Moneycontrol
SENSEX NIFTY
Larsen & Toubro Directors Report, Larsen Reports by Directors
YOU ARE HERE > MONEYCONTROL > MARKETS > INFRASTRUCTURE - GENERAL > DIRECTORS REPORT - Larsen & Toubro

Larsen & Toubro

BSE: 500510|NSE: LT|ISIN: INE018A01030|SECTOR: Infrastructure - General
SET ALERT
|
ADD TO PORTFOLIO
|
WATCHLIST
LIVE
BSE
Jul 27, 15:33
1184.85
5.2 (0.44%)
VOLUME 97,047
LIVE
NSE
Jul 27, 15:28
1180.50
0.25 (0.02%)
VOLUME 3,859,936
Array
Directors Report Year End : Mar '16    Mar 15
Dear Members,
 
 The Directors have pleasure in presenting their 71st Annual Report and
 Audited Financial Statements for the year ended March 31, 2016.
 
 FINANCIAL RESULTS
 
 Particulars                                     2015-16       2014-15
                                               Rs. crore     Rs. crore
 
 Profit before depreciation, exceptional 
 and extra ordinary items & tax                  7127.71       7352.21
 
 Less: Depreciation, amortisation, impairment 
 and obsolescence                                 998.88       1009.74
 
                                                 6128.83       6342.47 
 
 Add: Transfer from Revaluation Reserve                -          1.59 
 
 Profit before exceptional and
 extraordinary items and tax                     6128.83       6344.06
 
 Add: Exceptional Items                           560.28        357.16
 
 Profit before tax                               6689.11       6701.22
 
 Less: Provision for tax                         1377.65       1645.04
 
 Profit for the period carried to Balance 
 Sheet                                           5311.46       5056.18
 
 Add: Balance brought forward from 
 previous year                                   3429.11        333.45
 
 Less: Dividend paid for the previous 
 year (Including dividend distribution tax)         2.15          2.20
 
 Less: Depreciation charged against
 retained earnings                                  6.14         86.28
 
 Add: Reversal of deferred tax on
 depreciation charged against
 retained earnings                                  2.13         29.33
 
 Balance available for disposal                  8734.41       5330.48
 (which the directors appropriate 
 as follows) 
 
 Debenture Redemption Reserve                     156.50        256.50
 
 Proposed dividend                               1699.95       1510.54
 
 Dividend Tax                                     140.88        134.33
 
                                                 1997.33       1901.37
 
 Balance to be carried forward                   6737.08       3429.11
 
 Dividend                                        1699.95       1510.54
 
 The Directors recommend payment of 
 final dividend of Rs. 18.25 per
 share of Rs. 2/- each on 93,14,78,845 
 shares.
 
 CAPITAL & FINANCE
 
 During the year under review, the Company allotted 19,16,784 equity
 shares of Rs. 2/- each upon exercise of stock options by the eligible
 employees under the Employee Stock Option Schemes.
 
 The Company issued Non-Convertible Debentures (NCDs) worth Rs. 1,000
 crore. At maturity, repayment of NCDs worth Rs. 600 crore was also
 made. The Company tied up a long-term foreign currency loan of USD 25
 million, and also completed part repayment of a foreign currency long
 term debt of USD 5.83 million as per schedule. In addition, the Company
 prepaid foreign currency loans worth USD 50 million.
 
 CAPITAL EXPENDITURE
 
 As at March 31, 2016 the gross tangible and intangible assets including
 leased Assets, stood at Rs. 13,297.13 crore and the net tangible and
 intangible assets, including leased assets, at Rs.7,668.59 crore.
 Capital Expenditure during the year amounted to Rs. 776 crore.
 
 DEPOSITS
 
 The Company does not have any unclaimed deposits as of date. All
 unclaimed deposits have been transferred to Investor Education &
 Protection Fund.
 
 DEPOSITORY SYSTEM
 
 As the members are aware, the Company''s shares are compulsorily
 tradable in electronic form. As on March 31, 2016, 97.90% of the
 Company''s total paid up capital representing 91,18,73,781 shares are in
 dematerialized form. In view of the numerous advantages offered by the
 Depository system as well as to avoid frauds, members holding shares in
 physical mode are advised to avail of the facility of dematerialization
 from either of the depositories.
 
