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Mahanagar Gas

BSE: 539957|NSE: MGL|ISIN: INE002S01010|SECTOR: Refineries
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Download Annual Report PDF Format 2017 | 2016
Directors Report Year End : Mar '18    Mar 17

Dear Members,

The Company’s Directors hereby present the Twenty Third Annual Report of Mahanagar Gas Limited (the Company or MGL) along with the Audited Financial Statements for the Financial Year ended March 31, 2018.

1) Financial Performance

Your Company registered a turnover of RS.2,453 Crores during the financial year 2017-18. The Profit after Tax is RS.478 Crores for the financial year 2017-18 as compared to RS.394 Crores for the financial year 2016-17.

The Company’s financial performance for the year ended March 31, 2018 is summarised below:

(Rs. in Crores)

Sr. No.

Particulars

As on March 31, 2018

As on March 31, 2017

a.

Revenue from operations

2,453

2,239

b.

Other Income

58

53

c.

Profit before Depreciation and Finance cost

838

697

d.

Depreciation and Amortisation Expenses

111

95

e.

Finance cost

-

1

f.

Profit before Tax (PBT) [c-d-e]

727

601

g.

Income Tax

249

207

h.

Profit after Tax (PAT) [f-g]

478

394

i.

Other Comprehensive Income

1

(-1)

j.

Total Comprehensive Income [h i]

479

393

k.

Balance of Profit for earlier years

1,741

1,631

l.

Adjustment on conversion of 9% Unsecured Compulsorily Convertible Debentures into Equity Shares

-

(1)

m.

Balance Available for appropriation (j k-l)

2,220

2,023

Appropriations:

n.

Dividend Paid

Final -FY 2015-16

-

156

Interim- FY 2016-17

-

78

Final-FY 2016-17

107

-

Interim - FY 2017-18

79

-

o.

Tax on Dividend

38

48

P.

Total Appropriations (n o)

224

282

q.

Balance of profit carried in Balance Sheet[m-p]

1,996

1,741

Earning Per Share (Face value of RS.10.00 each) - Basic and Diluted (H)

48.38

39.83

2) Dividend

Based on the Company’s performance, the Directors are pleased to recommend for the approval of the Shareholder a final dividend of RS.11.00 per share on the equity share capital of the Company for the year ended March 31, 2018.

The Board of Directors, in its meeting held on February 09, 2018, declared an interim dividend of RS.8.00 per equity share for the financial year 2017-18 and the same has been paid to all the eligible shareholders as on record date February 21, 2018.

The total dividend for the financial year ended March 31, 2018, would accordingly be RS.19.00 per equity share (normal dividend of RS.12.50 and special dividend of RS.6.50) of face value of RS.10.00 each.

3) State of Company’s Affairs

Your Company’s growth is on fast track and is poised for scaling newer heights, in its chosen areas of operations. A brief summary of the operations of the company is provided in the Management Discussion & Analysis section forming part of this Annual Report.

Return on Capital Employed has increased from 21.97% in FY 2016-17 to 24.31% in FY 2017-18 signifying sound return on investment.

4) Change in Share Capital

There is no change in the Authorised and Paid up Share Capital of the Company during the year.

5) Change in Promoter Shareholding

The stake of BG Asia Pacific Holdings Pte Limited (one of the promoter of the Company) reduced to 24% pursuant to sale of shares by them in the month of April, 2018.

6) Number of Meetings of the Board

Six meetings of the Board of Directors were held during the year. For details of meetings of the Board, please refer to the Corporate Governance Report, which forms part of Annual report.

Details of meetings of the Board and its Committees along with the attendance of the Directors therein have been disclosed as part of the Corporate Governance Report.

The intervening gap between the meetings was in compliance with the Companies Act, 2013 (“Act”) and Securities and Exchange Board of India (Listing Obligations and Disclosure Requirements) Regulations, 2015 (“SEBI Listing Regulationsu).

7) Statement on Declaration of Independence

All the Independent Directors of the Company have provided their declarations that they meet the criteria of Independence as provided in Section 149 (6) of the Act and Regulation 16 (1) (b) of the SEBI Listing Regulations.

