KEC Annual Report FY 2017-18
KEC Annual Report FY 2017-18
KEC Annual Report FY 2017-18
OUTPERFORMANCE
ANNUAL REPORT
RPG Group
Established in 1979, the RPG Group
is a diversified conglomerate with
interests in the areas of infrastructure,
tyres, information technology,
pharmaceuticals, energy and
plantations. Founded by
Dr. R P Goenka, the group’s
lineage dates back to the early
19th century. Today, the group
has several companies in diverse
sectors predominantly CEAT, Zensar
Technologies, KEC International, and
RPG Life Sciences. Built on a solid
foundation of trust and tradition,
the RPG name is synonymous with
steady growth and high standards of
transparency, ethics and governance.
Forward-looking statement
In this Annual Report, we have disclosed forward-looking information to enable investors to comprehend our prospects and take investment decisions. This report and
other statements - written and oral - that we periodically make, contain forward-looking statements that set out anticipated results based on the management’s plans
and assumptions. We have tried, wherever possible, to identify such statements by using words such as ‘anticipate’, ‘estimate’, ‘expects’, ‘projects’, ‘intends’, ‘plans’,
‘believes’, and words of similar substance in connection with any discussion of future performance. We cannot guarantee that these forward-looking statements will be
realised, although we believe we have been prudent in our assumptions. The achievements of results are subject to risks, uncertainties and even inaccurate assumptions.
Should known or unknown risks or uncertainties materialise, or should underlying assumptions prove inaccurate, actual results could vary materially from those anticipated,
estimated or projected. Readers should keep this in mind. We undertake no obligation to publicly update any forward looking statement, whether as a result of new
information, future events or otherwise.
Sometime ago we launched the RPG group’s new brand tagline – Hello Happiness.
This tagline will henceforth form a part of our group’s ethos. Our Vision tenets clearly
outline the path we will all collectively traverse – one that seeks to propel every
RPGian to overcome their own limitations; one that will drive each of us to contribute
and shape the lives of others around us positively; an organisation where dreams
will not be constrained by fences. The smiley signifies ‘THAT’ Happiness which is
within our grasp, which is the culmination of our Vision tenets and is now captured
statement that helps us open our doors to a world of opportunities and possibilities;
a statement that signifies our intent to touch and enrich the lives of others.
CONTENTS
Company 03-43
Overview Delivering Outperformance 03
Corporate Information 04 400 kV Overhead Transmission Line from
Barakah - Madinat Zayed, Abu Dhabi
Board Of Directors 06
Sustaining Outperformance 08
Growing Global Prominence 10
Diversifying To Outperform -
Our Businesses 12
Steering Operational Excellence 22
Continuous Value Creation 24
Track Laying Machine at Jhansi-Bhimsen
Innovating To Deliver Excellence 25 Railway Project, Uttar Pradesh
Statutory 44-108
Reports Directors’ Report 44
Management Discussion And
Analysis 74
Business Responsibility Report 84 220 kV AIS Substation at Ghazni,
Afghanistan
Corporate Governance Report 92
Financial 110-249
Statements Consolidated Financial Statements 110
Standalone Financial Statements 184
Underground Cabling at Manali, Tamil Nadu
For further information, log on to 450 kWp Rooftop Solar Project, Chandigarh
www.kecrpg.com
DELIVERING
OUTPERFORMANCE
Over the last seven decades, we have engineering and design capabilities, global We build infrastructure for
built strong capabilities that enable us to business acumen aided by well-defined
deliver complex projects in every corner of growth strategies and an outperformance
the world of tomorrow.
the world; we scale mountains, move the embedded mindset. We power happiness.
oceans, conquer deserts and snowclad
mountains, we venture where nobody dares. Our determination to improve quality of
lives across the globe has made us more
Our Outperformance is a result of years robust, agile and a visionary organisation
of shared and enhanced value creation, committed to quality and excellence. We
backed by a strong value proposition have built a strong foundation that helps us
and service offerings. Spanning several deliver complex projects ahead of schedule
milestones, it is a culmination of our robust for our clients. Our integrated business
project management, manufacturing functions build a stronger enterprise that
and operational excellence, advanced enable growth in adjacencies.
UNLEASHTALENT TOUCHLIVES
Enabling environment for people to unleash To understand, care and make a meaningful
their entrepreneurial spirit and realise their full difference to customers, employees, society
potential. and all stakeholders.
OUTPERFORM
Sustained and clear outperformance relative To have fun by creating a high-energy
to all our competitors and industry on financial environment with a keen sense of belonging
and non-financial metrics that matter. and smiling faces everywhere.
4 KEC International Limited Annual Report 2017-18
CORPORATE
INFORMATION
BOARD OF
DIRECTORS
2 11 6 5 4 8
7
9 10 1 3
1 H.V. GOENKA 2 VIMAL KEJRIWAL
Chairman Managing Director & CEO
Economics, University of Calcutta; MBA, IMD Chartered Accountant, ICAI; Company
(Switzerland) Secretary, ICSI; Advanced Executive
Programme, Kellogg School of Management,
Mr. Harsh Vardhan Goenka is the Chairman of
USA
RPG Enterprises, one of the largest industrial 3 A.T. VASWANI
groups in India, active in key business Mr. Vimal Kejriwal is the Managing Director Independent Director
segments such as tyres, infrastructure, & CEO of KEC International Limited. With
Chartered Accountant, ICAI; Company
information technology and other diversified around 35 years of corporate experience in
Secretary, ICSI
segments having an annual turnover of over the areas of Power Infrastructure, Oil & Gas,
US $ 3.5 billion. Born in December 1957, Mr. Pharmaceuticals, Fertilisers and Investment Mr. A.T. Vaswani has over 57 years of
Goenka is a graduate in Economics and MBA Banking across the globe, he has significantly experience in the industry. Since 1981, he has
from the International Institute of Management contributed to making the Company a highly served on the Board of leading multinational
Development (IMD), Lausanne, Switzerland profitable organisation. Additionally, he companies, both in an executive and non-
and is now on the Foundation Board of IMD, serves as a Director on the Board of SAE executive capacity, including as Deputy CEO
Lausanne. Mr. Goenka, a past President of the Towers Holdings LLC, USA, a wholly owned of Metal Box of India Ltd., a leading packaging
Indian Merchants’ Chamber, in India, is also a subsidiary of KEC International Ltd. He is an company and as Director & Senior Vice
member of the Executive Committee of FICCI Executive Council Member of IEEMA (Indian President of Glaxo India Ltd., India’s largest
and the Chairman of Breach Candy Hospital Electrical and Electronics Manufacturers’ and most respected pharmaceutical company.
Trust. He has been the Chairman of the Board Association) and is the former Chairman of the He currently serves as an Independent
of the Company since 2006. Transmission Line Division of Confederation of Director on a few Boards and chairs the Audit
Indian Industry (CII). Committee of some of these companies.
Company Overview Statutory Reports Financial Statements
7
SUSTAINING
OUTPERFORMANCE
REVENUE EBIDTA
(` in crore) (` in crore)
1,006
10,096 818
8,710 8,755 693
8,468
7,902
512
493
FY14 FY15 FY16 FY17 FY18 FY14 FY15 FY16 FY17 FY18
PBT PAT
(` in crore) (` in crore)
690 460
463
305
292
261
148
155
79 69
FY14 FY15 FY16 FY17 FY18 FY14 FY15 FY16 FY17 FY18
11.86
5,345
3,144 5.54
1,737 2,058
3.06 2.69
FY14 FY15 FY16 FY17 FY18 FY14 FY15 FY16 FY17 FY18
Company Overview Statutory Reports Financial Statements
9
19.5
12,631
15.0 10,200
14.1 9,508 9,449
12.7
FY14 FY15 FY16 FY17 FY18 FY14 FY15 FY16 FY17 FY18
Notes:
1. FY 2017-18, FY 2016-17 and FY 2015-16 numbers are IND AS compliant
3. #Before impact of Voluntary Retirement Scheme (FY 2013-14) and Disposal of Assets (FY 2014-15 and FY 2015-16)
4. SAARC – South Asian Association for Regional Cooperation Countries; MENA – Middle East & North Africa; ROA – Rest of Africa; EAP – East Asia Pacific Countries;
CIS – Commonwealth of Independent States
GROWING
GLOBAL PROMINENCE
Footprint in
100
17
Countries 95
29
32 64 57
22 96
67
20
Countries 70
12
5,373 29
21 11
69
19
94
Employees Nationalities 4
81
70+
73 46
62
93 30 42
30
27
88
39
13
89 29
83 6
90 84
Years’
53 47 41 37 36 1 10
48 44 Experience
24 61
2 7 91
66 34 8
54 59 45
74 25 97
52 18 71
76 68 14 65 86 15
40 9 16 80
31 87 26 78
51 50
28 23 92 43 77
75 35
3 85
99 49
60 100 58
55
5
79
63
DIVERSIFYING TO
OUTPERFORM
3,12,200
MTPA
Largest globally operating
tower manufacturing capacity
30,000
MTPA
12,000
MTPA
Manufacturing capacity
for Solar structures
7
Manufacturing units across
India, Brazil and Mexico
45%
Business from
outside India
Company Overview Statutory Reports Financial Statements
13
SAARC remains one of our key growth We have built significant capabilities in
drivers, with a significant footprint in this our Solar business, and are well poised to
region. During FY18, we delivered key tap opportunities in the International Solar
projects, including the Ashuganj Bhulta EPC market. Additionally, the execution
river crossing towers, Bangladesh’s tallest of the 130 MWp turnkey EPC project for
Transmission lines and Bhutan-Jigmeling APGENCO has progressed well and the
GIS Substation, one of the largest of its kind plant is on track for commissioning this year,
in the country. despite headwinds caused due to GST and
volatility in module prices.
We have successfully expanded our
Substations business, on both domestic Our endeavour to turnaround our Cables
and international fronts. We executed business has yielded positive results. During
several challenging Gas Insulated and Air the year, in a bid to improve our operational
Insulated projects, including commissioning efficiencies, we successfully shifted
India’s highest altitude GIS Substation at operations of our Silvassa manufacturing
Leh & Khalsti in Jammu & Kashmir amidst facility to Vadodara, thus creating an
challenging weather and terrain conditions; integrated facility. We have delivered an
an AIS substation at Afghanistan, amidst order booking growth of 15% over FY17,
severe security threats; and one of India’s especially in the high margin segments of
largest GIS Substations at Orai, Uttar EHV, HT and exports. We have significantly
Pradesh. expanded our exports portfolio by deepening
our footprint to 40 countries during FY18.