 TRANSFER TO INVESTOR EDUCATION AND PROTECTION FUND
 
 The Company sends letters to all shareholders, whose dividends are
 unclaimed so as to ensure that they receive their rightful dues.
 
 During the year, the Company has transferred a sum of Rs.1,51,31,245 to
 Investor Education & Protection Fund, the amount which was due &
 payable and remained unclaimed and unpaid for a period of seven years
 as provided in Section 205C(2) of the Companies Act, 1956.  Despite the
 reminder letters sent to each shareholder, this amount remained
 unclaimed and hence was transferred.  Cumulatively, the amount
 transferred to the said fund was Rs. 14,56,60,404 as on March 31, 2016.
 
 SUBSIDIARY/ASSOCIATE/JOINT VENTURE COMPANIES
 
 During the year under review, the Company subscribed to/acquired
 equity/preference shares in various subsidiary/ associate/joint venture
 companies. These subsidiaries include companies in general insurance,
 power, real estate, infrastructure and manufacturing sectors. The
 details of investments in subsidiary companies during the year are as
 under:
 
 A) Shares subscribed/acquired during the year: 
 
 Name of the company              Type of Shares          No. of shares
 
 L&T General Insurance Company    Equity                   8,50,00,000
 Limited
 
 L&T Global Holdings Limited,     Equity                         1,000
 United Arab Emirates
 
 L&T Hydrocarbon Engineering      Preference              26,00,00,000
 Limited
 
 L&T Metro Rail (Hyderabad)       Equity                      4,92,643
 Limited
 
 L&T Power Development Limited    Equity                  38,34,00,000
 
 L&T Realty Limited               Preference              64,83,00,000
 
 L&T Seawoods Limited             Preference              13,22,50,000
 
 L&T Shipbuilding Limited         Preference             133,18,60,000
 
 L&T Uttaranchal Hydropower       Preference              60,47,50,000
 Limited
 
 LTH Milcom Limited               Equity                      1,13,340
 
 Larsen & Toubro Saudi Arabia     Equity                           625
 LLC, Saudi Arabia
 
 Marine Infrastructure Developer  Equity                         9,990
 Private Limited
 
 B) Equity shares sold/transferred during the year:
 
 Name of the Company                                 Number of shares
 
 L&T Finance Holdings Limited                           8,52,26,706
 
 L&T Infocity Limited                                   2,40,30,000
 
 L&T Natural Resources Limited                               50,000
 
 L&T Powergen Limited                                        50,000
 
 L&T Sapura Offshore Private Limited                          6,000
 
 L&T Sapura Shipping Private Limited                    9,53,11,850
 
 L&T Solar Limited                                           50,000
 
 L&T-Gulf Private Limited                                 40,00,016
 
 L&T-Valdel Engineering Limited                           11,79,000
 
 Larsen & Toubro International FZE, United Arab               1,829
 Emirates
 
 PNG Tollway Limited                                    2,15,43,340
 
 JSK Electricals Limited                                  21,20,040
 
 L&T-Chiyoda Limited                                      45,00,000
 
 Rishi Consfab Private Limited                            27,04,000
 
 Salzer Electronics Limited                               26,79,808
 
 The Company has formulated a policy on the identification of material
 subsidiaries and the same is placed on the website at
 http://investors.larsentoubro.com/Listing- Compliance.aspx. The Company
 does not have any material subsidiaries.
 
 C) Performance and Financial Position of each subsidiary/associate and
 joint venture companies:
 
 A statement containing the salient features of the financial statement
 of subsidiary/associate/joint venture companies is provided on pages
 390 to 399 of this Annual Report.
 
 PARTICULARS OF LOANS GIVEN, INVESTMENTS MADE, GUARANTEES GIVEN OR
 SECURITY PROVIDED BY THE COMPANY
 
 The Company has disclosed the full particulars of the loans given,
 investments made or guarantees given or security provided on pages 263
 to 265 of this Annual Report.
 