8) Reporting of Frauds by Auditors to the Company

During the year, there has been no reporting of any frauds by the Auditors to the Audit Committee or the Board as per Section 143 (12) of the Act.

9) Details in Respect of Adequacy of Internal Financial Controls with Reference to the Financial Statements

The Directors confirm having laid down Internal Financial Controls and that such Internal Financial Controls are adequate and were operating effectively.

10) Directors Responsibility Statement

Pursuant to the provisions of Sections 134 (3) (c) and 134 (5) of the Act, the Directors, to the best of their knowledge and ability, confirm that:-

a) in the preparation of the annual accounts, the applicable accounting standards had been followed along with proper explanation relating to material departures;

b) they 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 and loss of the Company for that period;

c) they have taken proper and sufficient care for the maintenance of adequate accounting records in accordance with the provisions of the Act for safeguarding the assets of the Company and for preventing and detecting fraud and other irregularities;

d) they have prepared the annual accounts on a going concern basis;

e) they have 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) they have devised proper systems to ensure compliance with the provisions of all applicable laws and that such systems were adequate and operating effectively.

11) Listing of Shares

Equity Shares of your Company are continued to be listed at both the BSE Limited and National Stock Exchange of India Limited. Your Company has paid listing fees for FY 2018-19.

The international Security Identification Number is (ISIN) INE002S01010. The details of share trading price have been provided under Corporate Governance Report which forms part of Annual Report. Your Company has complied with all SEBI, LODR Regulations.

12) Directors and Key Managerial Personnel

A. Appointments

During the year under review, Mr. Virendra Nath Datt has been nominated by GAIL (India) Limited as its Nominee on the Board of your Company in place of Dr. Ashutosh Karnatak. Accordingly, the Board of Directors in its meeting held on May 26, 2017 approved appointment of Mr. Virendra Nath Datt as Additional Director with effect from May 28, 2017 and appointment of Mr. Virendra Nath Datt was approved by shareholders in the Twenty Second Annual General Meeting held on September 25, 2017.

Further, Mr. Sunil Porwal, Additional Chief Secretary (Industries) has been nominated by Government of Maharashtra as its Nominee on the Board of your Company in place of Mr. Apurva Chandra. Accordingly, the Board of Directors in its meeting held on May 26, 2017 approved appointment of Mr. Sunil Porwal and the appointment of Mr. Sunil Porwal was approved by shareholders in the Twenty Second Annual General Meeting held on September 25, 2017.

Mr. Akhil Mehrotra, Director on the Board of the Company was appointed as the Chairman of the Company for a tenure of two years with effect from May 28, 2017.

The term of office of Mr. RajKishore Tewari, as an Independent Director, expired on March 04, 2018. The Board of Directors, on recommendation of the Nomination and Remuneration Committee has recommended reappointment of Mr. Raj Kishore Tewari, as an Independent Director of the Company for a second term commencing from March 05, 2018 upto March 31, 2021, subject to approval of the Members. Business with respect to his reappointment is one of the agenda of the ensuing Twenty-third Annual General Meeting of the Company.

Further, Mr. Premesh Kumar Jain was appointed as the Additional Director (Independent Category) for a period commencing from April 9, 2018 till March 31, 2021 subject to the approval of the Members. Business with respect to his appointment is one of the agendas of the ensuing Twenty-third Annual General Meeting of the Company.

Pursuant to the provisions of Section 149 of the Act, Mr. Arun Balakrishnan, Mr. Santosh Kumar, Mr. Raj Kishore Tewari, Mrs. Radhika Harhibhakti and Mr. Premesh Kumar Jain are Independent Directors of the Company. There has been no change in the circumstances affecting their status as an Independent Director during the year.

Mr. Satish Gavai, Additional Chief Secretary (Industries) has been nominated by Government of Maharashtra as its Nominee on the Board of your Company in place of Mr. Sunil Porwal. Accordingly, the Board of Directors in its meeting held on July 31, 2018 approved appointment of Mr. Satish Gavai as an Additional Director with effect from July 31, 2018 and shall hold office upto the date of the ensuring General Meeting.