The Railway business has been performing
exceedingly well. Continuing our FY17 We understand the need to continuously
momentum, we have doubled our revenues in innovate to unlock further opportunities
this business in FY18, and have successfully for growth. During the year, we partnered
diversified our customer portfolio to with SAP on an ambitious digital business
include CORE, RVNL, IRCON, RITES, and transformation journey to implement the
PGCIL. We were the largest contributor to next-gen best-in-class ERP platform,
the Indian Railway Electrification Mission S/4HANA that will lead the Company into
400 kV Ashuganj-Bhulta Transmission Line, during the year, executing ~20% of railway the next era of Growth and Outperformance.
Bangladesh’s tallest river crossing tower
14 KEC International Limited Annual Report 2017-18
STRENGTHENING
THE CORE
Railways
SCALING NEWER
HEIGHTS
We are uniquely placed to offer solutions railway signalling cables, and our tower FY 2017-18 HIGHLIGHTS
to industry challenges by combining a manufacturing units produce galvanised
deep understanding of our customer’s steel structures for Railways with an installed
Secured orders of ~`4,000 crore with
objectives with our expertise. Our services capacity of 30,000 MTs per annum. significant L1 positions
are underpinned by dedicated teams,
delivering innovative engineering, advanced
Executed ~20% railway electrification
digital technology and industry‑leading projects in India in FY 2017-18
safety practices. Since inception, we have
electrified over 40% of the Indian Railway We manufacture
One of the largest contributors to the
network, spanning more than 15,000 km. galvanised steel Indian Railway Electrification Mission
SERVICES
Civil
ENGINE OF
GROWTH
Gypsum Crusher at Cement Project, Dhule
In our first year of operation, the business We are currently executing FY 2017-18 HIGHLIGHTS
has received over `500 crore of orders and
is cash positive and profitable.
15+ EPC turnkey projects
One of the key players in the factory
comprising factories, segment, especially in cement,
Our extensive expertise and capabilities, warehouses, and automobile and auto-ancillary industries
coupled with significant investments in
cutting-edge technologies, has enabled us residential buildings for Poured 1 lakh cubic metre of concrete in
to deliver world-class construction to our several marquee clients. the first year of operations
clients. Our integrated project management
proficiencies ensure that we deliver our Implemented ‘Safety as a way of life’ at
projects on or ahead of schedule, with strict every site, which has enabled 10 lakh
adherence to quality and safety. safe working hours in the past year
Smart Infrastructure
CREATING A
DIGITAL WORLD
File Photo of an Integrated Command
& Control Centre
With rapid rise in urbanisation in India, the KEC’s Smart Infrastructure business will
Government has felt a need to upgrade the act as the Master System Integrator and
country’s digital infrastructure, increase the work with central and state governments,
efficiency of existing systems, reduce waste, municipal bodies, state and private utilities,
and thus improve quality of life and provide and public transport services, to provide
sustainable living to its residents. modern, technology-driven solutions.
SERVICES
S
mart Cities - Offer solutions in the segments of public safety, e-governance, and smart
infrastructure in partnership with renowned global technology partners. Solutions include
City Surveillance System, deployment of various IoT devices like environmental sensors,
smart lighting, smart parking and systems, citizen portal and application.
Communication - Support the Government’s BharatNet project, which involves
connecting 2,50,000 Gram Panchayats with optical fibre network.
Smart Mobility - Provide new-age solutions in public transport services such as
Automatic Fare Collection System (AFCS), Smart Card System, Intelligent Transit
Management Systems, and Intelligent Traffic Management Solutions.
S
mart Utility - Setting up the IT infrastructure on the distribution side required to upgrade
the existing system or develop a greenfield project, which will include offerings such as
peak load management, theft reduction, AT&C loss reduction and ease of use to the end
consumers.
20 2016-17
KEC International Limited Annual Report 2017-18
Cables
GAINING
MOMENTUM
Cables Manufacturing Plant at
Vadodara, Gujarat
Solar
BUILDING A
SUSTAINABLE
FUTURE 130 MWp APGENCO Ground Mount
Solar Project, Andhra Pradesh
Tracker implementation.
Engaged in large turnkey EPC project
of 130 MWp for Andhra Pradesh
Power Generation Corporation Limited
We service government utilities, private solar extensive T&D experience across the globe,
(APGENCO), currently under construction
park developers and industries developing coupled with our strong relationship with
captive power plants. Besides, we are also utilities has helped us carve a niche in the
Commissioned projects of 20 MWp
empanelled with the Ministry of New and industry.
during the year; another 135 MWp under
Renewable Energy (MNRE) under their solar
execution
on-grid programme contributing to the
national roof-top mission. We have grown to be
Acquired orders for rooftop and ground-
among the few companies mount solar projects from reputed PSUs
We have built significant capabilities in
the domestic and international markets, with capabilities to execute
Forayed into international solar market
and are well poised to tap opportunities large scale projects of over and currently exploring partnerships with
in the international Solar EPC market. Our 100 MW. various developers
Commissioned our first international
project in the Kingdom of Saudi Arabia
SERVICES
Developing capabilities in emerging
Design and project feasibility analysis across large-scale solar technologies — floating solar, energy
photovoltaic power plants storage solutions, use of bifacial modules
and so on
End-to-end, in-house designing and plant engineering
Supply of key equipment and structures
Complete range of civil works and O&M services
Turnkey evacuation solutions
22 KEC International Limited Annual Report 2017-18
STEERING
OPERATIONAL EXCELLENCE
Engineering & Design Centre, Brazil Engineering & Design Centre, India
The Nagpur testing station is one of
the largest tower testing facilities in the
world, with a capability to test towers up
to 1200 kV
Belo Horizonte testing station in Brazil
Longitudinal Mast at Tower Testing Station at Control Room at Testing Station at Nagpur, India is the largest tower testing station in the
Jabalpur, India
Americas
Supply Chain Management, The Americas We use TPM (Total Productive Maintenance) World-class tower manufacturing facility,
and QBM (Quality Based Management) as Butibori, India
excellence tools to improve and monitor our
At KEC, we believe in cultivating strategic business. We have also implemented IoT
relationships and partnerships with vendors, solutions to capture real-time operational
who are fully integrated into our supply chain data from CNC machines at our tower
processes. Our well-integrated system is manufacturing facilities in India.
24 KEC International Limited Annual Report 2017-18
CONTINUOUS
VALUE CREATION
In this endeavour, over the last few years, we have embarked on many exciting journeys
such as Project Eagle – our T&D transformation programme, and Project Jaguar – Cables
business turnaround programme, which have reaped significant benefits for the Company.
This year was no different. We have ushered into a new age of digital transformation
through Project Phoenix, our most ambitious transformation programme, to implement the
best-in-class next-gen ERP platform, SAP S/4HANA.
INNOVATING TO
DELIVER EXCELLENCE
The adoption of these technologies help us enhance our construction productivity, accelerate
project execution, ensure superior quality, improve safety standards and reduce wastage,
apart from differentiating us from the competition and setting new industry benchmarks.
Specialised Climbing Formwork technology for Sensor Paver technology – laying concrete roads up to 7 meters wide using sensor paver technology
construction of heavy silo structures
Implementation of Sag Bridge at 400 kV Nirmal – Deployment of Gin Poles for tower erection at 765
Jagityal Transmission Line kV Raigarh – Pugalur Transmission Line
Precast Cable Trench for 220/66 kV Jagalur Sleeper laying in progress at Jhansi-Bhimsen Pioneered the use of Covered Conductor
Extension project Railway Project, Uttar Pradesh technology in India
26 KEC International Limited Annual Report 2017-18
DIGITAL
ENABLING GROWTH
DELIVERING EXCELLENCE
ACROSS BORDERS
1
Madhya Pradesh, India
Construction
of 102.237
km transmission line
spanning across two
districts of Narsinghpur
and Jabalpur
2
Sarawak, Malaysia
3
Riyadh, Saudi Arabia
Construction of 380 kV
Overhead Transmission
Line between New Airport
Housing and PS3 (159.82
km, including 16 km re-
route) for Saudi Electricity
Company
4
Uttar Pradesh, India
CHALLENGES client for ensuring an accident-free working of Gas Insulated Busbars (GIB) with 55 nos.
In line with the quantum of work spread environment. of Sulfur hexafluoride (SF6) to air bushing.
over 72 acres of land and the stringent work
timelines, we had to mobilise several parallel ith a power transfer capacity requirement
W he pre-engineered building is one of the
T
workfronts, which was a challenging feat. of 2000 MVA, the substation had to be largest GIS substations with a dimension of
linked to 2200 circuit km of 765/ 400 kV lines 283 x 26 metres.
OUTPERFORMANCE capable of transferring bulk power within
The project was completed with meticulous and between states. PROJECT STATUS
planning and maintenance of utmost safety The substation was charged in March 2018.
standards. Our commitment to safety was Another unique feature of the project was to
validated by an appreciation letter from the achieve installation of 6500 running metres
30 KEC International Limited Annual Report 2017-18
5
Jammu & Kashmir, India
The
project was
executed for Power
Grid Company of India
220 kV GIS Substation, Jammu & Kashmir Limited (PGCIL)
CHALLENGES OUTPERFORMANCE Health and safety of our team was taken care
The Leh and Khalsti substations were to be Our project team took on each challenge of with constant supply of medication for
built at an altitude of over 11,500 feet. The step-by-step through meticulous planning. altitude sickness, a common phenomenon
difficult geographical terrain coupled with Right from strengthening the bridges for in this region. The project was successfully
lower capacity of bridges posed a serious moving heavy equipment to concentrating competed with ‘zero accidents’, establishing
threat to the movement of heavy equipment work during summers, all aspects were our commitment to maintaining quality of
to project sites. Moreover, the harsh weather provisioned for in the project plan. The project delivery even in extreme conditions.
conditions restricted the working period to project team utilised the winter months
only 6-7 months during the year. to resolve engineering challenges by co- PROJECT STATUS
ordinating with the vendor and client, along Project completed in October 2017.
with manpower planning in preparation for
the construction period during summer
months.
