 with Dalmia
Cement (Bharat) Ltd. for sale of its entire 74% stake (9,89,01,000
equity shares owned by it) in Bokaro Jaypee Cement Limited, a Joint
Venture between the Company (JAL) and Steel Authority of India Limited
(SAIL), having a Plant with operating capacity of 2.10 MTPA, at a
consideration of Rs, 69.74 per share (against its cost of Rs, 18.57 per
share). The said transfer was consummated on 29th November 2014 with
the receipt of consideration of Rs, 667.57 Crore & transfer of the said
shares to Shri Rangam Securities & Holdings Limited, an
associate/affiliate of Dalmia Cement (Bharat) Limited.

c. Sale of Cement Grinding Unit at Panipat, Haryana,

Pursuant to approval of Board of Directors on 25th August 2014, the
Company signed a Business Transaction Agreement with Shree Cement
Limited, for sale of Company's 1.5 MTPA Cement Grinding Unit in
Panipat, Haryana for a total consideration of Rs, 360 Crores approx.,
subject to adjustment for net working capital & Financial Indebtedness
taken over. The Transaction has been consummated at Rs, 358.22 Crores
on April 27, 2015 and will get reflected in the financial results for
the current year.

d. Sale of Cement Plants at Bela & Sidhi, M.P.

Pursuant to the approval given by Board of Directors on 23rd January
2015, the Company signed an Implementation Agreement with UltraTech
Cement Limited for transfer as slump exchange, of following:

Integrated Cement plant with clinker capacity of 2.1 MTPA & Cement
Grinding Capacity of 2.6 MTPA at Bela, M.P along with CPP of 25 MW;

Integrated Cement plant with clinker capacity of 3.1 MTPA & Cement
Grinding Capacity of 2.3 MTPA at Sidhi, M.P along with CPP of 155 MW;
for an enterprise value of Rs, 5,325 Crore, the said transfer is under
process.

e. Sale of Baspa-II & Karcham Wangtoo HEP by JPVL

Jaiprakash Power Ventures Limited (JPVL) signed an agreement with JSW
Energy Limited for sale of Baspa-II and Karcham Wangtoo Hydro Power
Plants. Pursuant to Order of Hon'ble High Court of Himachal Pradesh at
Shimla dated June 25, 2015, the said plants have been hived off on
September 8, 2015 by way of sale of entire shareholding in Himachal
Baspa Power Company Limited (a subsidiary of JPVL), at a value of
Rs.9700 Crores (excluding minor adjustment for working capital etc.).
The transaction has been consummated.

f. Sale of wind Power plants of 49 MW

Your Company on September 30, 2015 has agreed to hive off the entire 49
MW capacity of wind power plants being operated out of which 40.25 MW
was in Maharashtra (i.e 16.25 MW at Dhule & 32.75 MW at Sangli) and
8.75 MW in Gujarat (all at Kutch), on a slump sale basis. The
transaction has since been consummated and will get reflected in the
financial results of the current year.

Amalgamation of subsidiary company, Jaypee Sports International
Limited, into the Company:

Pursuant to Order dated 14th September 2015 of Hon'ble High Court of
Judicature at Allahabad, Jaypee Sports International Limited (JSIL) a
wholly owned subsidiary of your Company got merged into JAL. The said
Order/Scheme has become effective on 16th October 2015 i.e. the date
when it has been filed with the Registrar of Companies, U.P., the
Appointed Date of amalgamation being 1st April, 2014.

By virtue of the said amalgamation, all assets, liabilities, rights,
privileges, powers, authorities and obligations of the said JSIL have
become the assets, liabilities, rights, privileges, powers, authorities
and obligations of the Jaiprakash Associates Limited from the appointed
date, i.e. 1st April, 2014. As such the results of JSIL stand merged in
these financial statements of the Company.

2.0 DIVIDEND

Keeping in view the losses during the year and the need to conserve the
resources of the Company, the Board has decided not to recommend any
dividend for the financial year 2014-15.

3.0 CHANGES IN SHARE CAPITAL

The Paid up Share Capital of the Company on 1st April 2014 stood at Rs,
4,438,167,118 divided into 2,219,083,559 Equity Shares of Rs, 2 each.

During the year under report, the Company issued and allotted
213,373,416 Equity shares of Rs, 2 each under the Qualified
Institutions Placement issue on 10th July 2014 @ Rs, 70.27 per share
(including premium of Rs, 68.27 per equity share) to Qualified
Institutional Buyers.

Thus as on 31st March 2015, the paid-up Equity Share Capital of the
Company stood increased to Rs, 4,864,913,950 divided into 2,432,456,975
Equity Shares of Rs, 2/- each.

The Authorized Share Capital has increased from Rs, 2500 crore to Rs,
3500 crore pursuant to Scheme of Amalgamation of wholly owned
subsidiary, Jaypee Sports International Limited, into the Company from
01.04.2014.

4.0 FOREIGN CURRENCY CONVERTIBLE BONDS (FCCBs)

The Company presently has only one series of outstanding FCCBs i.e.
FCCB-IV issued on 7th September 2012 (total size USD 150 million) due
date 8th September 2017 with an outstanding size of USD 110.40 million.

The particulars about conversion, outstanding amount, coupon, listing
etc. of all past and present FCCBs are detailed in para 33 of the
Corporate Governance Report forming part of this Report.

5.0 EMPLOYEE STOCK PURCHASE SCHEME

As the Members are aware, Jaypee Group ESPS, 2009 Trust was created
in 2009 for administering the Stock Purchase Scheme of the Company
namely Jaypee Employee Stock Purchase Scheme, 2009 for the ultimate
benefit of the employees (including Directors) of the Company and its
subsidiaries.

In terms of the Scheme, the Company issued and allotted 1.25 Crores
Equity Shares of Rs, 2 each @ Rs, 60 per share (including premium ofRs,
58 per share) to the said Trust on 14th December 2009. The said Trust
was also allotted 62,50,000 Equity Shares as Bonus Shares on its
holding, in terms of the Bonus Issue made by the Company on 19th
December 2009.

Since inception, the 'Jaypee Group ESPS, 2009 Trust' has allocated/
transferred Equity Shares to the eligible persons under the scheme, as
under:

Particulars No. of No. of original No. of Total no.
Eligible Shares Bonus of shares
Persons (excluding Shares (including
Bonus) Bonus)

Total Shares 12,500,000 6,250,000 18,750,000
available
under ESPS
Scheme

Transferred/ 8,032 11,263,706 5,631,852 16,895,558
allocated
during
2010-11

Transferred/ 4 3550 1775 5,325
allocated
during
2011-12

Transferred/ - - - -
allocated
during
2012-13,
2013-14 &
2014-15

Balance
shares as 1,232,744 616,373 1,849,117
on 31.03.2015

During 2014-15, no further shares were allocated/ transferred by the
Trust.

Thus, a balance of 1,849,117 Equity Shares (including bonus shares) are
still lying with the Trust for transfer to the eligible persons in due
course.

It is confirmed that:

there is no employee who has been issued shares in any year amounting
to 5% or more shares issued during that year; and there is no employee
who is entitled to shares under the Scheme equal to or exceeding 1% of
the issued capital of the Company.


6.0 OPERATIONS

6.1 ENGINEERING DIVISION

6.1.1 Prequalification's / Bids Under submission

During the year, your Company submitted prequalification applications
for the following Works:

(i) Execution of Civil, Hydro-Mechanical and Electro-Mechanical Works
of 390MW Kirthai-I Hydroelectric Project in Jammu & Kashmir. The
application has been submitted by the Consortium, with JAL as lead
member.

(ii) Construction of Head Race Tunnels (from RD 1780 onwards), Adit 2,
Surge Shafts, Pressure Shafts, Underground Power House, Transformers
Hall, Tail Race Tunnels and Pothead Yard etc. [Teesta-IV : LOT-2] of
520 MW Teesta Hydroelectric Project (Stage-IV) in the District North
Sikkim in the State of Sikkim.

(iii) Civil Structure and Track Work between Sahnewal Station and
Pilkhani Station (Approx. 175 Km route of Single Line) (Contract
Package 301) of Eastern Dedicated Freight Corridor Project.

(iv) Civil Structure and Track Work between Dadri Station and Khurja
Station (Approx. 46 Km route of Double Line) (Contract Package 302) of
Eastern Dedicated Freight Corridor Project.

(v) Construction of Dam, Intake and Underground Power House of 300 MW
Lakhwar Multi- Purpose Project in Uttarakhand.

(vi) Expression of Interest for Selection of Strategic Joint Venture
Partner by Druk Green Power Corporation Ltd. for the establishment of a
Hydropower Construction Company for executing works in Bhutan.

(vii) Expression of Interest for Selection of consortium partner of
Multipurpose Dam Projects in the Republic of Kenya

6.1.2 The Company has submitted Bid for the following Works:

(i) Execution of Civil and Hydro-Mechanical Works on EPC basis, of 118
MW Nikachhu Hydropower Project in Bhutan

(ii) Construction of Dindi Balancing Reservoir of SLBC Tunnel Scheme
across Dindi river near Mothia Thanda of Teldevarapalli (V), Chandampet
(M), Nalgonda District. in Andhra Pradesh.

However, the Company has not been the lowest bidder for the contract.

6.1.3 Your Company has been prequalified to participate in the tenders/
bids for the following works:

(i) Construction of Civil Works for Dam, River Diversion, Intake,
Adit-1, HRT up to RD 9500m including Pranmati Nallah Crossing and
Diversion Tunnel Gates (PACKAGE-I) of 252 MW Devasari Hydroelectric
Project, District Chamoli, Uttarakhand.

(ii) Construction of Civil Works of Adits-2, 3 & 4, HRT from RD 9500m
to RD 17906m, Pressure Shaft, Penstocks, Surge Shaft, Valve House,
Power House Complex and Tail Race Tunnel (PACKAGE-II) of 252 MW
Devasari Hydroelectric Project, District Chamoli, Uttarakhand.

(iii) Execution of Civil, Hydro-Mechanical and Electro-mechanical Works
on EPC basis, of 240 MW Kutehr Hydroelectric Project in Himachal
Pradesh. For this project the Company has been the lowest bidder.

6.1.4 Works in Progress

The Company is presently executing the works of the projects listed
below and the status of works is given below:


Sl. Name of Work/Project
No under execution Location of Contract Price
Work/ Project (Base Value)
(Rs, in crores)


Works pertaining to

1. Sardar Sarovar
(Narmada) Project Gujarat 624
(Revised)

2. Baglihar II HEP Jammu & 556
Kashmir (Revised

3. Turnkey construction of
Srisailam Left Bank Canal Telangana 1,925
Tunnel Scheme including
Head Regulator etc. of
State Tunnels Alimineti
Madhava Reddy Project

4. Ganga Expressway (Eight
lane, 1,047 km long) Uttar Pradesh 30,000
connecting Greater Noida
& Ballia and related
Project activities

5. Widening and face-lifting
of Vrindavan Parikrama Uttar Pradesh 32
Marg and construction of
Kesi Ghat Bridge on Bridge
Vrindavan Parikrama Marg

6. Construction of Diversion
Tunnel, Dam, Intake and Bhutan 1,224
Desilting Arrangement
including Hydro-mechanical
Works and Highway Tunnel
(Contract Package C-1) of
Punatsanchhu - II
Hydroelectric Project,

7. Construction of Head Race
Tunnel (from Surge Shaft Bhutan 856
end), Surge Shaft,
Butterfly Valve Chamber,
Pressure Shafts, Power
House and Tail Race Tunnel
including Hydro-Mechanical
Works (Contract Package
C-3) of Punatsanchhu - II
Hydroelectric Project.

8. Construction of Diversion
Tunnel, Dam, Spillway Bhutan 597
& Coffer Dams, Intake
Structure, Intake Tunnels,
Branch HRT, Silt Flushing
Tunnels, Vertical Shaft and
2 nos. Desilting Chambers
(Contract Package-C-1) of
Mangdechhu Hydroelectric
Project.

9 Construction of Surge Shaft,
2 nos. Pressure Shafts, Bhutan 316
Bifurcation Pressure Shafts,
Cable cum Ventilation
Tunnel, Underground Power
House & Transformer
Caverns including Bus Duct,
Pothead Yard, TRT,
Branch Tunnel & Outlet
Portals for TRT (Contract
Package- C-3) of Mangdechhu
Hydroelectric Project;
and Construction of part
HRT and Adit-5

10. Refurbishing and Restoring
the Radial Gates and Gujarat 39
its appurtenant parts for
Sardar Sarovar (Narmada)
Project


Projects being Executed by
Jaiprakash - Gayatri Joint
Venture

1. Polavaram Project Right
Main Canal Package - 4 Andhra 301

2. Veligonda Feeder and
Teegaleru Canal Project-2 Andhra 343
Pradesh

3. Rajiv Sagar Lift Irrigation
Project (Dummugudem) Andhra 282
Pradesh

4. GNSS Main Canal from km.
119.000 to km 141.350 Andhra 112
including Construction of
CM & CD works Pradesh

Total 37,256

Sl. Name of Work/Project Nature of Value of work
No under execution work/project Completed
( excluding
escalation and
extra items)as
on 31.03.2015
(Rs, in crores)

Works pertaining to

1. Sardar Sarovar Power 532
(Narmada) Project Generation
(1200 MW)

2. Baglihar II HEP Power 511
Generation
(450 MW)

3. Turnkey construction of IRRIGATION 1,202
Srisailam Left Bank Canal Tunnels
Tunnel Scheme including
Head Regulator etc. of
State Tunnels Alimineti
Madhava Reddy Project

4. Ganga Expressway (Eight Expressway -
lane, 1,047 km long) Project
connecting Greater Noida
& Ballia and related
Project activities

5. Widening and face-lifting Road and 18
of Vrindavan Parikrama Bridge
Marg and construction of Works
Kesi Ghat Bridge on Bridge
Vrindavan Parikrama Marg

6. Construction of Diversion Power 717
Tunnel, Dam, Intake and Generation
Desilting Arrangement (1020MW)
including Hydro-mechanical
Works and Highway Tunnel
(Contract Package C-1) of
Punatsanchhu - II
Hydroelectric Project,

7. Construction of Head Race Power 280
Tunnel (from Surge Shaft Generation
end), Surge Shaft, (720MW)
Butterfly Valve Chamber,
Pressure Shafts, Power
House and Tail Race Tunnel
including Hydro-Mechanical
Works (Contract Package
C-3) of Punatsanchhu - II
Hydroelectric Project.