Brief profiles of the directors proposed to be appointed/ re-appointed are annexed to the Notice convening Annual General Meeting forming part of this Annual Report. The aforesaid appointments were based on the recommendation of the Nomination and Remuneration Committee of the Board (“NRC”).

During the year, the non-executive directors of the Company had no pecuniary relationship or transactions with the Company, other than sitting fees, commission and reimbursement of expenses incurred by them for the purpose of attending meetings of the Company.

B. Cessation of Directors (other than KMP)

Due to expiry of tenure, Dr. Ashutosh Karnatak resigned from the position of Chairman and Director from the Board of the Company with effect from May 27, 2017. Further, Mr. Apurva Chandra resigned from the Board of the Company with effect from May 23, 2017.

Mr. Sunil Porwal, Director has resigned from the position of Director with effect from July 31, 2018 owing to his transfer to another department by Government of Maharashtra.

Further, due to expiry of tenure, Mr. Jainendar Kumar Jain has ceased to act as Director on the Board of the Company with effect from March 04, 2018.

The Board places on record its deep appreciation and gratitude for the substantial contribution and valuable advice offered by them during their tenure as the Directors of the Company.

C. Key Managerial Personnel (“KMP”)

BG Asia Pacific Holdings Pte. Ltd has nominated Mr. Goutam Ghosh as a Whole-time Director designated as Technical Director of your Company in line with Articles of Association of the Company and pursuant to the provisions of the Nomination and Remuneration Policy of the Company with effect from November 20, 2017 on non-retiring basis subject to the approval of Members. Mr. Ghosh is also appointed as one of the KMP of the Company. Business with respect to his appointment is one of the agendas of the ensuing Twenty-third Annual General Meeting of the Company.

Mr. Sanjib Datta was nominated by GAIL (India) Limited as a Managing Director on the Board of the Company, Accordingly, Mr. Sanjib Datta was appointed as the Additional Director and Managing Director of your Company in line with Articles of Association of the Company and pursuant with the provisions of the Nomination Policy of the Company with effect from May 30, 2018 on non-retiring basis subject to the approval of Members. Mr. Datta is also appointed as one of the KMP of the Company. Business with respect to his appointment is one of the agendas of the ensuing Twenty-third Annual General Meeting of the Company.

Further, the following KMP of the Company resigned from their post during the year under review and between the end of FY 2017-18 and the date of this report:-

Ms. Susmita Sengupta resigned from the post of WholeTime Director designated as Technical Director with effect from November 06, 2017, thus ceasing to be one of the KMP of the Company. The Board places on record its deep appreciation and gratitude for the valuable contribution and advice offered by Ms. Sengupta during her tenure as the Technical Director of the Company.

Mr. Rajeev Kumar Mathur, was re-appointed as Managing Director of the Company with effect from September 29, 2017 on being re nominated by GAIL (India) Limited (GAIL). Later, Mr. Rajeev Kumar Mathur resigned from the post of Managing Director of the Company with effect from, May 30, 2018 owing to withdrawal of his nomination by GAIL and repatriation to GAIL Head Office, thus ceasing to be one of the KMP of the Company. The Board places on record its deep appreciation and gratitude for the substantial contribution and valuable advice offered by Mr. Mathur during his tenure as the Managing Director of the Company. However, business with respect to approval of terms of his re-appointment, period and remuneration from September 29, 2017 till May 30, 2018 is one of the agendas of the ensuing Twenty-third Annual General Meeting of the Company.

Pursuant to the provisions of Section 203 of the Act, the Key Managerial Personnel of the Company as on date are:

Mr. Sanjib Datta, Managing Director, Mr. Goutam Ghosh, Whole-Time Director designated as Technical Director, Mr. Sunil Ranade, Chief Financial Officer and Mr. Alok Mishra, Company Secretary & Compliance officer.

D. Retirement By Rotation

In accordance with the provisions of the Act and the Articles of Association of the Company, Mr. Virendra Nath Datt - Non-executive Director of the Company, is due to retire by rotation at the ensuing Twenty-third Annual General Meeting and being eligible, has offered himself for re-appointment. Business with respect to his reappointment is one of the agenda of the ensuing Twenty-third Annual General Meeting of the Company.