6
Sarpang, Bhutan
CHALLENGES and transportation of construction material to clearances not only for the transmission line
The 65 km long project was built on a steep the site. The line route consisted of multiple route, but also for every location, including,
mountainous terrain, passing through a deep valleys, rivers and road crossings. for construction of approach roads to bring
dense biological corridor, bringing in huge Bhutan, being an ecologically sensitive in material. Severe rains and floods posed
challenges with regard to access to locations country, the project required environmental additional challenges in logistics.
Company Overview Statutory Reports Financial Statements
31
7
Madhya Pradesh/ Maharashtra, India
Electrification of 35 RKM
(route kilometer) section
between Chhindwara and
Kalumna for Rail Vikas
Nigam Limited (RVNL)
8
Punjab/ Haryana, India
9
Himachal Pradesh, India
Design, manufacture,
supply, erect, test and
commission 6 MWp
solar power plant on
fixed tilt system in
Himachal Pradesh
10
Karnataka, India
Construction of a
complex, which includes
200 residential flats of
various types, commercial
buildings such as school,
shopping complex and
hospital
11
Andhra Pradesh, India
CHALLENGES one of the prominent contractors in this of other innovative practices in safety and
This is a fast track project with huge resource project. Our use of specialised lightweight project management standards, which have
mobilisation required in a very short time system formwork has ensured faster been well appreciated by the client.
period. construction cycles and excellent quality
with safety. In the structural steel works of PROJECT STATUS
OUTPERFORMANCE the factory, we have achieved a remarkable Expected completion in December 2018.
The fast track project will be the flagship feat of 3500 MTs of erection work in a span
plant of the automobile major, and we are of four months. The project features a host
34 KEC International Limited Annual Report 2017-18
BUILDING A CULTURE
OF SAFETY
At KEC, our business is driven by strict and actively taking into consideration social
adherence to all statutory Environment, and environmental performance, in addition
Health and Safety (EHS) regulations, which to financial performance.
enable us to create a safe, healthy and
conducive work environment. Our comprehensive EHS policy emphasises
on promoting responsible and ethical
Our strategy to create sustainable business business conduct, focussing on occupational
for all our stakeholders concentrates on health and safety of our people, assets,
delivering a positive impact on the three communities and environment.
essential Ps — profit, people and planet,
This year too, we have successfully completed the surveillance audit for the extension of these certificates.
Company Overview Statutory Reports Financial Statements
35
~159,360
man-hours
Safety training for employees in
FY 2017-18
~740,036
man-hours
Safety training for contract workers in
FY 2017-18
Demonstration of Tower Crane operation
We constantly endeavour to develop We further fortified our safety practices by
operational level controls and designs facilitating various ‘safety skill development’
that ensure maximum safety of our workshops, focussing on all operational
workforce, especially the ones working middle management members from
at height. Our Fatality Prevention Plan, domestic and international businesses.
comprises of a Fall Prevention System Around 159,360 and 740,036 man-hours of
and Safety Marshalls, that is compulsorily training have been conducted for employees
adopted at all project sites and contractor workmen, respectively in
FY 2017-18.
Fall Prevention System – a Safety Net
designed by KEC’s Quality-EHS team We have successfully institutionalised best
aims at reducing the impact of fall safety practices on account of which we
Demonstration of rescue training
from height have been lauded on numerous platforms
and by several clients. Our Vadodara unit
Safety Marshalls – An additional has won the prestigious Platinum Award
operational level control to monitor in the Safety category at the Greentech
and improve the culture of safety, Awards 2017. The company has been
especially for workmen working at recognised for its proactive efforts on
height Environment compliance by its client,
Sarawak Energy Berhad, Malaysia through
A complete ban on toxic material usage, the Environment Impact Assessment Award
which has been replaced with 100% eco- 2017. We have also received Excellence in
friendly materials Safety award for all our Transmission Line &
Telecommunication projects by the National
Emergency vehicle with a foldable Grid of Saudi Arabia and Exceptional
stretcher, first aid kit and emergency road HSE performance from Oman Electricity
map are available at all sites Transmission Company.
Safety Net to reduce the impact of fall
36 KEC International Limited Annual Report 2017-18
DRIVING CULTURE,CAPABILITY
AND COMMUNICATION
Communication
At KEC, building sustainable and meaningful
connect between employees across levels,
businesses, functions and locations has
been a key strength. Through several
channels of communication, we endeavour
that the realisation of our vision, values,
and capabilities remain constant across the
globe, fostering a culture of outperformance
and camaraderie. These include leadership
Young Executive Board (YEB) members interacting with the management at the 2018 RPG connect with employees through town-halls,
Annual Inter-Company YEB Meet
informal conversations, periodic newsletters
and focussed group interactions. Employees
engage in various Fun@Work activities and
GROUP MANAGEMENT RESOURCE
Capability (GMR) PROGRAMME
come together to celebrate major events.
We continue our focus on capability building Under the RPG Group Management
and development of our talent through Resource (GMR) Programme, we select
various blended interventions delivered talent from some of the finest management
through e-learning modules and signature institutes of the country. The selection
classroom sessions across behavioural, process for the programme is rigorous,
technical and functional domains. With where RPG’s senior leaders visit campuses
a focus on mobilising the self-learning and select the best talent.
culture further, we launched an innovative
organisation-wide digital learning campaign ENGINEERING LEADERSHIP
named Digital Learning Championship PROGRAMME (ELP)
(DLC). ELP is an initiative that aims to further
strengthen engineering capabilities
within the organisation. As a part
Talent development at of this programme, graduate and Leadership team visiting a project site
KEC postgraduate engineers go through a
rigorous development journey and learn
Total learning hours through on-the-job, cross-functional training
(classroom hours + across projects, classroom sessions,
assessments and certifications.
e-learning hours):
31,982 (FY18) versus
22,426 (FY17)
CAMPUS PROGRAMMES
Driven by the vision to expand horizons, we
consciously make efforts to hire talent from
varied profiles and backgrounds. This helps
expand capabilities, upgrade skills and
incubate a diverse talent pool.
EMPOWERING
COMMUNITIES
Pehlay Akshar 10
Schools targeted
Education and training are important tools to empower young
minds and enable future employability. The Pehlay Akshar 1,532
programme utilises unconventional and creative methods to Children benefitted
enhance functional English skills. The Pehlay Akshar School
Enrichment Programme (Training) aims at transforming public 200
education by helping teachers develop ‘magic classrooms’, where Government and Municipal
children feel secure, appreciated, and encouraged to continue school teachers trained
learning.
225
Saksham Women empowered
Through Saksham, we empower women by imparting
entrepreneurship development and skill training, making them self- `4,500/ month
sufficient by providing alternative means of livelihood. Additionally, Average income
the programme imparts vocational skills to women, develops their
business acumen, leadership skills, and provides training to make
readymade garments, offering them an opportunity to augment
their incomes.
Sanjeevani 410
Youth trained
Through project Sanjeevani, we aim to narrow the gap for
affordable nursing and homecare staff in the healthcare sector. The 70%
programme operates with the objective of providing healthcare Placed as home care
and patient assistance training to individuals, who are employed assistants
as bed-side assistants in hospitals and as home care attendants.
They are trained to deliver non-invasive medical care and help `5,000/ month
maintain a suitable environment for patients and their families. Average salary
Company Overview Statutory Reports Financial Statements
39
Jeevan 28
Water huts installed
Jeevan is a holistic initiative to support communities to lead
purposeful, healthy, and dignified lives. A key initiative has been
to provide potable water to safeguard ~5,600 children from 5,600
waterborne diseases in 28 schools in Jaipur, Jabalpur, and Nagpur. Students benefitted
Water ATMs have also been installed in Jaipur and Jabalpur to
provide safe drinking water to over 15,000 beneficiaries. 15,000
Beneficiaries
AWARDS
AND RECOGNITION
Early Completion Award for 765 kV Jabalpur- Award for Best Performance in Safety EPC Company of the Year Award at
Gadarwara Transmission Line from PGCIL (Transmission Line) from PGCIL ASSOCHAM India-Africa Champion In Biz
Awards 2017
Award for Maximum Capitalisation in Award for Volume of Work in Transmission SAE Towers - Brazil awarded Best in the
Transmission Line Construction from PGCIL Line Construction from PGCIL Sector by CEMIG
Rising Star Solar PV - EPC Company of Appreciation from Saudi Electrical Company Best Performance Award from National Grid
the year Award - Utility scale 100 MW at for early completion of 380 kV Overhead of Saudi Arabia - Western Operating Area
SolarQuarter India Solar Week Awards 2017 Transmission Line for the Al Moyah Transmission Line
Best Project in Power Transmission Outstanding Contribution in Power T&D Appreciation from the Governor of Ghazni
Award for 765 kV Wardha-Hyderabad Award for 765 kV Wardha-Hyderabad for the successful completion of 220 kV GIS
Transmission Line at Dun & Bradstreet Infra Transmission Line at the 7th EPC World Substation at Ghazni, Afghanistan
Awards 2017 Awards 2017
Company Overview Statutory Reports Financial Statements
41
Innovative Schemes Award for the Special Trophy - Excellence in Engineering Skoch Order of Merit for: 1. Innovation &
Implementation of the Covered Conductor at Process Outsourcing Services at EEPC Design Excellence, 2. Indo-Bangladesh Cross
Power Awards 2017, organised by the Energy India’s Western Regional Award Border Interconnection project,
Ministry of Karnataka 3. CSR initiatives
Platinum Award for Cables Vadodara at Excellence in Safety Award for all Overhead Bronze Rating Environmental Impact
Greentech Safety Awards 2017 Transmission Line & Telecommunication Assessment Compliance Award 2017 at
projects in the southern region of Saudi Sarawak Energy Berhad Contractor’s EIA
Arabia, by National Grid of Saudi Arabia Compliance Awards 2017, Malaysia
India Manufacturing Excellence Gold Award Two Gold & one Silver award for KEC Vadodara TPM Significant Achievement Certificate by
- 2017 for KEC Butibori by Frost & Sullivan at VCCQC 2017, organised by the Quality CII - TPM Club of India for Jaipur, Butibori &
Circle Forum of India - Vadodara Chapter Jabalpur manufacturing plants
Excellence Award for KEC Butibori at Morarjee Rolling Trophy for KEC Butibori Award for KEC Jaipur’s CSR initiatives at
the 31st National Convention On Quality at 28th Nagpur Chapter of CCQC 53rd Foundation Ceremony of the Employer
Concepts (NCQC) Mysore Association of Rajasthan
42 KEC International Limited Annual Report 2017-18
EVENTS AND
EXHIBITIONS
KEC Stall at ELECRAMA 2018, Delhi NCR Mr. Vimal Kejriwal, MD & CEO, KEC International Ltd. inaugurating the
KEC Stall at ELECRAMA 2018, Delhi NCR
Ms. Seema Gupta, Director (Operations), PGCIL at the KEC Stall at Shri Alok Kumar, Chairman and Ms. Aparna U., MD, UPPCL at the KEC
ELECRAMA 2018, Delhi NCR Stall at ELECRAMA 2018, Delhi NCR
Mr. G. Kumar Naik, IAS, Managing Director, Karnataka Power Mr. Dona Jean-Claude Houssou, Hon’ble Minister of Energy, Republic of
Corporation Ltd. at the KEC Stall at ELECRAMA 2018, Delhi NCR Benin at the KEC Stall at ELECRAMA 2018, Delhi NCR
Company Overview Statutory Reports Financial Statements
43
Esteemed clients from East and West Africa at the KEC Stall at Major General Gurdip Singh (Retd) SM, VSM, Managing Director, Army
ELECRAMA 2018, Delhi NCR Welfare Housing Organisation at the KEC Stall at ELECRAMA 2018, Delhi
NCR
Mr. Vimal Kejriwal, MD & CEO, KEC International Ltd. with Mr. Vimal Kejriwal shares stage with Mr. I. S. Jha, CMD, PGCIL, Mr. Ajay Kumar
H.E. Dr. Akinwumi Adesina, President, African Development Bank and Bhalla, Secretary - Ministry of Power and Mr. Yaduvendra Mathur, Additional
Mr. David Rasquinha, MD, EXIM Bank Secretary, NITI Aayog at CII’s Conference on Transmission Line Industry
Dr. Neena Malhotra, Joint Secretary, MEA at KEC’s stall at AfDB Annual KEC team receives awards for superior performance and safety from
Expo 2017 at Gandhinagar, Gujarat Mr. I. S. Jha, CMD, PGCIL, and other senior officials from PGCIL at the
Interactive Session with CEOs
44 KEC International Limited Annual Report 2017-18
DIRECTORS’
REPORT
To the Members of
KEC International Limited
The Directors are pleased to present the Thirteenth Annual Report of the Company together with the Consolidated and Standalone Audited
Financial Statements of the Company for the financial year ended on March 31, 2018.