8. Construction of Diversion Power 225
Tunnel, Dam, Spillway Generation
& Coffer Dams, Intake (720MW)
Structure, Intake Tunnels,
Branch HRT, Silt Flushing
Tunnels, Vertical Shaft and
2 nos. Desilting Chambers
(Contract Package-C-1) of
Mangdechhu Hydroelectric
Project.

9 Construction of Surge Shaft, Power 174
2 nos. Pressure Shafts, Generation
Bifurcation Pressure Shafts, (720 MW)
Cable cum Ventilation
Tunnel, Underground Power 13
House & Transformer
Caverns including Bus Duct,
Pothead Yard, TRT,
Branch Tunnel & Outlet
Portals for TRT (Contract
Package- C-3) of Mangdechhu
Hydroelectric Project;
and Construction of part
HRT and Adit-5

10. Refurbishing and Restoring Power 11
the Radial Gates and Generation
its appurtenant parts for (1200MW)
Sardar Sarovar (Narmada)
Project


Projects being Executed by
Jaiprakash - Gayatri Joint
Venture

1. Polavaram Project Right Irrigation 200
Main Canal Package - 4 Canel

2. Veligonda Feeder and Irrigation 246
Teegaleru Canal Project-2 Canel

3. Rajiv Sagar Lift Irrigation Lift 227
Project (Dummugudem) Irrigation
Project


4. GNSS Main Canal from km. Irreigation -
119.000 to km 141.350 Canel
including Construction of
CM & CD works

Total 3,390 MW 4,356

The progress of on-going works is satisfactory except for project at S.
No. 4 due to non-availability of Environmental clearance.

In September 2015, your Company has been awarded the contract for
development of Six Lane Eastern Peripheral Expressway (NH No. NE II) in
the State of Uttar Pradesh - Package III from Km 46.500 to Km 71.000
on EPC mode Project from NHAI at a contract price of X 747 crores.


6.2 CEMENT DIVISION

6.2.1 Operations

The production and sale of Cement/ Clinker during the year, as compared
to the previous year, is as under:-

2014-15 2013-14
(MT) (MT)

Cement
12,778,182 12,870,840
Production (MT)

Clinker 10,441,570 10,157,991
Production (MT)

Cement and Clinker
Sale (MT)(including 13,879,978 14,014,577
Self-Consumption)

The Cement manufacturing capacity of the Group as a whole is 31.65 MTPA
(including 3.86 MTPA under implementation).

Plants in West Zone with a capacity of 4.80 MTPA have been hived off by
Jaypee Cement Corporation Limited (JCCL), a wholly owned subsidiary of
the Company through a Scheme of Arrangement to UltraTech Cement
Limited, a company of Aditya Birla Group in June 2014. Company's stake
(74%) in Bokaro Jaypee Cement Limited, a Joint Venture between the
Company (JAL) and Steel Authority of India Limited (SAIL), having a
Plant with operating capacity of 2.10 MTPA has also been sold to Shri
Rangam Securities Limited, an associate/ affiliate of Dalmia Cement
(Bharat) Limited in November 2014.

Further Jaypee Panipat Cement Grinding unit in Haryana with a capacity
of 1.50 MTPA has been hived off to Shree Cement Limited on 27.04.2015.
Jaypee Bela Plant & Jaypee Sidhi Cement Plant in Madhya Pradesh with a
capacity of 4.90 MTPA are under the process of hive off to UltraTech
Cement Limited. .

Zone-wise operating capacity of Cement and Captive Power Plants in the
Cement Division of the Company as on 31.03.2015 are as under:-

Jaiprakash Associates Limited-

ZONE OPERATING CAPACITY TOTAL CAPTIVE
CEMENT UNDER CAPACITY THERMAL
CAPACITY IMPLE- POWER
MENTATION

MTPA MTPA MTPA MW

CENTRAL ZONE
(Jaypee Rewa
Plant, Jaypee
Bela Plant,
Jaypee Cement
Blending 9.25 - 9.25 244*
Unit, Jaypee
Ayodhya
Grinding
Operations,
Jaypee Sidhi
Cement Plant)

UP ZONE
(Dalla Cement
Factory,
Chunar Cement
Factory,
Jaypee 4.00 - 4.00 244*
Sikandrabad
Cement Grinding
Unit, Jaypee
Cement Ind.
Complex)

NORTH ZONE
(Jaypee
Himachal
Cement Plant,
Jaypee Bagheri
Cement Grinding
Unit, Jaypee 6.20 - 6.20 -
Panipat Cement
Grinding Unit,
Jaypee Roorkee
Cement Grinding
Unit)

TOTAL 19.45* - 19.45 488

* Includes 60 MW capacity at Sidhi and 120 MW at Churk under
implementation.

Jaypee Power Ventures Limited -

ZONE OPERATING CAPACITY TOTAL CAPTIVE
CEMENT UNDER CAPACITY THERMAL
CAPACITY IMPLE- POWER
MENTATION

MTPA MTPA MTPA MW

Jaypee Nigrie
Cement - 2.00 2.00 -
Grinding
Unit

Bhilai Jaypee Cement Limited -

ZONE OPERATING CAPACITY TOTAL CAPTIVE
CEMENT UNDER CAPACITY THERMAL
CAPACITY IMPLE- POWER
MENTATION

MTPA MTPA MTPA MW

Bhilai Jaypee 2.20 - 2.20 -
Cement Limited

Jaypee Cement Corporation Limited -

ZONE OPERATING CAPACITY TOTAL CAPTIVE
CEMENT UNDER CAPACITY THERMAL
CAPACITY IMPLE- POWER
MENTATION

MTPA MTPA MTPA MW

SOUTH ZONE 6.14 1.86* 8.00 120**
(Jaypee Balaji
Cement Plant,
Jaypee Shahbad
Cement Project)

GRAND TOTAL 27.79 3.86 31.65 608
(JAL INCL
JPVL, JVs
& JCCL)

Jaypee Shahbad cement Plant successfully commenced production for 1.14
MnTPA on 30.03.2015.


* 1.86 MTPA capacity at Jaypee Shahabad Cement Project under
implementation.

** Includes 25 MW capacity at Jaypee Balaji Cement Plant and 60 MW at
Jaypee Shahabad Cement Project under implementation.

The Company has commenced operation of 60MW CPP at Jaypee Churk
Industrial Complex, Churk, Uttar Pradesh, at the end of March 2015.

During the financial year 2014-15, Productivity Indices of the
operating units of JAL (except JCCL & JV) were as under:

Sl Indices Lime stone Raw meal Clinker
No. Crushing Grinding Production
UNIT (MT) (MT) (MT)

1 Jaypee Rewa
Plant, Rewa 35,08,362 35,96,534 23,91,705
(MP)

2 Jaypee Bela
Plant, Bela 25,58,080 26,43,290 17,53,044
(MP)

3 Jaypee Ayodhya
Grinding
Operations,
Tanda (UP)

4 Jaypee Cement
Blending
Unit, Sadva
Khurd (UP)

5 Jaypee Cement
Grinding Unit,
Panipat
(Haryana)

6 Chunar Cement
Grinding Unit,
Chunar (UP)

7 Dalla Cement
Factory, 29,87,785 29,97,710 19,99,987
Dalla (UP)

8 Jaypee Sidhi
Cement Plant, 24,58,459 25,20,824 16,80,410
Baghwar (MP)

9 Jaypee Himachal
Cement 37,23,009 39,51,257 26,16,424
Plant - Baga

10 Jaypee Himachal
Cement Plant -
Bagheri

11 Jaypee Roorkee
Grinding Unit

12 Jaypee
Sikandrabad
Grinding Unit

TOTAL 1,52,35,395 1,57,10,615 1,04,41,570


Indices Cement Grinding Cement Despatch
including clinker sale

UNIT (MT) (MT)

Jaypee Rewa
Plant, Rewa 22,59,886 23,79,466
(MP)

Jaypee Bela
Plant, Bela 20,60,938 20,74,689
(MP)

Jaypee Ayodhya
Grinding 3,66,373 3,61,933
Operations,
Tanda (UP)

Jaypee Cement
Blending 1,37,413* 1,37,589*
Unit, Sadva
Khurd (UP)

Jaypee Cement
Grinding 2,68,797 2,69,752
Unit, Panipat
(Haryana)

Chunar Cement
Grinding 25,25,802 25,22,218
Unit, Chunar (UP)

Dalla Cement
Factory, 3,97,457 9,65,591
Dalla (UP)

Jaypee Sidhi
Cement Plant, 12,04,459 12,61,806
Baghwar (MP)

Jaypee Himachal
Cement 8,30,802 8,25,088
Plant - Baga

Jaypee Himachal
Cement 16,48,353 16,42,489
Plant - Bagheri

Jaypee Roorkee
Grinding 6,77,877 6,76,772
Unit

Jaypee
Sikandrabad 4,00,026 4,00,053
Grinding Unit

TOTAL 1,27,78,182 1,35,17,447


*Production and Despatch figures for JCBU (Blending unit) are
incremental.

6.2.2 Operational Performance (JAL)

6.3 HOTELS DIVISION

The Company owns and operates five luxury hotels in the Five Star
category, the finest Championship Golf Course, Integrated Sports
Complex and Town Centre strategically located for discerning business
and leisure travelers. Jaypee Vasant Continental with 119 rooms and
Jaypee Siddharth with 94 rooms in New Delhi. Jaypee Palace Hotel and
Convention Centre is the largest property located at Agra with an
inventory of 341 rooms with luxurious Presidential Suites and Jaypee
Residency Manor with Valley View Tower at Mussoorie has 135 rooms.
Jaypee Greens Golf & Spa Resort, Greater Noida is a prestigious &
Luxury Resort with 170 state of art rooms overlooking the Championship
18 hole Greg Norman Golf Course.

Jaypee Greens Golf & Spa Resort hosted several prestigious conferences
from India and abroad. The Resort hosted the conferences like Asian
Development Bank Conference 2013 in which Prime Ministers, Deputy Prime
Ministers and Finance Ministers of various countries participated along
with Heads of the National and International Banks.

Indian Green Building Council has conferred LEED certificate in Gold
Category to the Jaypee Residency Manor, Mussoorie and Platinum
Category to Jaypee Vasant Continental, New Delhi for energy &
environmental design of the building.

The Company's Hotels at New Delhi, Agra and Mussoorie have been
accredited with ISO 9001 for Quality Management System (QMS), ISO 14001
for Environment Management System (EMS), ISO 22000 for Food Safety
Management System (FSMS) and Hazard Analysis and Critical Control Point
(HACCP).

The International tourist arrivals, worldwide have grown to 1138
million in 2014, and the forecast indicates a moderate pace of growth
from 3% to 4% in FY 2015.

Foreign tourist arrivals in India during 2014 was 74.62 Lacs as against
68.48 Lacs in FY 2013.

The business of the Hotel Division is poised for sustained growth and
the outlook is bright. The Company is confident to achieve better
quotient of customers' satisfaction and to achieve higher growth
coupled with optimization of the resource utilization.

6.4 REAL ESTATE DIVISION

Jaypee Greens, Greater Noida

The Company's prestigious project - Jaypee Greens, Greater Noida spread
across 452 acres is the maiden golf centric residential development.
The project integrates Luxury villas and Apartments with an 18 Hole
Greg Norman Signature golf course, 9 Hole chip & putt golf course,
landscaped parks and lakes along with an integrated sports complex, 60
acre Nature Reserve Park, a 5 star spa resort in collaboration with Six
Senses Spa of Thailand, Town Centre, In the current year the Company
offered possession of apartments in Castille, Star Court and Crescent
Court. It also introduced the ready to move in Ashok residences
apartments which have received an encouraging response.

Jaypee Greens Wish Town Noida

Jaypee Greens Wish Town Noida - being developed by the Jaypee Group is
a bench mark for extraordinary lifestyle experiences. Spread over 1063
acres, it offers wide range of residential options ranging from
independent homes to high-rise apartments and penthouses, along with
host of other amenities such as a 18+9 hole Graham Cooke designed golf
facilities, a 504 bed Super specialty Hospital, educational facilities
including the already operational Jaypee Public school and Jaypee
Institute of Information Technology (JIIT), landscaped parks and lakes
and upcoming recreational facilities, entertainment hubs and commercial
centers.

During the year the Company offered possession in majority of the
towers of Pavilion Court and close to 4000 apartments are nearing
possession in various project. This year also saw the launch of the
first commercial project Wish Point and it was well received with
majority of the project being sold out in this year itself.

Jaypee Greens AMAN

Jaypee Greens Aman at Sector 151, Noida is located on the Noida-Greater
Noida Expressway and offers 2 & 3 BHK apartments. Spread over 89 acres,
the project also comprises of Chip & Putt golf course, Gardens
,Walkways, Fountains, Sports facilities, Social amenities like Shopping
Complex, Social Club with Swimming pools, Gymnasiums, Primary and
Senior Secondary Schools, Creche, Kid's play area, etc.