13) Board Evaluation

Pursuant to the provisions of the Companies Act 2013 and the SEBI Listing Regulations, the Board has to evaluate its own performance and that of its Committees and Individual directors (“Evaluation”).

To enable such evaluation, an evaluation framework has been adopted by the Company, which is formulated with a view to provide a more regulated approach for the evaluation and which lays down overall guidelines and processes to be adopted for the evaluation of performance. The NRC and Board have approved the Evaluation Framework.

Pursuant to the provisions of the Act and the SEBI Listing Regulations, the Directors have carried out the annual performance evaluation of the Board, Independent Directors, Non-executive Directors, Executive Directors and the Committees of the Board. The Directors were satisfied with the evaluation results, which reflected the overall engagement of the Individual Directors, the Board as a whole and its Committees with the Company. Performance evaluation criteria for Independent Directors have been disclosed as a part of the Corporate Governance Report.

14) Statutory Auditors & Auditors Report

Pursuant to the provisions of Section 139 of the Act read with Companies (Audit and Auditors) Rules, 2014, as amended from time to time, M/s. S R B C & Co. LLP, Chartered Accountants (Firm Registration No. 324982E/E-300003), were appointed as statutory auditors from the conclusion of the twenty-second Annual General Meeting (AGM) held on September 25, 2017 till the conclusion of the twenty-seventh AGM of the Company in 2022, subject to the ratification of their appointment at every AGM, as applicable. Accordingly, necessary resolution for ratification of appointment of auditors is included in the Notice for this AGM.

There has been no qualification, reservation or adverse remark given by the Statutory Auditors in their Report for the year under review.

15) Secretarial Auditor

M/s. Mehta & Mehta, Practicing Company Secretaries were appointed as Secretarial Auditor of the Company, to conduct Secretarial Audit for the year under review, pursuant to the provisions of Section 204 of the Act.

The Secretarial Audit report does not contain any qualification, reservations or adverse remark. The Secretarial Audit Report given by the Secretarial Auditor of the Company is annexed as Annexure I to this report.

16) Cost Auditor

Your Company makes and maintains cost records as specified by Central Government under Section 148(1) of the Companies Act, 2013. M/s. Dhananjay V. Joshi & Associates, Cost Auditors, were appointed as Cost Auditor for the audit of cost records maintained by the Company for the financial year ended March 31, 2017. The Cost Audit Report was filed by the Cost Auditors on September 07, 2017 within the due date. In respect of the Financial Year ended on March 31, 2018, M/s. Dhananjay V. Joshi & Associates, Cost Auditors, were re-appointed. The due date for filing the Cost Audit Report is September 27, 2018 (within 180 days from the end of financial year).

17) 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

No significant or material orders were passed by the Regulators or Courts or Tribunals which impact the going concern status operations of your Company in future.

18) Material Changes Affecting the Company

There have been no material changes and commitments affecting the financial position of the Company between the end of the financial year and date of this report. There has been no change in the nature of business of the Company.

19) Statement on Compliances of Applicable Secretarial Standards

Your Directors hereby confirm that during the year, the Company has been compliant with the applicable Secretarial Standards issued by the Institute of Company Secretaries of India.

20) Particulars of Contracts or Arrangements with Related Parties Referred to in Sub-Section (1) of Section 188 of the Act in the Prescribed Form

Pursuant to the provisions of Section 188(1) of the Act read with Companies (Meetings of Board and its Powers) Rules, 2014 and Regulation 23 of the SEBI Listing Regulations, the Company has entered into related party transactions.

Accordingly, Form AOC-2 prescribed under the provisions of Section 134(3) (h) of the Act and Rule 8 of the Companies (Accounts) Rules, 2014, for disclosure of details of Related Party Transactions, has been provided as an Annexure II of the Directors’ Report.

All Related Party Transactions entered into during the year under review were approved by the Audit Committee and Board, from time to time as per the applicable provisions of the Act and the SEBI Listing Regulations.