1. FINANCIAL RESULTS
(` in Crore)
Consolidated Standalone
Particulars
FY 2017-18 FY 2016-17 FY 2017-18 FY 2016-17
Revenue from Operations 10,096.37 8,755.05 9,075.74 7,737.09
EBITDA 1,006.18 817.88 910.13 710.67
Finance Cost 246.61 253.61 195.81 208.83
Depreciation & Amortisation 109.74 129.69 95.43 115.39
Profit Before Tax 690.24 463.44 641.48 423.53
Tax Expenses 229.82 158.67 211.43 141.71
Profit After Tax 460.42 304.78 430.05 281.82
Dividend on equity shares (including tax on dividend) 74.26 49.51 74.26 49.51
On a consolidated basis, the Company achieved a On the international front, the Company was able to achieve
turnover of ` 10,096 Crore, with a 15 percent growth over significant order intake from Brazil (through its wholly
FY 2016-17. Revenue growth was mainly seen in Transmission owned subsidiary) and in the SAARC region. The Company
& Distribution (“T&D”) and Railways businesses. Profitability continued to receive order inflows from other geographies
showed improvement with EBITDA margins on a consolidated such as MENA and Africa.
level expanding by 62 bps in FY 2017-18 to reach 10 percent.
The net profit for the year was ` 460 Crore in FY 2017-18
Railways - The Railways business witnessed strong growth
as against ` 305 Crore in FY 2016-17, a robust growth of both in terms of order intake as well as revenue. The order
51 percent. The Company could achieve substantial intake was significantly higher at ` 3,910 Crore amounting to
reduction in its interest costs through better working capital 26 percent of the total order intake. The business achieved
management. On a standalone basis, the Company achieved revenues of ` 844 Crore in FY 2017-18 against ` 446 Crore
a turnover of ` 9,076 Crore and a net profit of ` 430 Crore. in FY 2016-17
The said Policy is uploaded on the website of the Company Special Resolution to appoint or continue the directorship
at http://www.kecrpg.com/policies. of Non-Executive Directors who have attained the age of
seventy five years. Mr. A. T. Vaswani and Mr. S. M. Kulkarni,
11. DIRECTORS’ RESPONSIBILITY STATEMENT Non-Executive Directors, have attained the age of seventy-
five years and Mr. G. L. Mirchandani, Non-Executive Director,
Pursuant to the provisions of clause (c) of sub-section (3)
would be attaining the age of seventy-five years in June 2018.
and sub-section (5) of Section 134 of the Act, the Board of
It is proposed to obtain the approval of Members in the ensuing
Directors of the Company hereby confirms that:
Annual General Meeting for continuation of directorship of
1.
in the preparation of the annual accounts for the Mr. A. T. Vaswani, Mr. S. M. Kulkarni and Mr. G. L. Mirchandani.
financial year ended on March 31, 2018, applicable
Accounting Standards have been followed and no In compliance with sub-regulation (3) of Regulation 36 of the
material departures have been made from the same; Listing Regulations, brief resume, expertise and other details of
the Director(s) proposed to be appointed/ re-appointed are given
2. we have selected such accounting policies and applied
in the Notice convening the ensuing Annual General Meeting.
consistently and made judgments and estimates that
are reasonable and prudent so as to give a true and
The Board recommends the appointment of Ms. Manisha
fair view of the state of affairs of the Company as at
Girotra, re-appointment of Mr. Ramesh D. Chandak as
March 31, 2018 and of the profit of the Company for the
Directors of the Company and the continuation of directorship
year ended on that date;
of Mr. A. T. Vaswani, Mr. S. M. Kulkarni and Mr. G. L.
3.
we have taken proper and sufficient care for the Mirchandani in the ensuing Annual General Meeting.
maintenance of adequate accounting records in
accordance with the provisions of the Companies Act, 12.2 Key Managerial Personnel (KMP)
2013 for safeguarding the assets of the Company and for
Pursuant to the provisions of sub-section (51) of Section 2 and
preventing and detecting fraud and other irregularities;
Section 203 of the Act read with the Rules framed thereunder,
4. we have prepared the annual accounts for the financial the following persons were Key Managerial Personnel of the
year ended on March 31, 2018 on a going concern Company as on March 31, 2018:
basis;
1. Mr. Vimal Kejriwal, Managing Director & CEO;
5. we have laid down internal financial controls and the
same have been followed by the Company and that 2. Mr. Rajeev Aggarwal, Chief Financial Officer; and
such internal financial controls are adequate and were
3.
Mr. Ch. V. Jagannadha Rao, Vice President-Legal
operating effectively; and
& Company Secretary.
6. we have devised proper systems to ensure compliance
with the provisions of all applicable laws and that such Mr. Ch. V. Jagannadha Rao, Vice President-Legal & Company
systems were adequate and operating effectively. Secretary has resigned from the services of the Company
with effect from close of business hours on April 30, 2018.
12. DIRECTORS & KEY MANAGERIAL PERSONNEL
12.3 Declaration by Independent Directors
12.1 Directors
In terms of the provisions of sub-section (6) of Section 149
During the year under review, Mr. S. S. Thakur, Independent
of the Act and Regulation 16 of the Listing Regulations, the
Director ceased to be a Director pursuant to his resigning from
Company has received declarations from all the Independent
the directorship of the Company w.e.f. the close of business
Directors of the Company that they meet with the criteria
hours on November 06, 2017. The Board has placed on record
of independence as provided in the Act and the Listing
its appreciation for the valuable contributions made by Mr.
Regulations. There has been no change in the circumstances
Thakur during his long association as a Director of the Company.
affecting their status as an Independent Director during the
year. Further, the Non-Executive Directors of the Company had
With a view to further strengthen the Board of the Company,
no pecuniary relationship or transactions with the Company,
the Board has, pursuant to the provisions of Section 149 of
other than sitting fees, commission and reimbursement
the Act and the Listing Regulations, appointed Ms. Manisha
of expenses, if any, incurred by them for the purpose of
Girotra as an Independent Director of the Company for a
attending meetings of the Company.
period of five years with effect from February 06, 2018,
subject to approval of the Members of the Company at the
12.4 Board Evaluation
ensuing Annual General Meeting.
Pursuant to the provisions of the Act and the Listing
Pursuant to the provisions of sub-section (6) of Section 152 Regulations, the Board has carried out an annual evaluation
of the Act, Mr. Ramesh D. Chandak, Non-Executive Director, of its own performance and that of its Committees as well
is liable to retire by rotation at the ensuing Annual General as performance of the Directors individually. In order to have
Meeting and being eligible, offers himself for re-appointment. a fair and unbiased view of all the Directors, the Company
engaged the services of an external agency to facilitate the
Under sub-regulation (1A) of Regulation 17 of the SEBI (Listing evaluation process.
Obligations and Disclosure Requirements) (Amendment)
The Directors were provided with an electronic platform to
Regulations, 2018, which would be effective from April 01,
record their views and a consolidated report was generated
2019, it is required to avail approval of Members by way of
Company Overview Statutory Reports Financial Statements
47
by the agency based on the views expressed by all the The Statutory Auditors’ Report for the FY 2017-18 does not
Directors. The reports generated out of the evaluation process contain any qualifications, reservations, adverse remarks or
were placed before the Board at its meeting and noted by the disclaimer and no frauds were reported by the Auditors to the
Directors. Company under sub-section (12) of Section 143 of the Act.