 PARTICULARS OF CONTRACTS OR ARRANGEMENTS WITH RELATED PARTIES
 
 The Audit Committee and the Board of Directors have approved the
 Related Party Transactions Policy and the same has been uploaded on the
 Company''s website http://
 nvestors.larsentoubro.com/Listing-Compliance.aspx.
 
 The Company has a process in place to periodically review and monitor
 Related Party Transactions.
 
 All the related party transactions were in the ordinary course of
 business and at arm''s length. The Audit Committee has approved all
 related party transactions for the FY 2015-16 and estimated
 transactions for FY 2016-17.
 
 There were no material transactions with related parties during the
 year.
 
 STATE OF COMPANY AFFAIRS
 
 The gross sales and other income for the financial year under review
 were Rs. 62,821 crore as against Rs. 59,841 crore for the previous
 financial year registering an increase of 5%. The profit before tax
 from continuing operations including extraordinary and exceptional
 items was Rs. 6,689 crore for the financial year under review as
 against Rs. 6,701 crore for the previous financial year, registering a
 decrease of 0.18%. The profit after tax from continuing operations
 including extraordinary and exceptional items of Rs. 5,311 crore for
 the financial year under review as against Rs. 5,056 crore for the
 previous financial year, registering an increase of 5%.
 
 AMOUNT TO BE CARRIED TO RESERVE
 
 The Company has not transferred any amount to the reserves during the
 current financial year.
 
 DIVIDEND
 
 The Directors recommend payment of dividend of Rs. 18.25 (912.50%) per
 equity share of Rs. 2/- each on the share capital.
 
 MATERIAL CHANGES AND COMMITMENTS AFFECTING THE FINANCIAL POSITION OF
 THE COMPANY, BETWEEN THE END OF THE FINANCIAL YEAR AND THE DATE OF THE
 REPORT
 
 There are no material changes and commitments affecting the financial
 position of the Company between the end of the financial year and the
 date of this report.
 
 CONSERVATION OF ENERGY, TECHNOLOGY ABSORPTION, FOREIGN EXCHANGE
 EARNINGS AND OUTGO
 
 Information as required to be given under Section 134(3) (m) read with
 Rule 8(3) of the Companies (Accounts) Rules, 2014 is provided in
 Annexure ''A forming part of this Board Report.
 
 RISK MANAGEMENT POLICY
 
 The Risk Management Committee comprises of Mr. A. M.  Naik, Mr. S. N.
 Subrahmanyan and Mr. R. Shankar Raman.  Mr. A. M. Naik is the Chairman
 of the Committee.
 
 The Company has formulated a risk management policy and has in place a
 mechanism to inform the Board Members about risk assessment and
 minimization procedures and periodical review to ensure that executive
 management controls risk by means of a properly designed framework.
 
 A detailed note on risk management is given under financial review
 section of the Management Discussion and Analysis on pages 217 to 219
 of this Annual Report.
 
 CORPORATE SOCIAL RESPONSIBILITY
 
 The Corporate Social Responsibility Committee comprises of Mr. Vikram
 Singh Mehta, Mr. D. K. Sen and Mr. R.  Shankar Raman as the Members.
 Mr. Vikram Singh Mehta is the Chairman of the Committee.
 
 The details of the various projects and programs which can be
 undertaken by the Company as a part of its CSR policy framework is
 available on its website
 http://investors.larsentoubro.com/Listing-Compliance.aspx.
 
 The disclosures required to be given under Section 135 of the Companies
 Act, 2013 read with Rule 8(1) of the Companies (Corporate Social
 Responsibility Policy) Rules, 2014 are given in Annexure ''C'' forming
 part of this Board Report.
 
 DETAILS OF DIRECTORS AND KEY MANAGERIAL PERSONNEL APPOINTED/RESIGNED
 DURING THE YEAR
 
 Mr. K. Venkataramanan retired as the Chief Executive Officer and
 Managing Director of the Company on September 30, 2015 pursuant to his
 superannuation from the services of the Company. The Board places on
 record its appreciation of the immense contribution by Mr. K.
 Venkataramanan as the Chief Executive Officer and Managing Director of
 the Company.
 