The Project is expected to commence offering possession of apartments
soon.

Jaypee Greens Sports City

Jaypee Greens Sports City located on the Yamuna Expressway spread over
5,000 acres, comprises India's first International Motor racing track,
International standard cricket stadium, a long green boulevard and much
more. The Project is partly owned by erstwhile Jaypee Sports
International Ltd., a wholly owned subsidiary of your Company (since
been merged into your company) successfully hosted India's First F1
race in October, 2011 followed by two more races in October, 2012 and
2013. The development of Sports City inter-alia comprises of various
thematic districts offering residential, sports, commercial and
institutional facilities. The commercial zone will offer well defined
areas for elaborate financial and civic centers, along with Residential
Districts which will have a vast range of products including villas,
town homes, residential plots and mid to high rise apartment blocks, to
suit the requirements of all.

While the Projects already launched by the Company, viz., Kassia, Kove,
Krowns and Country Home-I & II, Greencrest Homes, Buddh Circuit
studios, Naturvue Apartments, Udaan and Aman are under development, the
Company has during the year launched new products:, Sports Ville 
Expandable Villas and Tanishq Square- a unique Shop cum Office complex
of commercial plots, all of which received a very encouraging response
from Customers.

Backed by a strong team of Architects, Engineers, Sales and Marketing
professionals the Company is committed to deliver all of its projects
in the coming years.

6.5 SPORTS DIVISION

As mentioned above, the erstwhile Jaypee Sports International Limited
(JSIL) has been amalgamated into the Company on 16.10.2015 w.e.f.
01.04.2014 and now it is known as Jaypee International Sports, a
division of Jaiprakash Associates Limited.

JSIL was incorporated on 20th October, 2007. It was allotted around
1100 Ha. Of land for development of Special Development Zone (SDZ) with
sports as a core activity by Yamuna Expressway Industrial Development
Authority (YEA). This area is inclusive of 100 Ha of land to be used
for Abadi Development. The core activities are sports which inter-alia
include Motor Race Track, suitable for Holding Formula One race and
setting up a Cricket stadium of International Standard to accommodate
above 1,00,000 spectators and others.

The Motor Race Track known as Buddh International Circuit (BIC) was
completed well in time and JSIL successfully hosted the three Indian
Grand Prix held in October, 2011, October, 2012 & October, 2013. The
success of the event was acknowledged by winning of many awards and
accolades.

This division is trying its best to generate revenue by placing Buddh
International Circuit (BIC) as one stop destination for exhibitions,
shooting of movies, concerts, product launches and other promotional
entertainment activities.

To design the cricket stadium, M/s. ALA Architects were appointed and
the first phase of construction is likely to be completed soon.

It has also made significant progress in development of non core area
planned for group housing, plots, multi storey flats, commercial area,
institutional area, roads, open space and other social activities.

7.0 DIVERSIFICATION

A. WIND POWER PROJECT

The Company had been operating Wind Power Project of 49 MW (40.25 MW in
Maharashtra and 8.75 MW in Gujarat). Out of the aggregate capacity of
49 MW, 16.25 MW (13 generators each of 1.25 MW) was commissioned during
December 2006 to March 2007 at Dhule in Maharashtra. The remaining
32.75 MW was commissioned at Sangli, Maharashtra (24 MW- 16 generators
each of 1.5 MW) during September 2007 to March 2008 and at Kutchh,
Gujarat (8.75 MW- 7 generators each of 1.25 MW) in March 2008. The
electricity generated from the project is being sold to Maharashtra
State Electricity Distribution Company Ltd. (MSEDCL) in Maharashtra
and Gujarat Urja Vikas Nigam Limited (GUVNL) in Gujarat. The energy
sold and the revenue from sale of electricity during the year under
report were 78.12 Million units and Rs, 33.29 crores against 89.41
Million units and Rs, 37.15 crores respectively in the year 2013-14.

The Board has approved to hive off the said Wind Power Plants (entire
49 MW) on September 30, 2015 and the transaction has since been
consummated.

B. DEVELOPMENT OF COAL BLOCKS IN MADHYA PRADESH

The Company had been granted mining rights in Amelia (North),
Dongrital-II, Mandla (South) and Mandla (North) Coal Blocks located in
the State of Madhya Pradesh. Three separate joint-venture companies
were set-up for the first three Coal Blocks which had been allocated to
the Madhya Pradesh State Mining Corporation Ltd. (MPSMCL), with an
identical shareholding ratio of 51 : 49 between MPSMCL and company.
Coal mined from Amelia (North) and Dongrital-II Mines was for supply to
the 2 x 660 MW Super Critical Thermal Power Plant at Nigrie, M.P. being
set up by Jaiprakash Power Venture Ltd.(JPVL), a subsidiary of Company.
Mandla (North) Coal Block was for captive use of Coal for companies
Cement Plants.

After developing Amelia (North) Coal Block, the JVC namely MPJML had
started supply of Coal to the Nigrie Super Thermal Power Plant. The
remaining three Coal Blocks had also achieved substantial progress in
developing the mines and obtaining clearances / approvals.

On 24th September 2014, the Supreme Court of India through its
judgement had cancelled 204 Coal Blocks allocated between 1993 and
2011. Amelia (North), Dongrital- II, Mandla (North) and Mandla (South)
Coal Blocks were amongst the 204 Coal Blocks cancelled by the Supreme
Court. The Court however allowed 42 operational Coal Blocks including
Amelia (North) Coal Block to continue to operate till 31st March, 2015
by paying additional levy.

Subsequent to the Supreme Court judgement, the Nominated Authority of
the Ministry of Coal started the process for electronic auction of Coal
Blocks which had earlier been cancelled pursuant to Court order. In the
first phase of e-auction, JPVL has emerged successful by bagging Amelia
(North) Coal Mine, reserved for the power sector. The e-auction for
this Mine was done through reverse bidding process aimed at minimizing
impact on power tariff of the end use power plant.

Further, the Company has won Mandla (North) Coal Mine. In the second
phase, JCCL, wholly owned subsidiary of the Company, has been
successful in securing Mandla (South) Coal Mine. Both these mines were
earmarked by the Government for specific end use of iron & steel,
production of cement, and for captive use in the plants. Accordingly,
Coal mined from these two Mines would be for captive use of cement
plants of the respective Company The Company and JPVL have also signed
Coal Mine Development and Production Agreement (CMPDA) with the
Government for Mandla North and Amelia North Coal Mines respectively.

Third round of e-auction was held in the month of August 2015 and
Jaypee Cement Corporation Limited (JCCL), a subsidiary of the Company,
was declared successful bidder for Majra coal mine. Vesting order was
issued vide No. 104/34/2015/NA dated 30.09.2015

C. REFUSE DERIVED FUEL (RDF) FROM MUNICIPAL SOLID WASTE (MSW) AT
CHANDIGARH

The Plant is operating successfully taking daily garbage of the city of
Chandigarh as per agreement. The plant is serving the twin purpose of
keeping the city clean and to conserve the energy resources available
in the form of producing fuel called Refuse Derived Fuel (RDF). RDF (in
fluff form), the final product of the plant, is being disposed off
commercially as a good substitute of conventional fuel in the
industries and Power plants located around Chandigarh.

D. DIVERSIFICATION INITIATIVES

Company's other diversification initiatives include setting-up of
pit-head based Thermal Power Station, Fertilizer business, Aviation
project and Healthcare, which are being implemented through different
subsidiaries of the Company. Details of the initiatives implemented
through subsidiaries are furnished under the heading 'Subsidiaries'.

8.0 SUBSIDIARIES

As on 31st March 2015, in terms of the provisions of Companies Act,
2013, your Company had following subsidiaries which are engaged in
different business activities:

1. Jaiprakash Power Ventures Limited

2. Jaypee Arunachal Power Limited

3. Jaypee Powergrid Limited

4. Sangam Power Generation Co. Limited

5. Prayagraj Power Generation Co. Limited

6. Jaypee Meghalaya Power Limited

7. Himachal Baspa Power Company Limited (no more a subsidiary of JPVL
w.e.f. 08.09.2015, and consequently of JAL also, as JPVL sold all its
shares in it on 08.09.2015. Since, it was a subsidiary of Company on
31.03.2015, its financial statements have been consolidated with the
financial statements of JAL, the Company.)

8. Bina Power Supply Limited (the name of Himachal Karcham Power
Company Limited has since been changed to Bina Power Supply Limited
w.e.f. 28.09.2015)

9. Bhilai Jaypee Cement Limited

10. Gujarat Jaypee Cement & Infrastructure Limited

11. Jaypee Cement Corporation Limited

12. Jaypee Assam Cement Limited

13. Jaypee Infratech Limited

14. Jaypee Ganga Infrastructure Corporation Limited

15. Himalyan Expressway Limited

16. Jaypee Agra Vikas Limited

17. Jaypee Cement Cricket (India) Limited

18. Jaypee Cement Hockey (India) Limited

19. Jaypee Fertilizers & Industries Limited

20. Himalyaputra Aviation Limited

21. Jaypee Healthcare Limited

22. Jaiprakash Agri Intiatives Company Limited

Note-1: Bokaro Jaypee Cement Limited (BOJCL) ceased to be a subsidiary
of the Company w.e.f

29.11.2014, consequent to sale of its entire 74% stake in BOJCL (as
mentioned above in para 6.2.)

Note-2: Jaypee Sports International Limited, a wholly owned subsidiary
of your Company, amalgamated into JAL, the Company on 16.10.2015
pursuant to Order of Hon'ble High Court of Judicature at Allahabad
dated

14.09.2015, the appointed dated being 01.04.2014. Since the
amalgamation is with effect from 01.04.2014, in financial statements,
it has been treated as a division of the Company for financial year
2014-15.)

Due to merger of Jaypee Sports International Limited into the Company
and divestment in Himachal Baspa Power Company Limited, as on date of
signing of this report, your Company has 21 subsidiaries.


The status of the aforesaid subsidiaries is as under:

POWER AND RELATED BUSINESS

1. JAIPRAKASH POWER VENTURES LIMITED (JPVL)

As on 31st March 2015, JPVL had three operative Hydro Power Plants and
two operative Thermal Power Plants, namely:

i) 300 MW Jaypee Baspa-II Hydro Power Plant in Himachal Pradesh (since
hived off by JPVL on 8.09.2015);

ii) 400 MW Jaypee Vishnuprayag Hydro Power Plant in Uttarakhand;

iii) 1091 MW Jaypee Karcham Wangtoo Hydro Power Plant in Himachal
Pradesh (since hived off by JPVL on 08.09.2015);

iv) 500 MW - Phase I (of 1200 MW) Jaypee Bina Thermal Power Plant in
Madhya Pradesh; and

v) 1320 MW Jaypee Nigrie Super Thermal Power Plant in Nigrie, Distt.
Singrauli, Madhya Pradesh.

Besides the above mentioned power projects, JPVL has implemented Jaypee
Nigrie Cement Grinding Unit with capacity of 2 MTPA , the commissioning
activities of which has started and its commercial operations are
expected to commence shortly.

Following the cancellation of coal blocks in terms of judgment dated
25th August, 2014 read with order dated 25th September, 2014 of Hon'ble
Supreme Court of India, the Central Government conducted e-auction of
coal mines in which your Company participated and was allotted Amelia
(North) Coal Mine in Distt. Singrauli, Madhya Pradesh, during the
year.

The Plant Availability and Energy Generation of each of the Hydro Power
Plants & Thermal Power Plants for the Financial Year 2014-15 were as
under:

Plant Plant Net Saleable
Availability Energy
(%) Generation
(M. U.)

Jaypee BASPA-II
(300 MW) 99.84 1100.47

Jaypee
Vishnuprayag (400 99.13 1573.96
MW)

Jaypee Karcham
Wangtoo 99.65 3708.41
(1091MW)

500 MW - Phase I
(of 1200 92.47 2236.95

MW) Jaypee
Bina Thermal
Power Plant

1320 MW
Jaypee Nigrie 58.33 1800.27
Super Thermal
Power Plant

300 MW Jaypee Baspa-II Hydro Power Plant (since hived off by JPVL on
08.09.2015)

The average tariff for Baspa-II Hydro Power Plant for the year under
report, as per the Multi Year Tariff (MYT) Order dated 15th July, 2011,
Order dated 6th September, 2012 and in accordance with the Power
Purchase Agreement (PPA) works out to Rs, 2.77 per unit. The total
generation of energy during the year was 1256.96 MUs including 12% free
Power to State Electricity Board/Government of Himachal Pradesh and
also auxiliary consumption/transformer losses. The Net Saleable Energy
during the year was 1100.47 MUs, out of which 1056.92 MUs was Primary
Energy and 43.55 MUs was Secondary Energy.

400 MW Jaypee Vishnuprayag Hydro Power Plant

The average tariff during the year under report for 400 MW Vishnuprayag
Hydro Power Plant works out to Rs, 2.47 per unit. The total generation
of energy during the year was 1815.92 MUs (including 22.15 MUs deemed
generation) .The net saleable energy during the year was 1573.96 MUs
out of which Primary Energy was 1545.87 MUs and Secondary Energy was
28.09 MUs.

1091 MW Jaypee Karcham Wangtoo Hydro Power Plant (since hived off by
JPVL on 08.09.2015)

The average realization for the year under report works out to Rs, 3.93
per unit. The total generation of energy during the year was 4240.25
MUs including 531.84 MUs free Power to State Government and also
auxiliary consumption/transformer losses. The Net Saleable Energy
during the year was 3708.41 MUs.

The performance of the Company's operative Hydro Power Plants, their
plant availability and the Energy Generation during the year under
report was satisfactory.