Further, a meeting of Independent Directors, chaired by
13.2 Branch Auditors
Mr. A. T. Vaswani, Lead Independent Director, was held
pursuant to Schedule IV of the Act and the Listing Regulations In terms of provisions of sub-section (8) of Section 143 of the
to review the performance of the Chairman, Non-Independent Act read with Rule 12 of the Companies (Audit and Auditors)
Directors of the Company and the performance of the Board Rules, 2014, the audit of the accounts of the branch offices
as a whole. The Directors also discussed the quality, quantity of the Company located outside India is required to be
and timeliness of flow of information between the Company conducted by the person(s) or firm(s) qualified to act as Branch
management and the Board, which is necessary for the Board Auditors in accordance with laws of the respective countries.
to effectively and reasonably perform their duties. The feedback The Board of Directors seek approval of the Members to
of the meeting was shared with the Chairman of the Company. authorise the Board of Directors/ Audit Committee to appoint
Auditors for the branch offices of the Company and also to
12.5 Policy on appointment and remuneration of Directors, fix their remuneration. The Board of Directors recommends
Key Managerial Personnel and Senior Management to the Members, the resolution as stated in Item No. 4 of the
Personnel Notice convening the ensuing Annual General Meeting.
The Board of Directors has adopted a Nomination and
13.3 Cost Auditors
Remuneration Policy in terms of the provisions of sub-section
(3) of Section 178 of the Act dealing with appointment and In terms of the provisions of Section 148 of the Act read with
remuneration of Directors, Key Managerial Personnel and Rule 14 of the Companies (Audit and Auditors) Rules, 2014,
Senior Management Personnel. The policy covers criteria for the cost records, in respect of manufacturing of Steel towers
determining qualifications, positive attributes, independence and Cables, are required to be audited by a qualified Cost
and remuneration of its Directors, Key Managerial Personnel Accountant. The Cost Auditors’ Report does not contain any
and Senior Management Personnel. The said Policy is qualifications, reservations, adverse remarks or disclaimer.
annexed to this Report as Annexure ‘B’. The Board of Directors, upon the recommendation of the Audit
Committee, has appointed M/s. Kirit Mehta and Associates,
12.6 Meetings of the Board of Directors Cost Accountants (Firm’s Registration No.: 000353) to
conduct audit of the cost records of the Company for the
The Board of Directors met five times during the year.
FY 2018-19. In accordance with the above provisions, the
The details of these meetings are given in the Corporate
remuneration payable to the Cost Auditor is required to be
Governance Report which forms part of this Annual Report.
ratified by the Members in a General Meeting. Accordingly,
Further, the Board has also dealt with certain items through
the Board of Directors recommends to the Members, the
circular resolutions, which were confirmed by the Directors at
resolution as stated in Item No. 5 of the Notice convening the
the subsequent Board meeting.
ensuing Annual General Meeting.
12.7 Meetings of the Audit Committee
The Company has filed the Cost Audit Report for the
The Audit Committee met eight times during the year. The FY 2016-17 with the Ministry of Corporate Affairs on
details of the meetings, composition of the Committee and August 31, 2017.
terms of the reference of the Committee are given in the
Corporate Governance Report. 13.4 Secretarial Auditors
In terms of the provisions of Section 204 of the Act and Rule
13. AUDITORS
9 of the Companies (Appointment and Remuneration of
13.1 Statutory Auditors Managerial Personnel) Rules, 2014, the Board had appointed
M/s. Parikh Parekh & Associates, Practicing Company
Price Waterhouse Chartered Accountants LLP, Chartered
Secretaries, as Secretarial Auditors to conduct Secretarial
Accountants (Firm’s Registration No. 012754N/ N500016)
Audit for the FY 2017-18. The Secretarial Audit Report in
(“PwC”), were appointed as the Statutory Auditors of the
Form MR-3 is annexed to this report as Annexure ‘C’. The said
Company to hold office for a period of five years from the
Secretarial Audit Report does not contain any qualifications,
conclusion of the Twelfth Annual General Meeting until the
reservations or adverse remarks.
conclusion of the Seventeenth Annual General Meeting. The
said appointment of the Statutory Auditors was required to be
14. CORPORATE SOCIAL RESPONSIBILITY
ratified at every Annual General Meeting. However, pursuant to
the amendment in the proviso to Section 139 which has been The Board has constituted a Corporate Social Responsibility
made effective on May 07, 2018, the requirement of ratification (“CSR”) Committee, in terms of the provisions of Section
of appointment of Statutory Auditors at every Annual General 135 of the Act read with the Companies (Corporate Social
Meeting has been omitted. In view of such omission of proviso, Responsibility Policy) Rules, 2014, inter alia to give strategic
agenda item relating to ratification of Statutory Auditors is not direction to the CSR initiatives, formulate and review annual
included in the Notice of ensuing Annual General Meeting. CSR plans and programmes, formulate annual budget for the
Pursuant to the same, PwC continues to hold the office of CSR programmes and monitor the progress on various CSR
Statutory Auditors for the FY 2018-19. activities. Details of the composition of the CSR Committee
48 KEC International Limited Annual Report 2017-18
have been disclosed separately as part of the Corporate provides for adequate safeguards against victimization
Governance Report. In accordance with Schedule VII of of persons who use such mechanism and make provision
the Act, the Company had adopted a CSR Policy outlining for direct access to the Chairman of the Audit Committee
various CSR activities to be undertaken by the Company in in appropriate and exceptional cases. The Policy can be
the areas of health, water, sanitation, promoting education, accessed on the Company’s website i.e. www.kecrpg.com
skill development etc. The CSR policy of the Company is under ‘Investors’ tab.
available on the Company’s website i.e. www.kecrpg.com
under ‘Investors’ tab. 17. RISK MANAGEMENT POLICY
The Company is engaged in Engineering, Procurement
During the year under the review, the Company was required
and Construction (“EPC”) business and is exposed to
to spend 2 percent of the average net profits for the preceding
various risks in the areas it operates. The Company has a
three financial years calculated in terms of the provisions of
well-defined risk management framework in place which
Section 198 of the Act. The report on CSR activities as required
works at various levels across the enterprise. The risk
under the Companies (Corporate Social Responsibility Policy)
management mechanism forms an integral part of the
Rules, 2014 is set out as Annexure ‘D’.
business planning and review cycle of the Company and
it is designed to provide reasonable assurances that goals
15.
POLICY ON CODE OF CONDUCT & ETHICS AND
are achieved by integrating management control into daily
SEXUAL HARASSMENT OF WOMEN AT WORKPLACE
operations, by ensuring compliance with legal requirements
The Company has adopted the RPG Code of Corporate and by safeguarding the integrity of the Company’s financial
Governance & Ethics (“RPG Code”) applicable to all the reporting and its related disclosures. The identification,
Directors and employees of the Company. The RPG Code analysis and putting in place the process for mitigation of
provides for the matters related to governance, compliance, these risks is an ongoing process.
ethics and other matters.
The Company has formed an internal Risk Management
The Company has adopted a Policy on Prevention of Committee of Senior Management and also takes help of
Sexual Harassment at Workplace (“the Policy”) to ensure external professionals to identify various risks on periodical
prevention, prohibition and redressal of sexual harassment basis. The Audit Committee reviews these risks on periodical
at workplace in accordance with the provisions of basis and ensures that the mitigation plan is in place. The
Sexual Harassment of Women at Workplace (Prevention, Company also has a mechanism in place to inform the Board
Prohibition and Redressal) Act, 2013. The Policy has been Members about risk assessment, minimization procedures
formed to prohibit, prevent or deter the commission of the and periodical review thereof.
acts of sexual harassment at workplace and to provide
the procedure for redressal of complaints pertaining to The risks faced by the Company and the various measures
sexual harassment. The Company is an equal employment taken by the Company are detailed in Management
opportunity provider and is committed for creating a Discussion and Analysis section.
healthy working environment that enables employees to
work without fear of prejudice, gender bias and sexual 18. INTERNAL FINANCIAL CONTROL
harassment. The Company also believes that all employees
Details in respect of adequacy of internal financial controls
of the Company have the right to be treated with dignity.
with reference to the Financial Statements are stated in
Management Discussion and Analysis section.
An Internal Complaints Committee (ICC) has been set up to
redress complaints received regarding sexual harassment.
19. RELATED PARTY TRANSACTIONS
All employees are covered under this Policy and the Policy is
gender neutral. During the year under review, no complaints All transactions entered into by the Company with related
of any nature were received. parties were in the ordinary course of business and on arm’s
length basis. The Audit Committee grants omnibus approval
16. VIGIL MECHANISM for the transactions that are in the ordinary course of the
business and repetitive in nature. For other transactions, the
The Vigil Mechanism as envisaged in the provisions of
Company obtains specific approval of the Audit Committee
sub-section (9) of Section 177 of the Act, the Rules framed
before entering into any such transactions. Disclosures as
thereunder and Regulation 22 of the Listing Regulations is
required under Indian Accounting Standards (“IND AS”)-
implemented by the Company through a Whistle Blower
24 have been made in the Note No. 48 to the Standalone
Policy to enable the Directors, its employees to voice their
Financial Statements.
concerns or observations without fear, or raise reports
of instance of any unethical or unacceptable business
There are no materially significant related party transactions
practice or event of misconduct/ unethical behavior, actual
entered into by the Company with its Directors/ Key
or suspected fraud and violation of RPG Code etc. to the
Managerial Personnel or their respective relatives, the
Corporate Ethics and Governance Committee.
Company’s Promoter(s), its subsidiaries/ joint ventures/
associates or any other related party, that may have a
Under the Whistle Blower Policy, confidentiality of those
potential conflict with the interest of the Company at large.
reporting violation(s) is protected and they shall not be
The policy on related party transaction, as formulated
subject to any discriminatory practices. The Policy also
Company Overview Statutory Reports Financial Statements
49
by the Board is available on the Company’s website i.e. the date of the ensuing Annual General Meeting. The said
www.kecrpg.com under ‘Investors’ tab. information shall also be provided to any Member of the
Company, who sends a written request to the Company.