 Mr. M. V. Kotwal retired as the Whole-time Director of the Company on
 August 26, 2015 pursuant to his superannuation from the services of the
 Company. The Board places on record its appreciation of the immense
 contribution by Mr. M. V. Kotwal as a Whole-time Director of the
 Company.
 
 Mr. Swapan Dasgupta resigned as Nominee Director of the Company on May
 15, 2016. The Board places on record its appreciation of the immense
 contribution by Mr. Swapan Dasgupta as Director of the Company.
 
 The Board has appointed Mr. Subramanian Sarma as a Non-Executive
 Director of the Company w.e.f. August 19, 2015.
 
 During the year the Board has appointed Mr. S. N.  Subrahmanyan as
 Deputy Managing Director and President of the Company w.e.f October 1,
 2015 for a period of 5 years, subject to approval of the shareholders.
 
 The Board has appointed Mr. D. K. Sen as a Whole-time Director w.e.f.
 October 1, 2015 for a period of 5 years, subject to approval of the
 shareholders.
 
 The Board has appointed Mr. M. V. Satish as a Whole- time Director of
 the Company w.e.f. January 29, 2016 for a period of five years, subject
 to approval of the shareholders.
 
 The Board has appointed Ms. Naina Lal Kidwai as an Independent Director
 of the Company from March 1, 2016 to February 28, 2021, subject to the
 approval of the shareholders. Ms. Naina Lal Kidwai, appointed as an
 Additional Director, will hold office till the ensuing AGM and is
 eligible for appointment.
 
 The Board has appointed Mr. Sanjeev Aga as an Independent Director of
 the Company from May 25, 2016 to May 24, 2021, subject to the approval
 of shareholders.  Mr. Sanjeev Aga, appointed as Additional Director,
 will hold office till the ensuing AGM and is eligible for appointment.
 
 The Board has appointed Mr. Narayanan Kumar as an Independent Director
 of the Company at its Meeting dated May 25, 2016 with effect from May
 27, 2016 to May 26, 2021, subject to the approval of shareholders.  Mr.
 Narayanan Kumar, appointed as Additional Director, will hold office
 till the ensuing AGM and is eligible for appointment.
 
 Mr. S. N. Subrahmanyan and Mr. A.M Naik retire by rotation at the
 ensuing AGM and being eligible offers themselves for re-appointment.
 Mrs. Sunita Sharma who was appointed as a Director in casual vacancy
 caused due to the resignation of Mr. N. Mohanraj holds office till the
 conclusion of the ensuing AGM and being eligible offers herself for
 re-appointment.
 
 It is proposed to re-appoint Mr. R. Shankar Raman as a Whole-time
 Director of the Company for a period of 5 years from October 1, 2016 to
 September 30, 2021, subject to the approval of the shareholders.
 
 It is proposed to re-appoint Mr. Shailendra Roy as a Whole-time
 Director of the Company for the period March 9, 2017 to July 7, 2020,
 subject to the approval of the shareholders.
 
 The notice convening the AGM includes the proposal for
 appointment/re-appointment of Directors.
 
 The terms and conditions of appointment of the Independent Directors
 are placed on the website of the Company
 http://investors.larsentoubro.com/Listing- Compliance.aspx.
 
 The Company has also disclosed on its website
 http://investors.larsentoubro.com/Listing-Compliance.aspx details of
 the familiarization programs formulated to educate the Directors
 regarding their roles, rights and responsibilities in the Company and
 the nature of the industry in which the Company operates, the business
 model of the Company, etc.
 
 NUMBER OF MEETINGS OF THE BOARD OF DIRECTORS
 
 This information is given in Annexure ''B'' - Report on Corporate
 Governance forming part of this Board Report.  Members are requested to
 refer to page 79 of this Annual Report.
 
 AUDIT COMMITTEE
 
 The Company has in place an Audit Committee in terms of the
 requirements of the Companies Act, 2013 read with the rules made
 thereunder and Regulation 18 of the SEBI (Listing Obligations &
 Disclosure Requirements) Regulations, 2015. The details relating to the
 same are given in Annexure ''B'' - Report on Corporate Governance forming
 part of this Board Report. Members are requested to refer to pages 81
 to 83 of this Annual Report.
 