500 MW Phase I (of 1200 MW) Jaypee Bina Thermal Power Plant

Based on the tariff petition filed by JPVL, MPERC has approved final
tariff for Unit-I and Unit-II on 26th November, 2014. Your Company is
supplying 70% of the installed capacity on long-term basis to Govt. of
Madhya Pradesh/Madhya Pradesh Power Management Company Ltd., in terms
of the Power Purchase Agreement executed with them and balance of
installed capacity is being sold as merchant power.

The plant performance of 500 MW Jaypee Bina Thermal Power Plant from
1st April, 2014 to 31st March, 2015 was as under:


(Million Units)

FY 2014-15 Actual Generation

Gross Net Aux % PLF % PAF %
Saleable

Total 2444.74 2236.95 8.50 55.36 92.47

1320 MW Jaypee Nigrie Super Thermal Power Plant (JNSTPP)

Two units of 660 MW each have successfully achieved commercial
operation on 3rd September, 2014 and 21st February, 2015 respectively.
Further, as mentioned above, your Company has acquired coal mine at
Amelia (North) through e-auction conducted by Government of India for
meeting the coal requirement of JNSTPP. Madhya Pradesh Electricity
Regulatory Commission has approved the provisional blended tariff of
JNSTPP. Your Company is supplying 37.5% of the installed capacity on
long term basis to Government of Madhya Pradesh and Madhya Pradesh
Power Management Company Limited in terms of Power Purchase Agreement
executed with them and the balance capacity is sold on merchant basis.

(Million Units)

FY 2014-15 Actual Generation

Gross Net Aux % PLF % PAF %
Saleable

Total 1970.02 1800.27 7.84 38.03 58.33

Jaypee Nigrie Cement Grinding Unit at Nigrie

The commissioning activities of 2 MTPA Jaypee Nigrie Cement Grinding
Unit at Nigrie, Distt. Singrauli in Madhya Pradesh, having estimated
project cost of Rs, 335 crore has started and commercial operations are
expected to commence shortly. An expenditure of approximately Rs,
299.56 crore had been incurred till 31st March, 2015. The statutory
approvals required for the current stage of the project are in place.

Verified/Certified Emissions Reductions (VERs/CERs)

As already reported, 1091 MW Jaypee Karcham Hydro Power Plant has
already been registered by UNFCCC as a CDM Project w.e.f 1st January,
2013 for ten years up to 31st December, 2022. The Project has been
validated and verified by TUV NORD, Germany for issue of VERs for the
period from 13th May, 2011 to 11th April, 2012. The project is
validated by TUV NORD JI/CDM Certification Programme, Germany as
compliant with World Commission on Dams (WCD) Recommendations.

As for financial year 2013-14, JPVL had sold from time to time
34,79,664 VERs aggregating Rs, 28.95 crores in respect of Jaypee
Baspa-II Hydro Power Plant and 94,90,664 VERs aggregating Rs, 213.24
crores in respect of Jaypee Vishnuprayag Hydro Power Plant. No further

VERs could be sold in respect of the aforesaid plants during the
financial year 2014-15.

The financial position of JPVL for the financial year 2014-15 is given
as under :

(Rs, in Crore)

Year ended Year ended 31/03/2015 31/03/2014

(A) PROFITABILITY

1 Total Turnover during the 4,061.92 2,740.50
year

2 Total expenses (except 1,353.50 832.71
depreciation/ finance
costs)

3 Finance costs 2,117.55 1447.68

4 Depreciation & 465.28 446.59
amortization

5 Total Expenses (2+3+4) 3,936.33 2726.98

6 Exceptional/Extra-ordinary (4.46) 0.08
items

7 Profit before Tax 130.05 13.44

8 Profit after Tax 137.21 19.73

(B) LIABILITIES & ASSETS

1 Share Capital 2,938.00 2,938.00

2 Reserves & Surplus 3,441.43 3,391.71

3 Deferred Revenue 633.20 562.66

4 Non Current Liabilities 18,285.41 17,788.40

5 Current Liabilities 6,822.02 4,652.92

6 Total Equity & Liabilities 32,120.06 29,333.69
(1+2+3+4)

7 Non Current Assets 30,370.68 28,208.61

8 Current Assets 1,749.38 1,125.08

9 Total Assets (6+7) 32,120.06 29,333.69

2. JAYPEE ARUNACHAL POWER LIMITED (JAPL)

Jaypee Arunachal Power Limited (JAPL), a wholly owned subsidiary of
JPVL is implementing 2700 MW Lower Siang and 500 MW Hirong H.E.
Projects in the State of Arunachal Pradesh. Your Company along with its
associates will ultimately hold 89% of the Equity of JAPL and the
balance 11% will be held by the Government of Arunachal Pradesh.

As already reported, for the 2700 MW Lower Siang Hydro Electric
Project, CEA approval was obtained in February, 2010 and the
concurrence has been extended by CEA for another three years. Land
acquisition is in progress. In-principle Approval has been granted and
Power Purchase Agreements (PPAs) are to be submitted for final approval
with respect to the grant of Mega Power status of the project. Draft
Rehabilitation & Resettlement Plan has been submitted to the State
Government. The State Government has recommended the forest clearance
case to Ministry of Environment and Forest (MOEF) and the same is under
examination by Regional unit of MOEF since February, 2015.

For 500 MW Hirong Hydro Power Project, CEA has accorded Techno-Economic
Concurrence on 10th April, 2013. For the Environmental/Forest Clearance
of the Project, the EIA & EMP Reports have been submitted to MoEF. The
State Government has recommended the forest clearance case to Ministry
of Environment and Forest (MOEF) and the same is under examination by
Regional Unit of MOEF since February, 2015.

An aggregate amount of Rs, 228.29 crore has been spent on the Projects
up to 31st March, 2015.

The financial position of JAPL for the financial year 2014-15 is given
as under :

(Rs, in Crore)

Year ended Year ended
31/03/2015 31/03/2014

(A) PROFITABILITY

1 Total Turnover / 0.00 0.00
Expenditure during
the year

2 Profit Before/
after Tax 0.00 0.00

(B) LIABILITIES & ASSETS

1 Share Capital 228.27 228.23

2 Reserves & Surplus (2.25) (2.25)

3 Deferred Revenue 0.00 0.00

4 Non Current Liabilities 1.84 1.85

5 Total Equity & Liabilities 227.85 227.83
(1+2+3+4)

6 Non Current Assets 227.43 227.44

7 Current Assets 0.42 0.39

8 Total Assets (6+7) 227.85 227.83

3. JAYPEE POWERGRID LIMITED (JPL)

Jaypee Powergrid Limited (JPL), a joint venture of Jaiprakash Power
Ventures Limited and Power Grid Corporation of India Limited (a Central
Government Power Utility Undertaking) has set up 217 kms. long 400 kV
Quad Bundle Conductor Double Circuit Transmission Line for evacuation
of Power from the pothead yard of 1091 MW Karcham Wangtoo Plant in the
State of Himachal Pradesh to Abdullapur in the State of Haryana and
LILO with the existing Baspa- Jhakri Double circuit line. The
cumulative availability of transmission system for FY. 2014-15 was
99.98%. During the Financial Year 2014-15, JPL earned an aggregate
transmission tariff of Rs, 195.47 crore. JPL declared two interim
dividends aggregating to 13% during FY 2014-15 and paid dividend of Rs,
28.86 crore to the Company.

The financial position of JPL for the financial year 2014-15 is given
as under :

(Rs, in Crore)

Year ended Year ended
31/03/2015 31/03/2014

(A) PROFITABILITY

1 Total Turnover during 199.98 199.94
the year

2 Total expenses (except 7.35 7.12
depreciation/ finance
costs)

3 Finance costs 71.55 76.08

4 Depreciation & 52.77 52.44
amortization

5 Total Expenses (2+3+4) 131.67 135.65

6 Profit before Tax 68.31 64.29

7 Profit after Tax 68.31 53.78

(B) LIABILITIES & ASSETS

1 Share Capital 300.00 300.00

2 Reserves & Surplus 45.67 24.15

3 Non Current Liabilities 550.38 584.19

4 Current Liabilities 103.81 94.70

5 Total Equity & Liabilities 999.86 1,003.04
(1+2+3+4)

6 Non Current Assets 924.95 923.67

7 Current Assets 74.91 79.38

8 Total Assets (6+7) 999.86 1,003.04

4. SANGAM POWER GENERATION COMPANY LIMITED (SPGCL)

Sangam Power Generation Company Limited was acquired by JPVL from Uttar
Pradesh Power Corporation Limited (UPPCL) through competitive bidding
process, for the implementation of 1980 MW (3 x 660 MW) Thermal Power
Project in Tehsil Karchana of District Allahabad, Uttar Pradesh.

SPGCL executed Deed of Conveyance with Uttar Pradesh Power Corporation
Limited (UPPCL) but the District Administration could not hand over
physical possession of land to the company due to local villagers
agitation. As such, no physical activity could be started on the
ground. SPGCL has written to UPPCL and all procurers that the Power
Purchase Agreement is rendered void and cannot be enforced. As such,
the Company's claims be settled amicably for closing the agreement(s).
As already reported, necessary supporting documents in support of the
company's claim have been furnished to UPPCL which is under their
review.

An aggregate amount of Rs, 548.60 crore has been spent on the Projects
up to 31st March, 2015.


The financial position SPGCL for the financial year 2014-15 is given as
under:

(Rs, in Crore)

Year ended Year ended
31/03/2015 31/03/2014

(A) PROFITABILITY

1 Total Turnover during the year - -

2 Profit Before/after Tax - -

(B) LIABILITIES & ASSETS

1 Share Capital 551.98 551.98

2 Reserves & Surplus (0.07) (0.07)

3 Non Current Liabilities 0.01 0.03

4 Current Liabilities 0.02 0.40

5 Total Equity & Liabilities 551.94 552.35
(1+2+3+4)

6 Non Current Assets 542.88 541.88

7 Current Assets 9.06 10.47

8 Total Assets (6+7) 551.94 552.35

5. PRAYAGRAJ POWER GENERATION COMPANY LIMITED (PPGCL)

Prayagraj Power Generation Company Limited, acquired by JPVL, from
Uttar Pradesh Power Corporation Limited (UPPCL) through competitive
bidding process, is implementing 1980 MW (3x660 MW) Thermal Power
Project (with permission to add two additional generation units of
660MW each) in Tehsil Bara of District Allahabad, Uttar Pradesh.

Power Purchase Agreement with UPPCL has been executed for 25 years for
90% Sale of Power with balance 10% to be sold on merchant basis.

Fuel Supply Agreement between PPGCL & NCL has been executed on 29th
August, 2013 for Coal linkages for Phase-I.

All Statutory/ Regulatory approvals required for the project are in
place. The supplies from BHEL for Boiler, Turbine and Generator for
Phase-I of the Project are in progress. All major packages have been
awarded and supply of materials is in progress.

The delay in receiving startup power has delayed the commissioning
activities of the power plant. Startup power was finally received on
10th November, 2014 and pre-commissioning activities related to Unit-1
have commenced thereafter.

The revised Project Cost of Rs, 13,870 crores, as approved by the
lenders, would be financed through Rs, 4,021 crores as equity and Rs,
9849 crore as Debt. PPGCL is in the process of arranging additional
debt requirement of Rs, 1,764 crores of the revised project cost. An
expenditure of approximately Rs,11,540 crore has been incurred on the
implementation of the Project up to 31st March, 2015.

Boiler light up of Unit-I has been achieved on 31 st March, 2015. At
the current stage of the implementation of the project, it is envisaged
to achieve COD of the project by January, 2016.

The financial position of PPGCL for the financial year 2014-15 is given
as under:

(Rs, in Crore)

Year ended Year ended
31/03/2015 31/03/2014

(A) PROFITABILITY

1 Total Turnover during the year - -

2 Profit Before / after Tax - -

(B) LIABILITIES & ASSETS

1 Share Capital 3123.19 2148.19

2 Reserves & Surplus (0.06) (0.06)

3 Non Current Liabilities 8413.36 6766.38

4 Current Liabilities 1036.99 1006.69

5 Total Equity & Liabilities 12573.48 10121.20
(1+2+3+4)

6 Non Current Assets 12192.91 9789.46

7 Current Assets 380.57 331.74

8 Total Assets (6+7) 12573.48 10121.20

6. JAYPEE MEGHALAYA POWER LIMITED (JMPL)

Jaypee Meghalaya Power Limited was incorporated by JPVL as its wholly
owned subsidiary to implement 270 MW Umngot H.E.P. in the Umngot River
Basin of Meghalaya and 450 MW Kynshi-II Hydro-Electric Power Projects
in the Kynshi River Basin on BOOT (Build, Own, Operate and Transfer)
basis. Your Company along with its associates will ultimately hold 74%
of the equity of JMPL and the balance 26% will be held by the
Government of Meghalaya.

With respect to 450 MW Kynshi-II the field work of survey &
investigation and EIA studies have already been completed. Drilling and
drifting in Power house area have been completed. The revised proposal
for Kynshi-II HEP with involvement of lesser forest area has been
submitted to State Government and Ministry of Environment and Forest
(MOEF). Based on the observation of the MOEF, Uranium Corporation of
India issued No Objection Certificate with respect to uranium deposit
in the vicinity of the Project. Accordingly revised proposal for
issuance of terms of reference for environment impact assessment
studies is under preparation. The control levels i.e. full reservoir
level & tail reservoir level for Kynshi-II Project have been approved
by State Government. Approval of Central Electricity Authority has been
accorded to the water availability series for power potential studies.