20. EXTRACT OF ANNUAL RETURN
24. HUMAN RESOURCE/ INDUSTRIAL RELATIONS
Pursuant to the provisions of sub-section (3) of Section
92 and sub-section (3) of Section 134 of the Act and the The Company understands that employees are vital and
Companies (Management and Administration) Rules, 2014, valuable assets. The Company recognises people as the
the extract of the Annual Return as on March 31, 2018 in the primary source of its competitiveness and continues its
prescribed Form MGT-9 is enclosed as Annexure ‘E’. focus on people development by leveraging technology and
developing a continuously learning human resource base to
21. ENVIRONMENT HEALTH AND SAFETY (EHS) unleash their potential and fulfill their aspirations. The strategic
thrust of Human Resource has been on improvement of the
The Company is committed to achieve the EHS objective of
performance of employees through training & development
providing safe workplace and has undertaken various EHS
and also to identify outperformers who have potential for
management processes and deployed methodologies and
taking higher responsibilities.
implemented them under the EHS system.
The employee relations remained cordial throughout the year.
The Company, on a continuous basis, imparts EHS industry
The Company had 4,599 permanent employees on its rolls as
specific training to its employees and workmen to ensure that
on March 31, 2018. The Board places on record its sincere
our employees become more safety conscious and thereby
appreciation for the valuable contribution made by employees
improve the organization’s approach towards prevention of
across all levels whose enthusiasm, team efforts, devotion
loss.
and sense of belonging has always made the Company
proud.
The Company has bagged various EHS awards and
appreciation from its prestigious customers and independent
25. OTHER DISCLOSURES
agencies. A separate section has been added to this Annual
Report giving details on EHS objectives of the Company and Your Directors state that no disclosures or reporting is required
various awards received by the Company. in respect of the following items, as the same is either not
applicable to the Company or relevant transactions/ events
22.
CONSERVATION OF ENERGY, TECHNOLOGY have not taken place during the year under review:
ABSORPTION, FOREIGN EXCHANGE EARNINGS AND
a. The Company has not issued any equity shares with
OUTGO
differential rights as to dividend, voting or otherwise.
The Company has strong commitment towards conservation
b. The Company has not issued shares (including sweat
of energy, natural resources and adoption of latest
equity shares) to employees under any scheme.
technology in its areas of operation. The particulars relating
to conservation of energy, technology absorption, foreign c. The Managing Director & CEO of the Company did not
exchange earnings and outgo, as required to be disclosed receive any remuneration or commission from any of its
under clause (m) of sub-section (3) of Section 134 of the Act subsidiaries.
read with Rule 8 of the Companies (Accounts) Rules, 2014,
d. No significant or material orders were passed by the
are provided in the prescribed format and is enclosed as
Regulators or Courts or Tribunals which impact the going
Annexure ‘F’.
concern status and Company’s operations in future.
23. PARTICULARS OF EMPLOYEES e. There have been no material changes or commitments
affecting the financial position of the Company which
In terms of the requirements of sub-section (12) of Section
have occurred between the end of the financial year and
197 of the Act read with sub-rule (1) of Rule 5 of the
the date of this report.
Companies (Appointment and Remuneration of Managerial
Personnel) Rules, 2014 as amended from time to time, the
26. ACKNOWLEDGEMENT
disclosures pertaining to the remuneration and other details,
are given in Annexure ‘G’. Your Directors take this opportunity to thank the Central and
State Government Departments, Organizations and Agencies
In terms of the provisions of sub-rules (2) and (3) of Rule for their continued support and co-operation. The Directors
5 of the Companies (Appointment and Remuneration of are also thankful to all valuable stakeholders viz., customers,
Managerial Personnel) Rules, 2014, a statement showing vendors, suppliers, banks, financial institutions, joint venture
the names and other details of the employees drawing partners and other business associates for their continued
remuneration in excess of the limits set out in these Rules co-operation and excellent support provided to the Company
forms part of the Annual Report. In terms of Section 136 during the year. The Directors acknowledge the unstinted
of the Act, this report is being sent to the Members and commitment and valuable contribution of all employees of the
others entitled thereto, excluding the aforesaid information. Company.
The said information shall be available for inspection by the
Members at the Registered Office of the Company during Your Directors also appreciate and value the trust reposed in
business hours on all working days (Monday to Friday) upto them by Members of the Company.
50 KEC International Limited Annual Report 2017-18
B Financial and Internal Parameters At present, however, the issued and paid-up share capital of
the Company comprises of only equity shares.
The Board would consider the following financial and
internal parameters before declaring or recommending
The Company shall first declare dividend on outstanding
dividend to shareholders:
preference shares if any, as per the terms of issue of such
Stand-alone net operating profit after tax; preference shares, and thereafter, the dividend would be
declared on equity shares.
Working capital requirements;
Capital expenditure requirements and loan repayments; The equity shareholders of the Company, as on the record date
to be decided, shall be entitled to receive dividends.
Resources required to fund acquisitions and in-organic
growth;
VII Procedure for deciding quantum of dividend
Cash flow required to meet contingencies;
The Chief Financial Officer (CFO) after considering
Outstanding borrowings and total debt equity ratio; the parameters mentioned above and in consultation
with the Managing Director (MD) may propose the rate
Past dividend payment trends of the Company;
of final dividend to be recommended by the Board to
Change in capital structure of the Company. Shareholders or the rate of interim dividend to be declared
by the Board.
C External Parameters
The Board upon perusing the rationale for such pay-out
Regulatory restrictions, if any and the prevalent may recommend the final dividend or declare the interim
statutory requirements; dividend.
52 KEC International Limited Annual Report 2017-18
6.
POLICY FOR APPOINTMENT AND REMOVAL OF ii.
Commission as may be recommended by NRC and
DIRECTOR, KMP AND SMP subsequently approved by the Board of Directors and
wherever required approval of the shareholders of the
A. Appointment criteria and qualifications
Company shall be obtained.
NRC shall identify a person and criteria for the qualification,
iii.
The NEDs shall be eligible for remuneration of such
expertise and experience of the person for appointment
professional services rendered if in the opinion of the
as Director, KMP or SMP and recommend to the Board
NRC, the NED possesses the requisite qualification for
his/ her appointment.
rendering such professional services.
B. Term/ Tenure
KMPs & SMPs
1. Managing Director/ CEO
i. The remuneration to be paid to the KMPs and SMPs, at
` Term of appointment or re-appointment of Managing the time of his/ her appointment shall be recommended
Director or CEO not to exceed five years at a time. by the NRC and approved by the Board considering
No re-appointment shall be made earlier than one relevant qualification, experience and performance of the
year before the expiry of term. individual as well as the prevailing market conditions. The
remuneration may be combination of fixed and variable
2. Independent Director pay;
An Independent Director shall hold office on the ii. Annual increment/ subsequent variation in remuneration
Board of the Company for a term as may be to the KMPs/ SMPs shall be approved by the NRC/ Board
determined by the Board but in any case not of Directors.
exceeding five years and shall not hold office for
more than two consecutive terms. 8. DIRECTOR AND OFFICER LIABILITY INSURANCE
Where Insurance Policy is taken by the Company for its
C. Retirement
Directors, KMPs, SMPs and employees indemnifying them
The Director, KMP and SMP shall retire as per the against any liability, the premium paid by the Company for such
provisions of the applicable Act, and the prevailing policy insurance cover shall not be treated as part of the remuneration
of the Company. On the recommendation of the NRC, the payable to such personnel. However, if such person is proved
Board if it considers to be in the Company’s interest, shall to be guilty, the premium paid on such insurance shall be
have the discretion to retain Director, KMP and SMP even recovered from such persons.
after attaining the retirement age.
9. GENERAL
D. Removal
This policy is framed based on the provisions of the Companies
In case any Director or KMP or SMP incurs any Act, 2013 and Rules framed thereunder and the requirements
disqualification as provided under the Act or Rules made of erstwhile Clause 49 of the Listing Agreement with Stock
thereunder or is in breach of Code of Governance and Exchanges/ Listing Regulations. In case of any subsequent
Ethics adopted by the Company, the NRC may recommend changes in the provisions of the Companies Act, 2013 or
to the Board removal of such Director or KMP or SMP. any other Regulations which makes any of the provisions in
the policy inconsistent with the Act or Regulations, then the
7.
POLICY FOR REMUNERATION TO MD/ CEO, NEDs, provisions of the Act or Regulations would prevail over the
KMPs & SMPs policy and the provisions in the policy would be modified in
due course to make it consistent with law.
MD/ CEO
i. The remuneration to be paid to the MD/ CEO at the time
of his/ her appointment shall be recommended by the
NRC and approved by the Board of Directors and the
shareholders of the Company
ii. Annual increment/ subsequent variation in remuneration
to the MD/ CEO shall be approved by the NRC/ Board
of Directors, within the overall limits approved by the
shareholders of the Company.
NEDs
i. NEDs shall be entitled to sitting fees as may be decided
by the Board of Directors from time to time for attending
the Meeting of the Board and sub-Committees of the
Board.
Company Overview Statutory Reports Financial Statements
55
1. A brief outline of the As part of its initiatives under Corporate Social Responsibility (“CSR”) and KEC’s vision to drive
Company’s CSR policy, ‘holistic empowerment’ of the community around the local vicinity of our plants and the society
including overview of projects at large, we have undertaken the following projects through RPG Foundation in accordance with
or programs proposed to be CSR policy of the Company, read with Schedule VII of the Companies Act, 2013.
undertaken and a reference
to the web-link to the CSR i. Netranjali-Vision/ Eye Care: KEC, working in partnership with RPG Foundation, launched
policy and projects or Netranjali program in FY 2014-15. The objective of this program is to reduce the high
programs incidence of avoidable blindness in India. India has the world’s largest blind population, with
80 percent of cases of blindness being preventable with early stage interventions. In Netranjali
implementation, we have specifically targeted populations that have a high need of eye care
interventions-school children, elderly/ slum communities, truckers and commercial drivers.
With our impactful and comprehensive three stage (promotive, preventive and curative)
intervention module we have impacted vulnerable communities across Jaipur, Jabalpur,
Nagpur, Mysore, Silvassa, Halol and 13 project sites across India. In FY 2017-18, we connected
with 395,944 beneficiaries through eye check-up camps and awareness sessions. A total of
50,462 beneficiaries were screened for refraction and other eye related issues through 258
camps and 291 days of vision centre. In FY 2017-18, we distributed 18,947 free spectacles
and referred 10,130 beneficiaries to eye-care hospitals for severe cases.
ii.