 COMPANY POLICY ON DIRECTORS APPOINTMENT AND REMUNERATION
 
 The Company has in place a Nomination & Remuneration Committee in
 accordance with the requirements of the Companies Act, 2013 read with
 the rules made thereunder and Regulation 19 of the SEBI (Listing
 Obligations & Disclosure Requirements) Regulations, 2015. The details
 relating to the same are given in Annexure ''B'' - Report on Corporate
 Governance forming part of this Board Report.  Members are requested to
 refer to pages 83 to 85 of this Annual Report.
 
 The Committee has formulated a policy on Director''s appointment and
 remuneration including recommendation of remuneration of the key
 managerial personnel and other employees, composition and the criteria
 for determining qualifications, positive attributes and independence of
 a Director. The Committee has formulated a policy on board diversity.
 
 DECLARATION OF INDEPENDENCE
 
 The Company has received Declarations of Independence as stipulated
 under Section 149(7) of the Companies Act, 2013 from Independent
 Directors confirming that he/she is not disqualified from
 appointing/continuing as Independent Director. The same are also
 displayed on the website of the Company www.larsentoubro.com
 
 EXTRACT OF ANNUAL RETURN
 
 As per the provisions of Section 92(3) of the Companies Act, 2013, an
 extract of the Annual Return in Form MGT-9 is attached as Annexure ''F''
 to this Board Report.
 
 DIRECTORS'' RESPONSIBILITY STATEMENT
 
 The Board of Directors of the Company confirms:
 
 a) In the preparation of Annual Accounts, the applicable accounting
 standards have been followed along with proper explanation relating to
 material departures;
 
 b) The Directors have 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 of
 the Company for that period;
 
 c) The Directors have taken proper and sufficient care for the
 maintenance of adequate accounting records in accordance with the
 provisions of the Companies Act, 2013 for safeguarding the assets of
 the Company and for preventing and detecting fraud and other
 irregularities;
 
 d) The Directors have prepared the Annual Accounts on a going concern
 basis;
 
 e) The Directors have laid down an adequate system of internal
 financial controls to be followed by the Company and such internal
 financial controls are adequate and operating efficiently;
 
 f) The Directors have devised proper systems to ensure compliance with
 the provisions of all applicable laws and that such systems were
 adequate and were operating effectively.
 
 ADEQUACY OF INTERNAL FINANCIAL CONTROL
 
 The Company has designed and implemented a process driven framework for
 Internal Financial Controls (IFC) within the meaning of the
 explanation to Section 134(5) (e) of the Companies Act, 2013. For the
 year ended March 31, 2016, the Board is of the opinion that the Company
 has sound IFC commensurate with the nature and size of its business
 operations and operating effectively and no material weakness exists.
 The Company has a process in place to continuously monitor the same and
 identify gaps, if any, and implement new and/or improved controls
 wherever the effect of such gaps would have a material effect on the
 Company''s operations.
 
 PERFORMANCE EVALUATION OF THE BOARD, ITS COMMITTEES AND DIRECTORS
 
 The Nomination & Remuneration Committee and the Board have laid down
 the manner in which formal annual evaluation of the performance of the
 Board, Committees, Chairman and individual directors has to be made.
 
 It includes circulation of questionnaires to all Directors for
 evaluation of the Board and its Committees, Board composition and its
 structure, its culture, its effectiveness, its functioning, information
 availability, etc. These questionnaires also cover specific criteria
 and the grounds on which all Directors in their individual capacity
 will be evaluated.
 
 The Individual Directors'' responses on the questionnaire on the
 performance of the Board, Committee(s), Directors and Chairman were
 analyzed by an independent consultant, to arrive at unbiased
 conclusions.
 
 The inputs given by all the Directors were discussed in the meeting of
 the Independent Directors held on April 11, 2016, as per Schedule IV of
 the Companies Act, 2013.  The performance evaluation of the Board,
 Committees, Chairman and Directors was also reviewed by the Nomination
 & Remuneration Committee and the Board.
 
 DISCLOSURE OF REMUNERATION
 
 The details of remuneration as required to be disclosed under the
 Companies Act, 2013 and the rules made thereunder, are given in
 Annexure ''D'' forming part of this Board report.
 