With respect to the 270 MW Umngot H.E.P, the State Government has
advised that the project will not be operational zed as per Memorandum
of Agreement till further orders. The matter is being pursued with the
State Government for permission to resume the works.

An aggregate amount of Rs, 8.50 crore has been spent on the Projects up
to 31st March, 2015.

The financial position of JMPL for the financial year 2014-15 is given
as under:

(Rs, in Crore)

Year ended Year ended
31/03/2015 31/03/2014

(A) PROFITABILITY

1 Total Turnover during the year - -

2 Profit Before / after Tax - -

(B) LIABILITIES & ASSETS

1 Share Capital 8.36 8.36

2 Reserves & Surplus (0.02) (0.02)

3 Non Current Liabilities

4 Current Liabilities 0.75 0.76

5 Total Equity & Liabilities 9.09 9.10
(1+2+3+4)

6 Non Current Assets 8.95 8.94

7 Current Assets 0.14 0.16

8 Total Assets (6+7) 9.09 9.10

7. HIMACHAL BASPA POWER COMPANY LIMITED (HBPCL)

Himachal Baspa Power Company Limited (HBPCL) was incorporated on 14th
March, 2014 and it had received Certificate of Commencement of Business
on 24th March, 2014. HBPCL is 99% subsidiary of the JPVL.

Pursuant to the Scheme of Arrangement between the JPVL and HBPCL, 300
MW Jaypee Baspa-II Hydro Power Plant and 1091 MW Jaypee Karcham Wangtoo
Hydro Power Plant were transferred to and vested in HBPCL w.e.f.
01.09.2015. JPVL has since sold its entire stake in HBPCL on 08.09.2015
and thus w.e.f. 08.09.2015, it is no more a subsidiary of JPVL as well
as of JAL.

The financial position of HBPCL for the financial year 2014-15 is given
as under:

(Rs, in Crore)

Year ended Year ended
31/03/2015 31/03/2014

(A) PROFITABILITY

1 Total Turnover during 0.02 -
the year

2 Total expenses 0.01 -

3 Exceptional/Extra-
ordinary items

4 Profit before Tax 0.01 -

5 Profit after Tax 0.00 -

(B) LIABILITIES & ASSETS

1 Share Capital 0.05 -

2 Reserves & Surplus 0.00 -

3 Non Current Liabilities

4 Current Liabilities 0.00 -

5 Total Equity & Liabilities 0.06 -
(1+2+3+4)

6 Non Current Assets

7 Current Assets 0.06 -

8 Total Assets (6+7) 0.06 -

8. BINA POWER SUPPLY LIMITED (BPSL)

Bina Power Supply Limited (BPSL) was originally incorporated as
Himachal Karcham Power Company Limited (HKPCL) on 14th March, 2014 and
it had received Certificate of Commencement of Business on 24th March,
2014. The name of HKPCL has since been changed to Bina Power Supply
Limited w.e.f. 28.09.2015.

It is a wholly owned subsidiary of the JPVL and it is not carrying on
any operations.

The financial position of BPSL for the financial year 2014-15 is given
as under:

(Rs, in Crore)

Year ended Year ended
31/03/2015 31/03/2014

(A) PROFITABILITY

1 Total Turnover during the
year

2 Total Expenses Turnover 0.01 -
during the year

3 Profit Before / after Tax (0.01) -

(B) LIABILITIES & ASSETS

1 Share Capital 0.05 -

2 Reserves & Surplus -0.01 -

3 Non Current Liabilities

4 Current Liabilities 0.00 __

5 Total Equity & Liabilities 0.04

(1+2+3+4)

6 Non Current Assets - -

7 Current Assets 0.04 -

8 Total Assets (6+7) 0.04 __

CEMENT BUSINESS

9. BHILAI JAYPEE CEMENT LIMITED (BJCL)

The Clinkerisation plant of BJCL, a joint venture between JAL & SAIL at
Satna continued to function satisfactorily. During the period under
report, the Company has achieved a gross turnover of Rs, 615.54 crore,
as against Rs, 697.78 crore during the Financial Year 2013-14.

The operations of the Company during the year resulted in an operating
profit of Rs, 39.42 crore as against Rs, 55.62 crore during the
previous year. After taking into account the impact of interest
(Rs,42.82 crore) and considering depreciation of Rs,35.87 crore, the
Company has incurred loss of Rs, 39.27 crore before tax.

The financial position of BJCL for the financial year 2014-15 is given
as under:

(Rs, in Crore)

Year ended Year ended
31/03/2015 31/03/2014

(A) PROFITABILITY

1 Total Turnover during 615.54 697.78
the year

2 Total expenses (except 584.67 643.92
depreciation/ finance
costs)

3 Finance costs 42.82 53.56

4 Depreciation & 35.87 44.54
amortization

5 Total Expenses (2+3+4) 663.36 742.01

6 Exceptional/Extra- 8.55 1.76
ordinary items

7 Profit before Tax (39.27) (42.48)

8 Profit after Tax (20.14) (28.93)

(B) LIABILITIES & ASSETS

1 Share Capital 379.68 379.68

2 Reserves & Surplus (131.90) (111.29)

3 Non Current Liabilities 2.84 122.02

4 Current Liabilities 665.82 550.05

5 Total Equity & Liabilities 916.45 940.47
(1+2+3+4)

6 Non Current Assets 777.67 794.81

7 Current Assets 138.78 145.66

8 Total Assets (6+7) 916.45 940.47

10. GUJARAT JAYPEE CEMENT & INFRASTRUCTURE LIMITED (GJCIL)

GJCIL, a Joint Venture between Jaiprakash Associates Limited (JAL) and
Gujarat Mineral Development Corporation Limited (GMDC) was
incorporated, inter- alia, to implement a 2.4 Million tons per annum
capacity cement plant in District Kutch, Gujarat.

Out of approximately 484 hectares of land required for setting up the
Project, 27 hectares are Private land and 457 hectares are Government
land. Major part of Private land (22 hectares) has been purchased by
the Company. However pending necessary approval from the Government of
Gujarat, the Government land is yet to be acquired by the Company. The
Board is examining various options on the way forward for the Company.

The financial position of GJCIL for the financial year 2014-15 is given
as under:

(Rs, in Crore)

Year ended Year ended
31/03/2015 31/03/2014

(A) PROFITABILITY

1 Other income during the 0.03 0.03
year

2 Total expenses 0.03 0.02
(depreciation/ finance
costs being nil)

3 Exceptional/Extra- 0.10 0.00
ordinary items

4 Profit before Tax (0.10) 0.01

5 Profit after Tax (0.11) (0.00)

(B) LIABILITIES & ASSETS

1 Share Capital 0.73 0.73

2 Reserves & Surplus (0.29) (0.19)

3 Non Current Liabilities - -

4 Current Liabilities 0.01 0.01

5 Total Equity & Liabilities 0.45 0.55
(1+2+3+4)

6 Non Current Assets 0.10 0.20

7 Current Assets 0.35 0.35

8 Total Assets (6+7) 0.45 0.55

11. JAYPEE CEMENT CORPORATION LIMITED (JCCL)

Jaypee Cement Corporation Limited (JCCL), a wholly owned subsidiary of
your Company, has a 5.0 MTPA capacity integrated cement plant along
with captive power plant of 35 MW at Jaggaiahpet, District Krishna,
Andhra Pradesh. Another captive power plant of 25 MW is under
implementation at this plant.

JCCL has, during the year, also commissioned a 1.14 MTPA cement
grinding unit at Shahabad District Gulbarga, Karnataka. A 60 MW captive
power plant is in advanced stage of implementation at this site.

JCCL's Plant in West Zone with a capacity of 4.8 MTPA was demerged,
through a Scheme of Arrangement pursuant to Section 391-394 of the
Companies Act, 1956, to UltraTech Cement Limited, a com pany of Aditya
Birla Group. The said transaction was consummated on 12th June 2014.

The financial position of JCCL for the financial year 2014-15 is given
as under:

(Rs, in Crore)

Year ended Year ended
31/03/2015 31/03/2014

(A) PROFITABILITY

1 Total Turnover during the 1,094.85 1,728.53
year

2 Total expenses (except 986.71 1,751.69
depreciation/finance costs)

3 Finance costs 265.44 519.36

4 Depreciation & amortization 274.29 413.39

5 Total expenses (2+3+4) 1,526.44 2,684.44

6 Exceptional/Extra-ordinary 2.47 4.74
items

7 Profit before Tax (429.12) (951.17)

8 Profit after Tax (367.16) (692.36)

(B) LIABILITIES & ASSETS

1 Share Capital 3,627.50 2,827.50

2 Reserve & Surplus (1,616.41) (1,130.89)

3 Non Current Liabilities 1,499.07 2,260.04

4 Current Liabilities 2,151.98 5,644.50

5 Total Equity & Liabilities 5,662.14 9,601.15
(1+2+3+4)

6 Non Current Assets 4,797.72 8,700.31

7 Current Assets 864.42 900.84

8 Total Assets (6+7) 5,662.14 9,601.15

12. JAYPEE ASSAM CEMENT LIMITED (JACL)

Jaypee Assam Cement Limited (JACL) was incorporated, as a special
purpose vehicle, initially as a wholly-owned subsidiary of Jaiprakash
Associates Limited (JAL) for the purpose of setting up a 2 Mn tpa
capacity Cement Plant in the North Cachar Hills Distt of Assam, in
Joint Venture with Assam Mineral Development Corporation Ltd. (AMDC).
The same shall be converted as a Joint Venture Company (JVC) between
JAL and Assam Mineral Development Corporation Ltd.(AMDC) as JV partners
having a shareholding ratio of 82:18 between themselves, as per the
Shareholders' Agreement. While JAL shall hold the shares for cash
consideration, shares shall be allotted to AMDC in consideration of the
exclusive mining rights of the mineral block identified for this
Company. Under the SHA, the management and control of the JVC is vested
in JAL.

As reported last year, prior to incorporation of JACL 750 bighas of
land was allotted by Dima Hasao Autonomous Council (DHAC) on 30 years
lease basis to Jaiprakash Associates Limited (JAL) for the project of
the Company. Necessary payment in this regard to DHAC was made by JAL
as a promoter of the Company. An agreement was also executed between
DHAC and JAL.

Besides the payment of Rs, 3.77 crore for the above land, JAL had also
paid Rs, 10 crore to DHAC in advance as the share of royalty on
limestone for a period of one year as per the Agreement executed
between JAL and DHAC.

JACL had deployed necessary resources in right earnest for setting-up
the 2 million tonnes per annum cement plant with a 35 MW captive power
plant. For getting environment clearance for the proposed project, the
Company started expeditious collection of data and preparation of
Environmental Impact Assessment/Environmental Management Plan Reports
for submission to Government of India, Ministry of Environment &
Forest.

JACL was, however, compelled to suspend all project activities since
January 2012 due to adverse security situation in the vicinity of the
project, as reported last year. Your directors are in regular touch
with concerned authorities for resumption of project activities as and
when the security situation is improved.

The financial position of JACL for the financial year 2014-15 is given
as under:

(Rs, in Crore)

Year ended Year ended
31/03/2015 31/03/2014

(A) PROFITABILITY

1 Total Turnover during the year

2 Total expenses (except 0.02 0.01
depreciation/ finance
costs)

3 Exceptional/Extra- 0.44 -
ordinary items

4 Profit before Tax (0.46) (0.01)

5 Profit after Tax (0.46) (0.01)

(B) LIABILITIES & ASSETS

1 Share Capital 0.06 0.06

2 Reserves & Surplus (1.01) (0.55)

3 Non Current Liabilities 1.01 1.01

4 Current Liabilities 0.01 0.01

5 Total Equity & 0.07 0.53
Liabilities (1+2+3+4)

6 Non Current Assets 0.00 0.44

7 Current Assets 0.07 0.09

8 Total Assets (6+7) 0.07 0.53

EXPRESSWAYS AND RELATED BUSINESS

13. JAYPEE INFRATECH LIMITED (JIL)

Jaypee Infratech Limited (JIL) Yamuna Expressway was opened for public
on 9th August, 2012 and commenced toll collection w.e.f. 16th August,
2012. Highlights of performance there at is as under:

The Average Annual Daily Traffic (AADT) for the year ended on 31st
March, 2015 was 16,490 PCUs as compared to 13,477 PCUs for the previous
year ended on 31st March, 2014, higher by 22.36%. The revenue from Toll
Collection for the year ended 31st March, 2015 aggregated to Rs, 168.65
Crores as compared to Rs,135.17 Crores for the previous year ended 31st
March, 2014, higher by 24.77%. The Average Annual Daily Traffic (AADT)
and Toll revenue has registered a Compound Annual Growth Rate (CAGR) of
29.16% and 33.88% respectively since commencement of the commercial
operation on 16th August, 2012.

JIL is developing five integrated Townships over 25 million square
meters of land for commercial, amusement, industrial, institutional &
residential purposes etc. across five different locations along the
Yamuna Expressway- one in Noida, two locations in District Gautam Budh
Nagar (part of NCR) and one location in each of District Aligarh &
District Agra, Uttar Pradesh. The Company has commenced development of
its Land Parcel-1 at Noida, Land Parcel-3 at Mirzapur, U.P. and Land
Parcel-5 at Agra. The Company has launched approx.113.06 million sq.ft
area and has sold approx.107.10 million sq.feet area till 31st March,
2015 aggregating to sales value of Rs, 21,943 Crores.

The Financial Year has been a successful year for JIL since revenue
from toll collection and real estate sale has shown an increasing
trend.

During the year, Jaypee Healthcare Limited, the wholly owned subsidiary
of JIL also commenced operations at its 504 bedded super specialty
hospital namely Jaypee Hospital located at Wishtown, Sector-128,
Noida.