Pehlay Akshar-Primary Education: This project is a large scale programme for Primary
Education with special focus on practical English speaking & reading skills to enhance
employability, thereby, giving these children, an equal opportunity for making their lives
brighter. In FY 2017-18, the Company reached out to about 1,532 children across 10 schools
in Nagpur and Jaipur.
iii. Pehlay Akshar School Enrichment Program-Primary Education: This program was designed
to support government school teachers to develop their capabilities to create safe and secure
classrooms where children feel motivated and engage in their learning. 200 Government
school teachers were also trained as part of this intervention.
iv. Jeevan-Community Development: This is an integrated community development project
which focuses on improving all round quality of life in the areas of clean drinking water,
sanitation and overall health and nutrition based interventions amongst others.
In FY 2017-18, safe drinking water was made available to around 5,600 school children
through the installation of 28 water huts (water purification systems) across Nagpur (4 water
huts), Jaipur (16 water huts) and Jabalpur (8 water huts). 1,200 children in schools were
provided highly nutritious snacks before the mid-day meal as a proactive effort to reduce
malnourishment in Panchmahal district in Gujarat. As a part of developing livelihoods, we also
supported 50 women, who were trained to develop these nutritious snacks, and supply them
to the 1,200 children.
v.
Saksham-Employability/ Skill Development: This project is a livelihood development
programme, which focuses on alternate livelihoods training for marginalized women and youth,
to empower them economically through skill development and employability enhancement.
In FY 2017-18, 100 women in Jabalpur were trained in readymade garment making and 75
women were trained in self-employed tailoring program, resulting in enhancement of their
income generation capacity. Additionally, an entrepreneurship development programme was
launched that benefited 150 women to become economically empowered. An employability
enhancement project was also initiated to support ITI students in Jaipur and Ashtii (near
Nagpur), benefitting over 736 ITI students. Digital Literacy Centres were also started in Jaipur,
Nagpur and Jabalpur to train community members and youth to be digitally literate.
vi. Sanjeevani-Healthcare Skilling Program: This project focuses on skilling of youth in the
healthcare sector with an aim to help them get gainfully employed.
In FY 2017-18, a total of 280 young people were provided with healthcare training through
Project Sanjeevani, across Nagpur (80 candidates), Jaipur (100 candidates) and Jabalpur (100
candidates). Post training, the beneficiaries were supported and provided with employment
avenues through collaborations with homecare placement agencies, hospitals and nursing
homes. Additionally, 130 women were also trained under the Project Sanjeevani at Halol.
The CSR Policy is available at the Company’s website and can be accessed at
http://www.kecrpg.com/KEC%20data/Investor%20relations/policies/CSR%20Policy.pdf
58 KEC International Limited Annual Report 2017-18
Place: Mumbai
Date: May 14, 2018
DETAILS OF CSR ACTIVITIES OF THE COMPANY FOR THE FY 2017-18:
(` in Lakh)
(1) (2) (3) (4) (5) (6) (7) (8)
Amount Spent Amount Spent:
Location of Projects or Programmes undertaken Amount Outlay on Projects or Cumulative
Sr. CSR Project or Activity Sector in which the Direct or through
(Budget) Project or Programmes Expenditure up to
No. identified Project is covered Implementing
Programme-wise the reporting period
Local Area or Other District (State) Direct Expences Agency
Company Overview
1. Project Netranjali Vision-Eye Care Butibori Nagpur (Maharashtra) 132.00 134.96 134.96 RPG Foundation
Jaipur Jaipur (Rajasthan)
Jabalpur Jabalpur(MP)
Mysore Mysore (Karnataka)
Silvassa Silvassa (D&N)
Vadodara Vadodara (Gujarat)
Project locations at Manali (HP), Chennai(TN)
Manali, Chennai, Bhopal (MP)
Bhopal, Bikaner, Sikar, Bikaner, Sikar (Rajasthan)
Hyderabad, Vemagiri Hyderabad (Telangana)
Benguluru, Bhuj, East Godavari (AP)
Bhansakantha, Benguluru (Karnataka)
Koteshwar, Kutch Kutch, Banaskantha (Gujarat)
2. Project Pehlay Akshar Education Januna, Amravati Amravati (Maharashtra) 48.27 48.27 Direct
Butibori Nagpur (Maharashtra) 17.29 17.29 RPG Foundation
65.00
Jaipur Jaipur (Rajasthan)
Jabalpur Jabalpur (MP)
Statutory Reports
3. Pehlay Akshar School Education Butibori Nagpur (Maharashtra) 10.00 6.62 6.62 RPG Foundation
Enrichment Program Jaipur Jaipur (Rajasthan)
4. Project Jeevan Health, Water & Butibori Nagpur (Maharashtra) 58.00 58.39 58.39 RPG Foundation
Sanitation Jaipur Jaipur (Rajasthan)
Jabalpur Jabalpur (MP)
5. Project Saksham Entrepreneurship, Butibori Nagpur (Maharashtra) 54.00 51.76 51.76 RPG Foundation
Skill Development Ashti Wardha (Maharashtra)
6. Project Sanjeevani Healthcare Skilling Butibori Nagpur (Maharashtra) 42.00 43.71 43.71 RPG Foundation
Program Jaipur Jaipur (Rajasthan)
Jabalpur Jabalpur (MP)
Total amount spent on CSR 361.00 361.00 361.00
Financial Statements
59
60 KEC International Limited Annual Report 2017-18
c) Bodies Corporate - - - - - - - - -
d) Banks/ FIs - - - - - - - - -
e) Any Other - - - - - - - - -
Sub-total (A)(2) :- - - - - - - - - -
Total Shareholding of Promoter (A) = (A)(1) + (A)(2) 130,762,055 - 130,762,055 50.86 131,083,293 - 131,083,293 50.99 0.13
(B) Public Shareholding
(1) Institutions
a) Mutual Funds 60,921,495 56,155 60,977,650 23.72 47,003,725 41545 47,045,270 18.30 (5.42)
b) Banks/ FIs 472,551 12,820 485,371 0.19 502,720 10,465 513,185 0.20 0.01
c) Central Govt. - - - - - - - - -
d) State Govt(s) - - - - - - - - -
e) Venture Capital Funds - - - - - - - - -
f) Insurance Companies 6,377,299 - 6,377,299 2.48 4,360,311 - 4,360,311 1.70 (0.78)
g) FIIs 15,460,345 115,980 15,576,325 6.06 27,355,116 44,625 27,399,741 10.66 4.60
h) Foreign Venture Capital Funds - - - - - - - - -
i) Others:
Foreign Banks 5,480 - 5,480 - 5,480 - 5,480 - -
Unit Trust of India - 1,500 1,500 - - 1,500 1,500 - -
Sub-total (B)(1):- 83,237,170 186,455 83,423,625 32.45 79,227,352 98,135 79,325,487 30.86 (1.59)
No. of Shares held at the beginning of the year No. of Shares held at the end of the year %
change
Category of Shareholders % of total % of total
Demat Physical Total Demat Physical Total during
Shares Shares the year
2. Non-Institutions
a) Bodies Corporate
i) Indian 8,141,951 1,232,175 9,374,126 3.65 7,403,172 1,209,125 8,612,297 3.35 (0.30)
ii) Overseas - - - - - - - - -
Company Overview
b) Individuals
i) Individual shareholders holding nominal share 21,933,803 4,087,753 26,021,556 10.12 23,507,402 3,452,681 26,960,083 10.49 0.37
capital upto ` 1 Lakh
ii) Individual shareholders holding nominal share 3,361,371 - 3,361,371 1.31 5,276,504 - 5,276,504 2.05 0.74
capital in excess of ` 1 Lakh
c) Others:
NRIs/ OCBs 1,313,603 24,980 1,338,583 0.52 1,610,267 18,420 1,628,687 0.63 0.11
Clearing Members 989,404 - 989,404 0.38 755,289 - 755,289 0.29 (0.09)
Trusts 197,369 393,050 590,419 0.23 197,475 393,050 590,525 0.23 -
Directors and Relatives 5 - 5 - 5 - 5 - -
Foreign Nationals 43,575 - 43,575 0.02 43,575 - 43,575 0.02 -
Foreign Companies - 5,420 5,420 - - 46,425 46,425 0.02 0.02
Hindu Undivided Family 1,178,231 - 1,178,231 0.46 1,256,534 315 1,256,849 0.49 0.03
IEPF - - - - 1,509,351 - 1,509,351 0.59 0.59
Sub-total (B)(2): 37,159,312 5,743,378 42,902,690 16.69 41,559,574 5,120,016 46,679,590 18.16 1.47
Total Public Shareholding (B)= (B)(1)+(B)(2) 120,396,482 5,929,833 126,326,315 49.14 120,786,926 5,218,151 126,005,077 49.01 (0.13)
Statutory Reports
(C) Shares held by Custodian for GDRs & ADRs N.A. N.A. N.A. N.A. N.A. N.A. N.A. N.A. N.A.
Grand Total (A+B+C) 251,158,537 5,929,833 257,088,370 100.00 251,870,219 5,218,151 257,088,370 100.00 0.00
Financial Statements
63
ii) Shareholding of Promoters
64
Shareholding at the beginning of the year Shareholding at the end of the year
% of Shares % of Shares % change in
Sr.
Shareholder’s Name No. of % of total Shares Pledged/ No. of % of total Shares Pledged/ Shareholding
No.
Shares of the Company encumbered to Shares of the Company encumbered to during the year
total Shares total Shares
1 Swallow Associates LLP 69,546,616 27.05 - 69,546,616 27.05 - -
2 Summit Securities Limited 27,602,945 10.74 - 27,753,845 10.80 - 0.06
3 Instant Holdings Limited 17,855,651 6.95 - 21,042,105 8.18 - 1.24
4 STEL Holdings Limited 4,685,880 1.82 - 4,685,880 1.82 - -
5 Carniwal Investments Limited 2,970,981 1.16 - 2,970,981 1.16 - -
6 Chattarpati Apartments LLP 211,785 0.08 - 785 0.00 - (0.08)
7 Atlantus Dwellings and Infrastructure LLP 25,000 0.01 - 25,000 0.01 - -
8 Sudarshan Electronics and TV Limited 1 0.00 - 1 0.00 - -
9 Mr. Harsh Vardhan Goenka 3,914,482 1.52 - 3,914,482 1.52 - -
Mrs. Mala Goenka
Mr. Anant Vardhan Goenka
10 Mr. Harsh Vardhan Goenka(1) 2,805,216 1.09 - 100 0.00 - (1.09)
KEC International Limited Annual Report 2017-18
Note(s):
(1)
Held as a trustee of Stellar Energy Trust
(2)
KEC International Limited Annual Report 2017-18
(iv) Shareholding Pattern of Top 10 Shareholders (other than Directors, Promoters and Holders of GDRs and ADRs)
Shareholding at the beginning Shareholding at the end of the year
Sr.