 The details of employees receiving remuneration exceeding Rs. 5 lakh
 per month or Rs. 60 lakh per annum is provided in Annexure ''G'' forming
 part of this report. In terms of Section 136(1) of the Act and the
 rules made thereunder, the Report and Accounts are being sent to the
 shareholders excluding the aforesaid Annexure.  Any Shareholder
 interested in obtaining a copy of the same may write to the Company
 Secretary. None of the employees listed in the said Annexure is related
 to any Director of the Company.
 
 COMPLIANCE WITH SECRETARIAL STANDARDS ON BOARD AND ANNUAL GENERAL
 MEETINGS
 
 The Company has complied with Secretarial Standards issued by the
 Institute of Company Secretaries of India on Board Meetings and Annual
 General Meetings.
 
 PROTECTION OF WOMEN AT WORKPLACE
 
 The Company has formulated a policy on ''Protection of Women''s Rights at
 Workplace'' as per the provisions of the Sexual Harassment of Women at
 Workplace (Prevention, Prohibition & Redressal) Act, 2013. This has
 been widely disseminated. There were no cases of sexual harassment
 received by the Company in 2015-16.
 
 OTHER DISCLOSURES
 
 There has been no material change in the Employee Stock Option Schemes
 (ESOP Schemes) during the current financial year. The ESOP Schemes are
 in compliance with SEBI (Share Based Employee Benefits) Regulations,
 2014.
 
 The disclosures relating to ESOPs required to be made under the
 provisions of the Companies Act, 2013 and the rules made thereunder and
 the SEBI (Share Based Employee Benefits) Regulations, 2014 are provided
 on the website of the Company www.larsentoubro.com.
 
 A certificate obtained from the Statutory Auditors, confirming
 compliance with the Companies Act, 2013 and the above Regulations is
 reproduced below :
 
 Pursuant to the SEBI (Listing Obligations & Disclosure Requirements)
 Regulations, 2015, a Report on Corporate Governance and a certificate
 obtained from the Statutory Auditors confirming compliance, is provided
 in Annexure ''B'' forming part of this Board Report.
 
 VIGIL MECHANISM
 
 As per the provisions of Section 177(9) of the Companies Act, 2013
 (''Act''), the Company is required to establish an effective Vigil
 Mechanism for directors and employees to report genuine concerns.
 
 The Company has a Whistle-blower Policy in place since 2004 to
 encourage and facilitate employees to report concerns about unethical
 behaviour, actual/suspected frauds and violation of Company''s Code of
 Conduct or Ethics Policy. The Policy has been suitably modified to meet
 the requirements of Vigil Mechanism under the Act. The policy provides
 for adequate safeguards against victimisation of persons who avail the
 same and provides for direct access to the chairperson of the Audit
 Committee. The Audit Committee of the Company oversees the
 implementation of the Whistle-Blower Policy.
 
 The Company has disclosed information about the establishment of the
 Whistle Blower Policy on its website
 http://investors.larsentoubro.com/corporategovernance.aspx.  During the
 year, no personnel has been declined access to the Audit Committee,
 wherever desired.
 
 BUSINESS RESPONSIBILITY REPORTING
 
 The Company has been one of the first engineering and construction
 companies in India to publish its report on Corporate Sustainability.
 
 As per Regulation 34 of the SEBI (Listing Obligations & Disclosure
 Requirements) Regulations, 2015, a separate section on Business
 Responsibility Report forms a part of this Annual Report (refer pages
 18 to 35).
 
 The detailed Corporate Sustainability Report is also available on the
 Company''s website http://www.larsentoubro.com/corporate/sustainability.
 
 DETAILS OF SIGNIFICANT AND MATERIAL ORDERS PASSED BY THE REGULATORS OR
 COURTS OR TRIBUNALS
 
 During the year under review, there were no material and significant
 orders passed by the regulators or courts or tribunals impacting the
 going concern status and the Company''s operations in future.
 