The financial position of JIL for the financial year 2014-15 is given
as under:

(Rs, in Crore)

Year ended Year ended
31/03/2015 31/03/2014

(A) PROFITABILITY

1 Total Turnover during 3,257.78 3,332.13
the year

2 Total expenses (except 1,907.09 2,016.23
depreciation/finance
costs

3 Finance costs 893.56 894.02

4 Depreciation & 28.28 21.43
amortization

5 Total expenses (2+3+4) 2,828.93 2,931.68

6 Profit before Tax 428.85 400.45

7 Profit after Tax 355.00 299.17

(B) LIABILITIES & ASSETS

1 Share Capital 1,388.93 1,388.93

2 Reserve & Surplus 4,963.42 4,665.63

3 Non Current Liabilities 6,892.20 8,162.89

4 Current Liabilities 7,329.76 6,142.80

5 Total Equity & Liabilities 20,574.31 20,360.25
(1+2+3+4)

6 Non Current Assets 10,721.45 10,777.51

7 Current Assets 9,852.86 9,582.74

8 Total Assets (6+7) 20,574.31 20,360.25

14. JAYPEE GANGA INFRASTRUCTURE CORPORATION LIMITED (JGICL)

Jaypee Ganga Infrastructure Corporation Limited (JGICL) was
incorporated as a wholly owned subsidiary of Jaiprakash Associates
Limited for implementation of the 1047 Km long 8- lane Access-
Controlled Ganga Expressway Project connecting Greater Noida with
Ghazipur-Ballia along the left bank of river Ganga on Design, Build,
Finance and Operate (DBFO) basis together with the development of
12,281 hectares of land parcels at eight different locations in Uttar
Pradesh in terms of the Concession Agreement executed between Uttar
Pradesh Expressways Industrial Development Authority and JGICL on March
23, 2008.

Preparatory work for the Project was started. Consequent upon the
Order of Hon'ble High Court of Allahabad dated 29.05.2009 quashing the
environment clearance earlier issued by State Environment Impact
Assessment Authority (SEIAA), fresh application for the Environmental
Clearance was filed which is still pending. Since there are lot of
uncertainties in respect of Environment clearance, due to various
developments like farmers unrest etc., upon the discussion with the
Government / Authority, a supplementary agreement was signed with the
Authority on 30th November, 2011 and UPEIDA has returned the Bank
Guarantee after taking an undertaking from JGICL that the Company would
revive the Bank Guarantee, when the project gets environmental
clearance. In the meeting held on 12th September, 2014, it was agreed
between UPEIDA and JGICL to terminate the Agreement of Ganga Expressway
and the settlement agreement has been forwarded to the Government of
U.P for approval which is pending.

The financial position of JGICL for the financial year 2014-15 is given
as under:

(Rs, in Crore)

Year ended Year ended
31/03/2015 31/03/2014

(A) PROFITABILITY

1 Total Turnover during
the year

2 Profit Before/ after Tax

(B) LIABILITIES & ASSETS

1 Share Capital 564.99 564.99

2 Reserves & Surplus

3 Non Current Liabilities - 0.01

4 Current Liabilities 3.37 2.60

5 Total Equity & Liabilities 568.36 567.60
(1+2+3+4)

6 Non Current Assets 556.53 555.64

7 Current Assets 11.83 11.96

8 Total Assets (6+7) 568.36 567.60

15. HIMALYAN EXPRESSWAY LIMITED (HEL)

Himalyan Expressway Limited was incorporated as a Special Purpose
Vehicle (SPV) for implementing the Zirakpur-Parwanoo Expressway project
in the States of Punjab, Haryana and Himachal Pradesh. The Expressway
connecting the three states became operational and the toll collection
started from 6th April, 2012. Being the first in the country with Radio
Frequency Identification Device (RFID) technology based electronic toll
collection system, the Expressway has provided a seamless travel to
long journey road users while saving cost and time.

The highlights of HEL's performance during 2014-15 , are as under:

The revenue from Toll Collection for the year ended 31st March, 2015
was Rs, 33.62 crores, as compared to Rs, 30.84 crores for the previous
year ended 31st March, 2014, higher by approx. 9%.

The Average Annual Daily Traffic (AADT) for the year ended 31st March,
2015 was 44,295 PCUs, as compared to 43,883 PCUs for the previous year
ended 31st March, 2014, higher by approx. 1%.

The Average Annual Daily Toll Revenue (AADR) for the year ended 31st
March, 2015 was Rs, 9.21 Lacs, as compared to Rs, 8.45 Lacs for the
previous year ended 31st March, 2014, higher by approx. 9%.

During the third year of commercial operation, HEL has shown an
improved performance over the previous years.

The financial position of HEL for the financial year 2014-15 is given
as under:

(Rs, in Crore)

Year ended Year ended
31/03/2015 31/03/2014

(A) PROFITABILITY

1 Total Turnover during 33.67 30.86
the year

2 Total expenses (except 8.33 8.87
depreciation/ finance
costs)

3 Finance costs 39.49 40.21

4 Depreciation & 11.92 10.82
amortization

5 Total Expenses (2+3+4) 59.74 59.90

6 Profit/(Loss) before Tax (26.07) (29.04)

7 Profit / (Loss) after Tax (26.21) (29.03)

(B) LIABILITIES & ASSETS

1 Share Capital 143.09 143.09

2 Reserves & Surplus 28.97 55.18

3 Non Current Liabilities 522.26 507.97

4 Current Liabilities 11.68 10.22

5 Total Equity & Liabilities 706.00 716.46
(1+2+3+4)

6 Non Current Assets 700.90 711.22

7 Current Assets 5.10 5.24

8 Total Assets (6+7) 706.00 716.46

16. JAYPEE AGRA VIKAS LIMITED (JAVL)

Jaypee Agra Vikas Limited (JAVL) was incorporated as Special Purpose
Vehicle for implementing project for development of Inner Ring Road for
Agra and other infrastructure facilities, under integrated Urban
Rejuvenation Plan on Design, Build, Finance, Operate and Transfer
basis. The Company signed a Concession Agreement dated 4th February,
2010 with Agra Development Authority (ADA).

The project could not progress as ADA has not been able to fulfill its
obligation in respect of 'Condition Precedent'. Recently, as per the
decision taken by ADA, the Company has received part refund of the
advance given to ADA for acquisition of land and the balance amount of
Rs,24.31 cr approx shall be refunded to JAVL after the direction of
GoUP (Revenue Department).

The financial position of JAVL for the financial year 2014-15 is given
as under:

(Rs, in Crore)

Year ended Year ended
31/03/2015 31/03/2014

(A) PROFITABILITY

1 Total Turnover during 0.49 -
the year

2 Total expenses (except 19.30 -
depreciation/ finance
costs)

3 Finance costs 192.50 -

4 Depreciation & 0.05 -
amortization

5 Total Expenses (2+3+4) 211.85 -

6 Exceptional/Extra-
ordinary items

7 Profit before Tax (211.36)

8 Profit after Tax (211.36)

(B) LIABILITIES & ASSETS

1 Share Capital 375.92 375.92

2 Reserves & Surplus (213.36) (2.00)

3 Non Current Liabilities 111.27 123.76

4 Current Liabilities 16.18 14.97

5 Total Equity & Liabilities 290.00 512.65
(1+2+3+4)

6 Non Current Assets 0.41 193.33

7 Current Assets 289.60 319.32

8 Total Assets (6+7) 290.00 512.65

SPORTS AND RELATED BUSINESS

17. JAYPEE CEMENT CRICKET (INDIA) LIMITED (JCCIL)

JCCIL was incorporated on 20th October, 2012, as wholly owned
subsidiary of Jaypee Sports International Limited (JSIL)/ now of JAL
(due to merger of JSIL into JAL) to undertake the business of Cricket
Sport. It obtained the certificate of commencement of business on 23rd
October, 2012. The progress in the Company will commence once the
cricket stadium is ready.

The financial position of JCCIL for the financial year 2014-15 is given
as under:

(Rs, in Crore)

Year ended Year ended
31/03/2015 31/03/2014

(A) PROFITABILITY

1 Total Turnover
during the year

2 Total expenses (except - 0.51
depreciation/ finance
costs)

3 Finance costs - 0

4 Depreciation & amortization - 0

5 Total Expenses (2+3+4) - 0.51

6 Exceptional/Extra-ordinary
items

7 Profit /(Loss) before Tax - (0.51)

8 Profit / Loss) after Tax - (0.51)

(B) LIABILITIES & ASSETS

1 Share Capital 0.05 0.05

2 Reserves & Surplus (0.52) (0.51)

3 Non Current Liabilities - -

4 Current Liabilities 0.52 0.51

5 Total Equity & Liabilities 0.05 0.05
(1+2+3+4)

6 Non Current Assets - -

7 Current Assets 0.05 0.05

8 Total Assets (6+7) 0.05 0.05

18. JAYPEE CEMENT HOCKEY (INDIA) LIMITED (JCHIL)

JCHIL was incorporated on 5th November, 2012, as wholly owned
subsidiary of Jaypee Sports International Limited (JSIL)/ now of JAL
(due to merger of JSIL into JAL) to undertake the business of Hockey
Sport. It obtained the certificate of commencement of business on 12th
November, 2012.

JCHIL entered into the Franchisee Agreement with Hockey India League
[HIL] for the Team Jaypee Punjab Warriors. The performace of Jaypee
Punjab Warriors in HIL conducted in the year 2013 & 2014 was well
appreciated.

HIL season 2015 was scheduled from 22nd January, 2015 to 22nd February,
2015 Jaypee Punjab warriors finished second in the leaugue and was also
awarded with Airtel Maximum Goal Award.

The financial position of JCHIL for the financial year 2014-15 is given
as under:

(Rs, in Crore)

Year ended Year ended
31/03/2015 31/03/2014

(A) PROFITABILITY

1 Total Turnover during the 10.30 16.62
year

2 Total expenses (except 16.38 29.03
depreciation/ finance
costs)

3 Finance costs - -

4 Depreciation & amortization - -

5 Total Expenses (2+3+4) 16.38 29.03

6 Profit /(Loss)before Tax (6.08) (12.41)

7 Profit / (Loss) after Tax (6.08) (12.41)

(B) LIABILITIES & ASSETS

1 Share Capital 1.00 1.00

2 Reserves & Surplus (18.50) (12.41)

3 Non Current Liabilities - -

4 Current Liabilities 27.43 18.18

5 Total Equity & Liabilities 9.93 6.77
(1+2+3+4)

6 Non Current Assets - -

7 Current Assets 9.93 6.77

8 Total Assets (6+7) 9.93 6.77

FERTILIZER AND RELATED BUSINESS

19. JAYPEE FERTILIZERS & INDUSTRIES LIMITED (JFIL)

JFIL was incorporated on 03.06.2010 to carry on the business directly
or by making investment in other companies having similar objects
including that of manufacturers, fabricators, processors, producers,
importers, exporters, buyers, sellers etc. of all kinds of fertilizers
and chemicals. It is a wholly owned subsidiary of Jaiprakash Associates
Limited and undertook the business of fertilizers and chemicals. The
Company had participated as a strategic investor in the 'Rehabilitation
Scheme' (Scheme) of fertilizer undertaking of Duncans Industries Ltd.
(DIL) which was approved by the Board for Industrial & Financial
Reconstruction (BIFR) in January, 2012.

Pursuant to the Scheme, the said fertilizer undertaking which is famous
for 'Chand Chhap' Urea stood vested in Kanpur Fertilizers & Cement
Limited (KFCL), in which JFIL has been making investments through
Jaypee Uttar Bharat Vikas Private Limited (JUBVPL), a Joint Venture,
which held 99.73% (approx.) equity shares of KFCL as on 31.03.2015.

KFCL has been moving progressively towards implementation of its Scheme
and has so far spent a sum of Rs, 1,232 crore up to 31.03.2015 towards
Capex (including Capital Advances) on its ongoing revamping,
modernization and up gradation of its fertilizer plant. The commercial
operations at the plant commenced w.e.f. 01.06.2014 and all the 03 Urea
and Ammonia streams, all the 04 bagging lines in bagging plant, 02
boilers having capacity of 70 TPH & 01 boiler with the capacity of 35
TPH and Hydrolyser stripper unit for treating nitrogenous effluent are
operating satisfactory whereas ETP plant is under commissioning and new
AFBC boiler construction job is in progress.

During the year under report, KFCL has generated gross revenue of Rs,
2,614.71 crore and its Urea production stood at 6,41,488 MT and sales
at 6,49,801 MT. The Net Profit during the financial year 2014-15 was at
Rs, 12.63 crore translating to basic earnings per equity share at Rs,
0.63 for the financial year 2014-15.

The financial position of JFIL for the financial year 2014-15 is given
as under:

(Rs, in Crore)

Year ended Year ended
31/03/2015 31/03/2014

(A) PROFITABILITY

1 Total Turnover
during the year 130 1.36

2 Total expenses (except 2.23 1.61
depreciation/ finance
costs)

3 Finance costs 38.25 38.04

4 Depreciation &
amortization 0.00 0.00

5 Total Expenses (2+3+4) 40.48 39.65

6 Exceptional/Extra-
ordinary items - -

7 Profit/(Loss) before Tax (39.18) (38.30)

8 Profit / (Loss) after Tax (39.18) (38.30)

(B) LIABILITIES & ASSETS

1 Share Capital 286.64 281.93

2 Reserves & Surplus 295.93 335.11

3 Non Current Liabilitier 105.13 210.16

4 Current Liabilitier 127.15 3.40

5 Total Equity & Liabilities 814.85 830.60
(1+2+3+4)

6 Non Current Assets 780.97 769.95

7 Current Assets 33.88 60.65

8 Total Assets (6+7) 814.85 830.60


AVIATION BUSINESS

20. HIMALYAPUTRA AVIATION LIMITED (HAL)

HAL was incorporated as a wholly-owned subsidiary of your Company, to
undertake the civil aviation business. HAL has obtained initial NOC
from Ministry of Aviation to operate Non-Scheduled Air Transport
Services.