Further, pursuant to the provisions of the Act and the SEBI Listing Regulations, the Board has, on recommendation of its Audit Committee, adopted a Policy on Related Party Transactions and the said policy is available on the website of the Company i.e. www.mahanagargas.com.

21) Corporate Governance

Your Company is committed to follow the best practices of Corporate Governance, including the requirements under the SEBI Listing Regulations and the Board is responsible to ensure the same, from time to time.

The report on Corporate Governance as stipulated under the Listing Regulations forms a vital part of this Report. The requisite certificate from the Auditors of the Company confirming compliance with the conditions of Corporate Governance is attached to the report on Corporate Governance.

22) Business Responsibility Report

As per Regulation 34 of the SEBI Listing Regulations, the Business Responsibility Report describing the initiatives taken by the Company from an environmental, social and governance outlook is attached as a part of the Annual Report.

23) Management Discussion and Analysis

In terms of the provisions of Regulation 34 of the Listing Regulations, the Management’s Discussion and Analysis is set out in this Annual Report.

24) Vigil Mechanism and Whistle Blower Policy

The Board has adopted a Policy, thereby enumerating the Vigil Mechanism, for Directors and Employees of your Company, to report concerns about unethical behaviour, actual or suspected fraud or violation of the Code of Conduct of the Company and to voice genuine concerns or grievances about unprofessional conduct without fear of reprisal. In order to provide a conducive, open and accountable place of work to its employees, the Board has formulated Whistle Blower Policy to provide a forum to the employees for timely reporting of serious concerns with any aspect of Company’s work. Adequate safeguards are provided against victimization to those who avail of the mechanism and under the policy and direct access to the Chairperson of the Audit Committee is provided to them. The Vigil Mechanism and Whistle Blower Policy are also available on the website of the Company i.e. www.mahanagargas.com/investors/Policies.aspx.

25) Dividend Distribution Policy

The Company has, in compliance with SEBI Listing Regulations, formulated a Dividend Distribution Policy. Objective of this policy is to provide the dividend distribution framework to the Stakeholders of the Company and it sets out various internal and external factors which shall be considered by the Board in determining the dividend payout.

The policy is annexed as Annexure III to this report and is also available on the website of the Company i.e. www.mahanagargas.com.

26) Audit Committee

The details pertaining to the composition of the Audit Committee along with dates of meetings, attendance and Terms of Reference has been disclosed in the Corporate Governance Report, which is a part of the Annual Report.

27) Nomination and Remuneration Committee

The Company’s policy on directors’ appointment and remuneration along with dates of meetings, attendance, Terms of Reference and other matters provided in Section 178(3) of the Act has been disclosed in the Corporate Governance Report, which is a part of Annual Report. https://www.mahanagargas.com/UploadedFiles/_MGL-Nomination_and_Remuneration_Policy_329e2e5b7e.pdf

28) Stakeholders Relationship Committee

The purpose of Stakeholders Relationship Committee is to consider and resolve the grievances of security holders The Terms of reference has been disclosed in the Corporate Governance Report, which is a part of the Annual Report.

29) Corporate Social Responsibility

The Corporate Social Responsibility Committee has formulated and recommended to the Board, a CSR Policy signifying the activities to be undertaken by the Company, which has been approved by the Board.

The brief outline of the Corporate Social Responsibility (CSR) policy of the Company and the initiatives undertaken by the Company on CSR activities during the year are set out in Annexure IV of this report in the format prescribed in the Companies (Corporate Social Responsibility) Rules, 2014. For other details regarding CSR Committee, please refer to the Corporate Governance Report, which is a part of this report. The policy is available on https://mahanagargas.com/investors/Policies.aspx

In accordance with the vision of the Company, its CSR initiatives focuses towards environment protection, education development of healthy and enlightened citizens, social upliftment and sustainable community development through its service, conduct and social initiatives.