 CONSOLIDATED FINANCIAL STATEMENTS
 
 Your Directors have pleasure in attaching the Consolidated Financial
 Statements pursuant to Section 129(3) of the Companies Act, 2013 and
 Regulation 34 of the SEBI (Listing Obligations & Disclosure
 Requirements) Regulations, 2015 and prepared in accordance with the
 Accounting Standards prescribed by the Institute of Chartered
 Accountants of India (ICAI), in this regard.
 
 The Auditors report to the shareholders does not contain any
 qualification, observation or adverse comment.
 
 SECRETARIAL AUDIT REPORT
 
 The Secretarial Audit Report issued by M/s. S. N.  Ananthasubramanian &
 Co., Practicing Company Secretaries is attached as Annexure ''E'' to this
 Board Report.
 
 The Secretarial Auditor''s report to the shareholders does not contain
 any qualification.
 
 STATUTORY AUDITORS
 
 The Company''s auditors M/s. Sharp & Tannan, (firm registration number
 109982W) have already completed more than ten years as Statutory
 Auditors of the Company.
 
 In accordance with provisions of Section 139 of the Companies Act, 2013
 and the Companies (Audit and Auditors) Rules, 2014, the Company had
 appointed them for a period of two years from conclusion of 70th Annual
 General Meeting till the conclusion of 72nd Annual General Meeting. A
 proposal for ratifying their appointment from the conclusion of the
 71st AGM till the conclusion of the 72nd AGM has been included in the
 Notice of the ensuing AGM.
 
 In view of the mandatory rotation of auditor requirement and to ensure
 smooth transition during this period, M/s. Deloitte Haskins & Sells LLP
 [ICAI Registration No.  117366W/W-100018] was appointed as Statutory
 Auditors for a period of 5 continuous years from the conclusion of 70th
 Annual General Meeting till the conclusion of 75th Annual General
 Meeting of the Company. A proposal for ratifying their appointment from
 the conclusion of the 71st AGM till the conclusion of the 72nd AGM has
 been included in the Notice of the ensuing AGM.
 
 Both the Auditors will be jointly and severally responsible during the
 financial year 2016-17.
 
 Sharp & Tannan and Deloitte Haskins & Sells LLP, have informed the
 Company that their appointment if made would be within the limits
 prescribed under Section 141 of the Companies Act, 2013.
 
 The Auditors have confirmed that they have subjected themselves to the
 peer review process of ICAI and hold valid certificate issued by the
 Peer Review Board of the ICAI.
 
 The Auditors have also furnished a declaration confirming their
 independence as well as their arm''s length relationship with the
 Company as well as declaring that they have not taken up any prohibited
 non-audit assignments for the Company.
 
 REPORTING OF FRAUD
  
 The Auditors of the Company have not reported any fraud as specified
 under Section 143(12) of the Companies Act, 2013.
 
 COST AUDITORS
 
 Pursuant to the provisions of Section 148 of the Companies Act, 2013
 and as per the Companies (Cost Records and Audit) Rules, 2014 and
 amendments thereof, the Board, on the recommendation of the Audit
 Committee, at its meeting held on May 25, 2016, has approved the
 appointment of M/s R. Nanabhoy & Co., Cost Accountants as the Cost
 Auditors for the Company for the financial year ending March 31, 2017
 at a remuneration of Rs. 11 lakhs.
 
 The Report of the Cost Auditors for the financial year ended March 31,
 2016 is under finalization and will be filed with the MCA within the
 prescribed period.
 
 A proposal for ratification of remuneration of the Cost Auditor for
 financial year 2016-17 is placed before the shareholders.
 
 ACKNOWLEDGEMENT
 
 Your Directors take this opportunity to thank the customers, supply
 chain partners, employees, Financial Institutions, Banks, Central and
 State Government authorities, Regulatory authorities, Stock Exchanges
 and all the various stakeholders for their continued co-operation and
 support to the Company. Your Directors also wish to record their
 appreciation for the continued co-operation and support received from
 the Joint Venture partners/ Associates.
 
                                 For and on behalf of the Board
 
                                           A. M. Naik
 
                                    Group Executive Chairman 
 
                                       (DIN: 00001514)
 
 Mumbai, May 25, 2016
Source :
Quick Links for larsentoubro
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.