The financial position of HAL for the financial year 2014-15 is given
as under:

(Rs, in Crore)

Year ended Year ended
31/03/2015 31/03/2014

(A) PROFITABILITY

1 Total Turnover
during the year 8.94 8.46

2 Total expenses (except 20.98 22.85
depreciation/ finance
costs)

3 Finance costs 2.90 3.57

4 Depreciation &
amortization 1.92 2.21

5 Total Expenses (2+3+4) 25.80 28.63

6 Exceptional/
Extra-ordinary items

7 Profit before Tax (16.86) (20.17)

8 Profit after Tax (16.86) (20.17)

(B) LIABILITIES & ASSETS

1 Share Capital 25.00 25.00

2 Reserves & Surplus (47.43) (30.57)

3 Non Current Liabilities 8.44 14.41

4 Current Liabilities 52.22 29.59

5 Total Equity &
Liabilities 38.24 38.43
(1+2+3+4)

6 Non Current Assets 34.66 36.58

7 Current Assets 3.57 1.85

8 Total Assets (6+7) 38.24 38.43

HEALTHCARE BUSINESS

21. JAYPEE HEALTHCARE LIMITED (JHL)

Jaypee Healthcare Limited ( JHL) was incorporated on 30th October, 2012
as a wholly owned subsidiary of JIL for the establishment of Jaypee
Hospital with the vision of promoting world-class healthcare amongst
the masses by providing quality and affordable medical care with
commitment.

Jaypee Hospital, the flagship hospital of Jaypee Group, is located at
Wish Town, Sector - 128, NOIDA, U.P.

It has been built across a sprawling 25 acre campus comprising of 504
Beds & is operational with various facilities like OPD, Radiology, Lab,
and Executive Health Check up in first phase from 1st April, 2014. This
healthcare facility is Jaypee Group's noble intention to make its foray
into the healthcare domain.

The financial position of JHL for the financial year 2014-15 is given
as under:

(Rs, in Crore)

Year ended Year ended
31/03/2015 31/03/2014

(A) PROFITABILITY

1 Total Turnover
during the year 10.27 -

2 Total expenses (except 11.03 -
depreciation/ finance
costs)

3 Finance costs 1.77 -

4 Depreciation & amortization 2.03

5 Total Expenses (2+3+4) 14.83 1.26

6 Exceptional/Extra-ordinary items

7 Profit before Tax (4.56) (1.26)

8 Profit after Tax (4.56) (126)

(B) LIABILITIES & ASSETS

1 Share Capital 427.50 250.00

2 Reserves & Surplus (5.83) (1.26)

3 Non Current Liabilities 324.16 238.80

4 Current Liabilities 97.95 38.12

5 Total Equity & Liabilities 843.78 525.65
(1+2+3+4)

6 Non Current Assets 710.93 513.76

7 Current Assets 132.85 11.89

8 Total Assets (6+7) 843.78 525.65

AGRI BUSINESS

22. JAIPRAKASH AGRI INITIATIVES COMPANY LIMITED (JAICO)

Jaiprakash Agri Initiatives Company Limited (JAICO), was acquired by
Jaypee Cement Corporation Limited, a wholly owned subsidiary of the
Company on 25th March, 2013 to diversify into agri business.

JAICO had set up soya and mustard processing plant at Rewa, Madhya
Pradesh. Jaypee Oilseeds Processing Complex has facilities to handle
all types of products and by-products from Soya and Mustard. However,
the production activities of Soya/ Mustard oil has been stopped and the
plant is under preventive maintenance since February, 2013.

Two milk processing undertakings of JAICO in the name of Shree Krishna
Dugdh Sanyantra which were set up in October 2012 at Mathura and Tappal
in the State of Uttar Pradesh had been incurring operating losses.
Therefore, the company sold the said two undertakings in January &
February, 2015, after taking approval from Shareholders in January,
2015.

The accounting year of JAICO will close on 30.06.2015 and the financial
position of JAICO up to 31.03.2015 is given as under:

(Rs, in Crore)

Year ended Year ended
31/03/2015 31/03/2014

(A) PROFITABILITY

1 Total Turnover during 12.67 17.71
the year

2 Total expenses (except 17.87 23.32
depreciation/ finance
costs)

3 Finance costs 6.48 8.51

4 Depreciation & 7.50 6.01
amortization

5 Total Expenses (2+3+4) 31.85 37.84

6 Exceptional/Extra-
ordinary items

7 Profit before Tax (19.18) (20.13)

8 Profit after Tax (19.18) (20.13)

(B) LIABILITIES & ASSETS

1 Share Capital 155.10 155.10

2 Reserves & Surplus (96.58) (77.40)

3 Non Current Liabilities 22.41 30.79

4 Current Liabilities 36.04 35.20

5 Total Equity & Liabilities 116.97 143.69
(1+2+3+4)

6 Non Current Assets 109.88 121.55

7 Current Assets 7.09 22.14

8 Total Assets (6+7) 116.97 143.69

9.0 CONSOLIDATED FINANCIAL STATEMENTS

The statement (in prescribed form AOC-1) as required under Section 129
of the Companies Act, 2013, in respect of the subsidiaries and
associates of the Company is annexed and forms an integral part of this
Report. The consolidated financial statements of the Company and its
subsidiary companies for the year ended 31st March 2015 , prepared in
accordance with Accounting Standard AS-21 Consolidated Financial
Statements prescribed by the Institute of Chartered Accountants of
India, form part of the Annual Report and Accounts.

The annual accounts of the subsidiary companies and the related
detailed information will be made available to the shareholders of the
Company and subsidiary companies seeking such information. The annual
accounts of the subsidiary companies will also be kept for inspection
by any shareholders in Company's Head Office and also that of the
subsidiaries. Further, the Company shall furnish a hardcopy of annual
accounts of subsidiaries to any shareholder on demand.

The Company has also uploaded the details of the accounts of individual
subsidiary companies on its website i.e. www.jalindia.com.

10.0 OUTLOOK

Keeping in view the performance and future prospects of the Company's
business, the business of its subsidiaries and the Company's resolve to
reduce the debt, your Company is committed to enhance the shareholders'
value.

11.0 DIRECTORATE

A. Cessation of Directorships:

Shri Viney Kumar, a nominee of IDBI Bank Limited ceased to be on the
Board of the Company w.e.f. June 23, 2014 consequent upon the
withdrawal of his nomination by the Bank.

Shri V. K Chopra and Dr. B. Samal, Independent Directors resigned from
Directorship of the Company w.e.f. September 16, 2014 and September 30,
2014 respectively due to personal reasons.

Shri Shiva Dixit, Wholetime Director resigned w.e.f. 20th July 2015 due
to his personal reasons.

B. Appointments of Independent Directors:

The Board in its meetings held on September 27, 2014 and November 12,
2014, based on the recommendation of the Nomination & Remuneration
Committee, appointed the following persons as Additional/ Independent
Directors for a period of three consecutive years from the date of
their appointment by the Board, subject to approval of the
shareholders, keeping in view their integrity, relevant expertise and
experience, to comply with the provisions of revised Clause 49 of the
Listing Agreement of having at least half of the Board as Independent
Directors.

Shri C. P. Jain, Shri K. P. Rau and Shri S.C.K. Patne were appointed as
Independent Directors on the Board of the Company w.e.f. September 27,
2014, not liable to retire by rotation.

Shri T.R. Kakkar was appointed as Independent Director on the Board of
the Company w.e.f. November 12, 2014, not liable to retire by
rotation.

Shri MV Phadke was appointed as IDBI Nominee Director on the Board of
the Company w.e.f. 10th June 2015, not liable to retire by rotation.

With the above co-options, the composition of the Board is in
compliance of the requirements of the Companies Act, 2013 and the
Listing Agreement.

Necessary proposals for their appointment as Director of the Company
have been included in the Notice of the Annual General Meeting for your
approval.

C. Retirement by rotation:

Shri Ranvijay Singh and Shri Pankaj Gaur, Directors would retire by
rotation at the forthcoming Annual General Meeting of the Company. The
proposals for their re-appointment have also been included in the
Notice of the Annual General Meeting for your approval.


12.0 DEPOSITS

Your Company had a track record of being regular in repayment of
deposits and payment of interest thereon. As on 1st April, 2014, the
Company had outstanding fixed deposits and interest payable thereon
aggregating Rs, 2,722.53 Crores, which were to be repaid over a period
of three years from the date of their respective acceptance. However,
under the new provisions, the outstanding deposits were required to be
repaid by 31st March, 2015. Due to the changed provisions under the
Companies Act, 2013, the Company decided to stop accepting fresh
deposits/ renewing the existing deposits. Since the amount raised by
the Company stood deployed in its business, it was not feasible to
repay such a huge amount within the staid period. Accordingly, the
Company approached Hon'ble Company Law Board for extension of time for
repayment of outstanding Fixed Deposits. Seeing the satisfactory
progress, Hon'ble Company Law Board has from time to time extended the
time for such repayment, finally till 31st December, 2015. In the
meantime, the Company, in compliance with the orders of the Hon'ble
Company Law Board, had been making repayments of deposits and payment
of interest due thereon. As on 31st March, 2015, an aggregate amount of
Rs,1,816.18 Crores was payable towards repayment of deposits and
interest thereon. Since 1st April, 2014, against an aggregate
outstanding of Rs, 2,722.53 Crores, the Company has, till date, settled
FDs aggregating Rs, 1,215.11 Crores including interest payable thereon.
Your Company has a firm resolve to repay the outstanding deposits and
interest payable thereon, aggregating approximately Rs, 1,507 Crores,
at the earliest possible, out of its resources including the proceeds
of the impending divestments.

13.0 AUDITORS

A) STATUTORY AUDITORS:

M/s. M.P. Singh & Associates, Chartered Accountants, Auditors of the
Company are appointed as Statutory Auditor of the Company for a term of
three consecutive financial years i.e. for 2014-15, 2015-16 & 2016-17.
They hold office from the conclusion of the last Annual General Meeting
held on 27th September 2014 till conclusion of the Annual General
Meeting of the Company to be held in the year 2017, subject to
ratification by the shareholders at every Annual General Meeting.
Necessary proposal for ratification of their appointment has been
included in the Notice of the AGM for your approval.

B) SECRETARIAL AUDITORS:

M/s Chandrasekaran Associates, Company Secretaries, were appointed as
Secretarial Auditor of the Company by the Board of Directors as per
Section 204 of the Companies Act 2013 for the financial year 2014-15.
The Secretarial Audit Report for the financial year ended 31st March
2015 forms part of the Director Report.

Based on the recommendations of the Audit Committee, the Board has
further re-appointed M/s Chandrasekaran Associates, Company
Secretaries, to conduct the Secretarial Audit for the financial year
2015-16 as per Section 204 of the Companies Act, 2013.

C) COST AUDITORS:

For the financial year 2014-15, the Board of Directors of the Company
re-appointed, based on recommendations of the Audit Committee, M/s.
J.K. Kabra & Co., Cost Accountants, (Firm's Registration No. 2890), as
Cost Auditors, for auditing the cost accounts in respect of applicable
businesses of the Company. The remuneration is subject to ratification
by shareholders for which a proposal is contained in the Notice of AGM.

14.0 CORPORATE GOVERNANCE

Report on Corporate Governance and Management Discussion & Analysis
Report, in terms of Clause 49 of the Listing Agreement are annexed and
form part of this Annual Report. A certificate from the Auditors
confirming compliance with the conditions of Corporate Governance is
also annexed.

The Company is complying with the Corporate Governance norms laid down
in Clause 49 of the Listing Agreement.

15.0 BUSINESS RESPONSIBILITY REPORT

In terms of Clause 55 of the Listing Agreement, a Business
Responsibility Report (BRR), in the prescribed format, is annexed and
forms part of this Annual Report describing the initiatives taken by
the Company from an environmental, social and governance perspective,
towards adoption of responsible business practices. The BRR as well as
the Company's Policy on Sustainable Development are accessible on the
Company's website www.jalindia.com.

16.0 EMPLOYEE RELATIONS & PREVENTION OF SEXUAL HARASSMENT OF WOMEN AT
WORK PLACE

EMPLOYEE RELATIONS

Employee relations continued to be cordial throughout the year. Your
Directors wish to place on record their sincere appreciation for the
excellent spirit with which the entire team of the Company worked at
all sites and all offices and achieved commendable progress.

CASES FILED PERTAINING TO SEXUAL HARASSMENT OF WOMEN AT WORK PLACE

There was no case filed by any woman during the Calendar year 2014 nor
during Calendar year 2015 (till date) pertaining to sexual harassment
of women at work place. The Company has formed an 'Internal Complaints
Committee' pursuant to the provisions of 'The Sexual Harassment of
Women at Workplace (Prevention, Prohibition and Redressal) Act, 2013'
for the purpose of prevention of sexual harassment of women at
workplace. The said Committee gave its Report for the Calendar Year
2014 as well as Interim Report for the Calendar year 2015 (till date)
confirming that no such case has been filed during the said periods.


17.0 REQUIREMENTS AS PER SECTION 134 (3) OF COMPANIES ACT, 2013

17.1 EXTRACT OF THE ANNUAL RETURN UNDER SECTION 92 (3) 

The extract of the Annual Return as provided u/s 92(3) (in form MGT-9)
is enclosed as Annexure- 1.