30) Disclosures as per the Sexual Harassment of Women at the Workplace (Prevention, Prohibition and Redressal) Act, 2013

Your Company is committed towards providing a work environment that is professional and mature, free from enmity and one that reinforces our value of integrity that includes respect for the individual. Pursuant to the same, the Company has complied with the provisions relating to the constitution of Internal Complaints Committee (ICC) under the Sexual Harassment of Women at Workplace (Prevention, Prohibition and Redressal) Act, 2013. The members of this committee comprises of representatives from the Company and external experts/NGOs.

During the year under review, no cases were filed pursuant to the Sexual Harassment of Women at Workplace (Prevention, Prohibition and Redressal) Act, 2013. However, 2 (two) separate complaints addressed to the Grievance Handling Officer were forwarded to ICC. The ICC, after hearing both the complainants and respondent, concluded that the complaint was a case of office grievance and not a complaint of Sexual harassment.

31) Extract of Annual Return

As per the requirements of Section 92(3) of the Act, the extract of the annual return is given in Annexure V in the prescribed Form No. MGT-9, which is a part of the Annual Report.

32) Particulars of Employees

Disclosures with respect to the remuneration of Directors and employees with regard to the ratio of remuneration of each director to the median of employees remuneration as required under Section 197 (12) of the Act and Rule 5(1) of the Companies (Appointment and Remuneration of Managerial Personnel) Rules, 2014 are annexed as Annexure VI to the Annual Report.

There are no employees drawing remuneration of Rupees One Crore and Two Lakhs or more, or posted for part of the year and in receipt of Rupees Eight Lakhs and Fifty Thousand or more a month under the Rule 5(2) of the Companies (Appointment and Remuneration of Managerial Personnel) Rules, 2014 (“said rules”).

33) Deposits

During the year under review, the Company has not accepted any fixed deposits from the public falling under Section 73 of the Act read with the Companies (Acceptance of Deposits) Rules, 2014. Thus, as on March 31, 2018, there were no deposits which were unpaid or unclaimed and due for repayment, hence, there has been no default in repayment of deposits or payment of interest thereon during the year.

34) Awards and Recognitions

Your Company has been a proud recipient of the following Awards and Recognitions during the year under review:

I. Won the Golden Globe Tigers Award 2017 under the category of Support and improvement in Quality of Education.

II. Won the CSR Leadership Summit & Awards under the category of Best CSR practices for Children Welfare.

III. Won the National CSR Leadership Congress & Awards under the category of Best CSR Impact Initiatives (World CSR Day) 2017.

IV. Won the Middle East CSR Leadership Awards 2017 for Support and Improvement In Quality of Education.

V. Won the Social Change Award under the category of Animal Welfare.

VI. Won the Innov Award 2017 for outstanding achievement in CSR.

35) Conservation of Energy, Technology Absorption, Foreign Exchange Earnings and Outgo

Your Company determinedly makes all efforts to conserve energy across all its operations. Information on conservation of energy, technology absorption and foreign exchange earnings and outgo, required to be disclosed pursuant to Section 134(3)(m) of the Act read with the Companies (Accounts) Rules, 2014 is given in Annexure VII to this Report.

36) Acknowledgement

The Board of Directors wishes to place on record their deep sense of gratitude to the Ministry of Petroleum & Natural Gas, Government of India, Petroleum & Natural Gas Regulatory Board, Government of Maharashtra (GOM), Municipal Corporations of Greater Mumbai, Navi Mumbai, Thane, Mira-Bhayander, Kalyan-Dombivali, Raigad, other State and Central Government Authorities, Mumbai Metropolitan Regional Development Authority (MMRDA), Maharashtra Industrial

Development Corporation (MIDC), Police and Fire Brigade Authorities, Bankers, Contractors, Consultants, Consumers and Local Citizens for their whole hearted support and co-operation. The Board wishes to especially thank and acknowledge the valuable guidance and support received from time to time from its Stakeholders - GAIL (India) Limited, Shell Group and GOM for their support. The Board of Directors expresses their deep appreciation for the commitment and dedication put in by every employee of the Company resulting in excellent results and achievement of your Company.

For and on behalf of the Board of Directors

Place : Mumbai (Akhil Mehrotra)

Date : July 31, 2018 Chairman

Source : Dion Global Solutions Limited
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