17.2 THE NUMBER OF MEETINGS OF THE BOARD 

The total no. of meetings of the Board of Directors held during the
Financial year 2014- 15 is 8 (Eight). The Board Meetings were held on:
i) 27.05.2014, ii) 12.08.2014, iii) 25.08.2014, iv) 27.09.2014, v)
12.11.2014, vi) 23.12.2014, vii) 23.01.2015 and viii) 10.02.2015.

17.3 DIRECTORS' RESPONSIBILITY STATEMENT

Based on internal financial controls, work performed by the internal,
statutory, cost and secretarial auditors and external agencies, the
reviews performed by the management and with the concurrence of the
Audit Committee, pursuant to Section 134(5) of the Companies Act, 2013,
the Board states having:

(a) Followed the preparation of the annual accounts, the applicable
accounting standards with proper explanation relating to material
departures.

(b) Selected such accounting policies and applied them consistently and
made judgments and estimates that are reasonable and prudent so as to
give a true and fair view of the state of affairs of the Company at the
end of the financial year and of the profit and loss of the Company for
that period.

(c) Taken proper and sufficient care for the maintenance of adequate
accounting records in accordance with the provisions of Companies Act,
2013 for safeguarding the assets of the Company and for preventing and
detecting fraud and other irregularities;

(d) Prepared the annual accounts on a going concern basis.

(e) Laid down internal financial controls to be followed by the Company
and that such internal financial controls are adequate and were
operating effectively; and

(f) Devised proper systems to ensure compliance with the provisions of
all applicable laws and that such systems were adequate operating
effectively and the same are being strengthened on continuous basis
from time to time.

17.4 STATEMENT ON DECLARATIONS GIVEN BY INDEPENDENT DIRECTORS UNDER
SECTION 149 (6) & (7)

In Compliance with the provisions of Section 149(6) & 149 (7) the
Companies Act, 2013 and Clause 49 of Listing Agreement, Company has
received declarations from all the Independent Directors of the
Company.

17.5 NOMINATION AND REMUNERATION POLICY UNDER SECTION 178(3).

The Company has a policy on Nomination and Remuneration as approved by
Board and its details are given under Corporate Governance Report.

17.6 COMMENT ON QUALIFICATION, RESERVATION OR ADVERSE REMARK OR
DISCLAIMER MADE (IF ANY)- a. by the Statutory Auditors

The observation of Statutory Auditors and Notes to the financial
statements are self- explanatory.

The qualification of Statutory Auditors in para (vii)(a) of the
Annexure referred to in para 1 of their Report on the standalone
financial statements pertains to non-payment of some dues which were
subsequently made/being made good.

The qualification in para (ix) of the said Annexure pertains to some
delay in repayment of principal amount of loans and interest on loans,
which has been subsequently repaid/being repaid.

The delays occurred due to cash flow problem faced by the Company, for
which your Directors are taking necessary steps including the
divestment initiatives as mentioned in the beginning of the Directors
Report.

The qualified opinion given on the consolidated financial statements
pertains to:

(i) Sangam Power Generation Company Limited (SPGCL), a subsidiary of
the Company relating to the inability to comment on the requirement of
adjustment in carrying value of assets and liabilities.

SPGCL was incorporated for implementation of Thermal Power project at
Karchana, Distt. Allahabad (U.P.) with 2x660 MW capacity. SPGCL had
executed conveyance deeds in respect of the land for the project but
physical possession of the land could not be handed over by the
District Administration due to continuous agitation by the local
villagers. Despite various steps having been taken by SPGCL for
implementation of the project, no physical activity could be started on
the ground because of non-availability of the land for the reasons
beyond the control of SPGCL. SPGCL is in correspondence with U.P.
Power Corporation Limited and State Government to close Power Purchase
Agreement/ other agreements and to refund the amounts incurred by SPGCL
and the matter is under examination of the authorities. However, the
management of SPGCL does not expect any material adjustment in carrying
value of assets including Capital Work in Progress. The Auditors were
unable to comment on whether any adjustment in carrying value of assets
and liabilities were to be made and its possible effects on SPGCL.
However, the management of SPGCL expects that the claims filed by SPGCL
would be amicably settled soon.

(ii) Jaypee Fertilizers & Industries Limited (JFIL), a subsidiary of
the Company in para (iii) for non-repayment of a loan given by JFIL:

The reply of management is given in Audit Report itself and hence needs
no further explanation.

(iii) Para (vii)(a) of the Annexure referred to in para 1 of their
Report on non- payment of some dues of the Company:

The reply of management is same as given above related to standalone
financial statement.

(vi) Para (ix) of the Annexure referred to in para 1 on some delay in
repayment of principal amount of loans and interest on loans of Company
and some of its subsidiaries:

The reply of management is same as given above related to standalone
financial statement.

b. by the Company Secretary in Practice in Secretarial Audit Report

The observations of Secretarial Auditors are self- explanatory. There
are no qualifications/ adverse remarks.

17.7 PARTICULARS OF LOANS, GUARANTEES OR INVESTMENTS UNDER SECTION 186

The particulars of Loans, Guarantees or Investments are given in the
notes to financial statements especially under Note No. 13, 16, 38 &
39.

17.8 PARTICULARS OF CONTRACTS OR ARRANGEMENTS WITH RELATED PARTIES
REFERRED TO IN SECTION 188(1)

The particulars are given as per the prescribed Format enclosed as
Annexure 2. All the related party transactions during the year were on
an arm's length basis and in ordinary course of business.

17.9 STATE OF COMPANY AFFAIRS

The state of Company affairs is given in para no. 1, 6 & 7 above.

17.10 AMOUNT, IF ANY, WHICH COMPANY PROPOSES TO CARRY TO ANY RESERVES

NIL.

17.11 AMOUNT, IF ANY, WHICH COMPANY RECOMMENDS SHOULD BE PAID BY WAY OF
DIVIDEND

NIL.

17.12 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 THE REPORT.

There are no material changes and commitments, affecting the financial
position of the Company between 31.03.2015 and the date of this report
except the amalgamation and divestments reported above.

17.13 CONSERVATION OF ENERGY, TECHNOLOGY ABSORPTION, FOREIGN EXCHANGE
EARNINGS AND OUTGO

Particulars with respect to conservation of energy, technology
absorption, foreign exchange earnings & outgo, pursuant to Section 134
of the Companies Act, 2013, read with Companies (Accounts) Rules 2014
for the year ended 31st March 2015 are annexed as Annexure-3 and form
an integral part of this Report.

17.14 STATEMENT INDICATING DEVELOPMENT AND IMPLEMENTATION OF A RISK
MANAGEMENT POLICY FOR THE COMPANY INCLUDING IDENTIFICATION THEREIN OF
ELEMENTS OF RISK, IF ANY, WHICH IN THE OPINION OF THE BOARD MAY
THREATEN THE EXISTENCE OF THE COMPANY.

(i) The Company has a Risk Management policy as approved by Board and
its details are given in the Corporate Governance Report.

(ii) In the opinion of the Board, there is no risk which may threaten
the existence of the Company.

17.15 DETAILS ABOUT THE POLICY DEVELOPED AND IMPLEMENTED BY THE COMPANY
ON CORPORATE SOCIAL RESPONSIBILITY INITIATIVES TAKEN DURING THE YEAR

The details about the Corporate Social Responsibility (CSR) Policy are
given in Corporate Governance Report. The said Policy is available on
following link [www.jalindia.com/attachment/ CSRpolicy.pdf]

The Initiatives taken by Company during the year are given in Annexure
- 4.

17.16 STATEMENT INDICATING THE MANNER IN WHICH FORMAL ANNUAL EVALUATION
HAS BEEN MADE BY THE BOARD OF ITS OWN PERFORMANCE AND THAT OF ITS
COMMITTEES AND INDIVIDUAL DIRECTORS.

The Annual Evaluation of Board, it's Committees and Directors is done
as per the Criteria laid Down by the Nomination and Remuneration
Committee (NRC). The Board carried evaluation of its performance and
executive directors of the Company on 02.03.2015.

The Board also carried out the evaluation of its following committees:

A) AUDIT COMMITTEE

1. Shri R.N. Bhardwaj, Chairman,

2. Shri B.K. Goswami, Member,

3. Shri S.C. Bhargava, Member

4. Shri K.P. Rau, Member

B) STAKEHOLDERS RELATIONSHIP COMMITTEE

1. Shri S.K. Jain, Chairman

2. Shri Sunil Kumar Sharma, Member

3. Shri Rahul Kumar, Member


C) NOMINATION & REMUNERATION COMMITTEE

1. Shri B.K. Goswami, Chairman

2. Shri S.C. Bhargava, Member

3. Ms. H.A. Daruwalla, Member.

D) RESTRUCTURING COMMITTEE

1. Shri B. K. Goswami, Chairman

2. Shri C.P. Jain, Member

3. Ms. H.A. Daruwalla, Member

4. Shri Sunny Gaur, Member

5. Shri Rahul Kumar, Member

E) CSR (Corporate Social Responsibility) COMMITTEE

1. Shri B.K. Goswami, Chairman

2. Shri Sunny Gaur, Member

3. Shri Pankaj Gaur, Member

4. Shri Rahul Kumar, Member

5. Shri T.R. Kakkar, Member.

F) FINANCE COMMITTEE

1. Shri B. K. Goswami, Chairman

2. Shri Sunil Kumar Sharma, Member

3. Shri Rahul Kumar, Member

G) RISK MANAGEMENT COMMITTEE

1. Shri Manoj Gaur, Chairman,

2. Shri K.N. Bhandari, Member

3. Shri Pankaj Gaur, Member

4. Shri Rahul Kumar, Member.

H) COMMITTEE FOR STATUTORY POLICIES

1. Shri Manoj Gaur, Chairman

2. Shri R.N. Bhardwaj, Member

3. Shri S.C. Bhargava, Member

4. Shri Rahul Kumar, Member

More details are given in Corporate Governance Report.

17.17 THE DETAILS OF SIGNIFICANT AND MATERIAL ORDERS PASSED BY THE
REGULATORS OR COURTS OR TRIBUNALS IMPACTING THE GOING CONCERN STATUS
AND COMPANY'S OPERATIONS IN FUTURE

There is no significant order passed by the regulators or courts or
tribunals impacting the going concern status, except as reported in
notes to accounts.

17.18 DETAILS IN RESPECT OF ADEQUACY OF INTERNAL FINANCIAL CONTROLS
WITH REFERENCE TO THE FINANCIAL STATEMENTS.

The Company has laid down strong internal financial controls & checks
which are effective and operational.

The Company had appointed M/s. N. Awatar & Co., Chartered Accountants
as Internal Auditors. The said firm carried out the assignment up to
30th September 2014. The Company w.e.f 12th November 2014 appointed M/s
EY as Internal Auditors for Cement Division (Cement & Asbestos Sheets)
and M/s Dewan PN Chopra & Co., Chartered Accountants, for rest of the
business of the Company (Engineering, Power, Real Estate, Hospitality
etc.).

In addition, the Internal Audit Department of the Company, manned by
Chartered Accountants and headed by Shri R.B. Singh, Chief Internal
Auditor (a Chartered Accountant), is fully effective through out the
year as Internal Auditors.

The Audit Committee regularly interacts with the Internal Auditors, the
Statutory Auditors and senior executives of the Company responsible for
financial management and other affairs. It studies the internal
control systems and checks & balances for continuous updation and
improvements therein. The Audit Committee also regularly reviews &
monitors the budgetary control system of the Company as well as system
for cost control, financial controls, accounting controls, physical
verification controls, etc. The Audit Committee has regularly observed
that proper internal financial controls are in place including with
reference to financial statements.

17.19 DETAILS PERTAINING TO REMUNERATION AS PER RULE 5(1) OF THE
COMPANIES (APPOINTMENT AND REMUNERATION OF MANAGERIAL PERSONNEL) RULES,
2014

The Details are enclosed as Annexure - 5.

The whole-time Directors of the Company have voluntarily foregone up to
50% of their salaries to support the Company in this period of hardship
and difficulties.

17.20 DETAILS PERTAINING TO REMUNERATION AS PER RULE 5(2) & (3) OF THE
COMPANIES (APPOINTMENT AND REMUNERATION OF MANAGERIAL PERSONNEL) RULES,
2014.

The Details are enclosed as Annexure  6.

18.0 ACKNOWLEDGMENT

Your Directors wish to place on record their appreciation for and
gratitude to various Departments and Undertakings of the Central and
State Governments, Industrial Development Bank of India, The Life
Insurance Corporation of India, General Insurance Corporation of India
and its Subsidiaries, IFCI Limited, ICICI Bank Ltd.,State Bank of
India, Axis Bank Limited, Export-Import Bank of India and Consortium of
Banks, valued customers and the employees of the Company for their
valuable support and co-operation.

Your Directors also wish to place on record their appreciation of the
wholehearted and continued support extended by the Shareholders and
Investors, which had always been a source of strength for the Company.

On behalf of the Board

MANOJ GAUR

Executive Chairman & CEO

DIN: 00008480

Place : Noida

Date : November 14, 2015

 

Source : Dion Global Solutions Limited
Quick Links for jaiprakashassociates
Explore Moneycontrol
Stocks     A | B | C | D | E | F | G | H | I | J | K | L | M | N | O | P | Q | R | S | T | U | V | W | X | Y | Z | Others
Mutual Funds     A | B | C | D | E | F | G | H | I | J | K | L | M | N | O | P | Q | R | S | T | U | V | W | X | Y | Z
Copyright © e-Eighteen.com Ltd. All rights reserved. Reproduction of news articles, photos, videos or any other content in whole or in part in any form or medium without express written permission of moneycontrol.com is prohibited.