For each of the Top 10 Shareholders % of total shares of % of total shares of
No. No. of shares No. of shares
the Company the Company
1 HDFC Trustee Company Ltd. 23,060,249 8.97 18,198,378 7.08
2 Reliance Capital Trustee Co. Ltd. 7,483,573 2.91 6,215,457 2.42
3 Life Insurance Corporation of India 6,377,299 2.48 4,360,311 1.70
4 Birla Sun Life Trustee Company Pvt. Ltd. 5,399,505 2.10 3,358,600 1.31
5 FIL Investments FIL Investments (Mauritius) Ltd. 5,104,578 1.99 2,849,333 1.11
6 Kotak Mutual Fund 3,468,345 1.35 4,300,000 1.67
7 L & T Mutual Fund Trustee Ltd. 3,025,149 1.18 3,432,714 1.34
8 IDFC Mutual Fund 2,800,000 1.09 2,475,000 0.96
9 Unit Trust of India 2,040,000 0.79 2,133,743 0.83
10 DSP Blackrock Equity & Bond Fund - - 2,014,039 0.78
11 SBI Mutual Fund 9,944,109 3.87 280 0.00
N
ote(s): The above shareholders are holding the shares in multiple folios which have been combined based on the Permanent Account Number (PAN) of the
shareholder(s). The shares of the Company are traded frequently by the top ten shareholders and hence the date wise increase/ decrease data is not provided.
V. INDEBTEDNESS :
Indebtedness of the Company including interest outstanding/ accrued but not due for payment
(` in Lakh)
Secured Loans Total
Particulars Unsecured Loans Deposits
excluding deposits Indebtedness
Indebtedness at the beginning of the financial year
i) Principal Amount 136,406.99 10,090.60 - 146,497.59
ii) Interest due but not paid - - - -
iii) Interest accrued but not due 143.74 - - 143.74
Total (i+ii+iii) 136,550.73 10,090.60 - 146,641.33
Change in Indebtedness during the financial year
· Addition 17,713.18 - - 17,713.18
· Reduction (24,985.55) (5,683.19) - (30,668.74)
Net Change (7,272.37) (5,683.19) - (12,955.56)
Indebtedness at the end of the financial year
i) Principal Amount 128,988.83 4,407.41 - 133,396.24
ii) Interest due but not paid
iii) Interest accrued but not due 289.53 - - 289.53
Total (i+ii+iii) 129,278.36 4,407.41 - 133,685.77
Commission 9.00 9.00 9.00 9.00 9.00 9.00 5.40 9.00 1.80 70.20
Others, please specify - - - - - - - - - -
Total (1) 121.20
2. Other Non-Executive Directors Mr. H. V. Mr. R. D.
Goenka Chandak
Fee for attending Board/ Committee 5.00 7.75 12.75
meetings
Commission 585.89 9.00 594.89
Others, please specify:- - - -
Total (2) 607.64
Total (B)=(1+2) 728.84
Total Managerial Remuneration (A+B) 1,196.59
Overall Ceiling as per the Act# 6,650.86
#
Sitting fees not included as a component for computation of overall ceiling
Statutory Reports
Financial Statements
69
70 KEC International Limited Annual Report 2017-18
The ratio of the remuneration of each Director to the median Mr. H. V. Goenka 114.05
remuneration of the employees of the Company for the financial year Mr. Vimal Kejriwal 90.28
Mr. A. T. Vaswani 3.52
Mr. D. G. Piramal 2.70
Mr. G. L. Mirchandani 2.70
Ms. Manisha Girotra 0.54
Ms. Nirupama Rao 2.51
Mr. R. D. Chandak 3.23
Mr. S. M. Kulkarni 3.75
Mr. S. M. Trehan 2.70
Mr. S. S. Thakur 2.26
Mr. Vinayak Chatterjee 2.70
The percentage increase in remuneration of each Director, Chief Mr. H. V. Goenka 61.02
Financial Officer, Chief Executive Officer, Company Secretary or Mr. Vimal Kejriwal 21.65
Manager, if any, in the financial year 10.94
Mr. A. T. Vaswani
Mr. D. G. Piramal 16.67
Mr. G. L. Mirchandani 16.67
Ms. Manisha Girotra(1) N.A.
Ms. Nirupama Rao 18.18
Mr. R. D. Chandak 28.85
Mr. S. M. Kulkarni 11.40
Mr. S. M. Trehan 16.67
Mr. S. S. Thakur(2) (33.18)
Mr. Vinayak Chatterjee 27.27
Mr. Rajeev Aggarwal, 14.80
Chief Financial Officer
Mr. Ch. V. Jagannadha Rao, 19.67
Vice President-Legal & Company Secretary
The percentage increase in the median remuneration of employees 15 percent
in the financial year
The number of permanent employees on the rolls of Company 4,599 (as on March 31, 2018)
Average percentile increase already made in the salaries of The average increase in salaries of employees during the year 2017-18
employees other than the managerial personnel in the last financial was 10.00 percent as against an increase of 21.65 percent in the salary
year and its comparison with the percentile increase in the managerial of the Managing Director & CEO (managerial personnel as defined under
remuneration and justification thereof and point out if there are the Act). The increment given to each individual employee was based on
any exceptional circumstances for increase in the managerial the employees’ potential, experience, performance and contribution to the
remuneration Company’s growth over a period of time and also benchmarked against
Industry standard.
Note(s):
(1)
Ms. Manisha Girotra was appointed during the FY 2017-18
(2)
Mr. S. S. Thakur was a Director for the part of the FY 2017-18
Company Overview Statutory Reports Financial Statements
73
The key parameters for any variable component of remuneration The variable component of Non-Executive Directors’ remuneration consists
availed by the Directors. of commission. The commission was paid at a rate of 1 percent per annum
of the profits of the Company computed in accordance with the provisions
of the Companies Act, 2013. The distribution of commission among the
Non-Executive Directors was recommended by the Nomination and
Remuneration Committee and approved by the Board. The commission
was paid on an uniform basis, to reinforce the principles of collective
responsibility of the Board. The Nomination and Remuneration Committee
had recommended a higher commission for the Chairman of the Board
of Directors, taking into consideration his overall responsibility and
involvement. Remuneration to the Managing Director & CEO involved
balance between fixed and variable pay reflecting short and long-term
performance objectives of the Company and its goals.
Affirmation that the remuneration is as per the remuneration policy of The remuneration to employees of the Company is as per the remuneration
the Company policy of the Company.
74 KEC International Limited Annual Report 2017-18
MANAGEMENT
DISCUSSION & ANALYSIS
KEC International Limited (the Company or KEC) is an infrastructure EPC
major with presence in Power Transmission & Distribution (T&D), Railways,
Civil, Smart Infrastructure, Solar and Cables businesses. The Company has
established its footprint in 100 countries (including EPC and Supply) across
the globe.
In the backdrop of growing demand for power and processes and capabilities. This year, the Company has
capacity expansion, there remains a pressing need received its single largest order of more than INR 1,000
for transmission network augmentation. Timely crore from a private player. Secondly, with the setup of
implementation of transmission lines would be critical cross country national grid, huge investments are being
in the years to come. The sector continues to transform planned by the states to improve connectivity, reliability
and undergo radical changes. It is migrating to higher and affordability. The Company is witnessing a surge in
transmission voltages of up to 1,200 kV, new technologies large size Transmission Lines as well as Substation orders
for bulk power transmission are being worked upon, High from state utilities. In line with the changing business
Capacity Power Transmission Corridors (HCPTCs) are dynamics, the Company is focusing on enhancing its
being developed, etc. footprint across states on a selective basis. Additionally,
the Company envisages that the share of investments in
Paradigm shifts are also being observed across facets of Substations will rise to about 40-45 percent of the total
the industry: investment, with a push towards GIS Technology at
voltages of 220/ 400 kV levels. Significant opportunities
Greater emphasis on new designs, solutions and
in the form of combination jobs, HTLS conductors and
modern construction technologies
cabling projects are expected in the coming months. The
Enhanced project management techniques, right from Company is well-positioned in terms of preparedness to
project planning and execution to commissioning and cater to the varied requirements of its clients.
attaining commercial closure
b. SAARC
Advanced conductor technologies like HTLS
conductors, covered conductors, etc., are playing a SAARC continues to be one of the key business
crucial role in resolving issues related to Right of Way destinations for the Company. The Company has
(RoW) significant footprint in this region and continues to
consolidate its presence on the back of good order mix
Newer substation technologies like Gas Insulated
of Transmission and Substation projects. During the year,
Substations (GIS) are gaining prominence
the Company secured a few major orders in Afghanistan,
Gas Insulated Lines (GIL) are being explored Bangladesh, Bhutan, Nepal and Sri Lanka. The region is
well poised for significant growth due to a strong thrust
Enhanced public-private collaboration
by their Governments to achieve their goal to provide
Change in customer mix, with the share from State ‘Electricity for All’. Additionally, they are also focussing on
Electricity and Private players increasing, as compared providing a boost to the renewables sector.
to previous years
We are seeing an increase in private investments in
Amidst all these developments, issues pertaining to Bangladesh, offering a new industrial market opportunity.
smooth and timely project execution are still dominant by There is also a growth in multilateral funding from
way of challenges such as right of way, land acquisition, agencies such as AIIB, ADB, JICA, Islamic Development
environment & forest clearances, etc. This creates an Bank and EXIM Bank. In Afghanistan, there is a shift in
additional burden on EPC companies by way of time & focus towards power generation, including emphasis
cost overruns and mobilisation issues. The Government is on renewables. In line with all these developments, we
dedicatedly working towards resolving these issues by way expect the SAARC Transmission & Distribution market
of amendments made to ease environmental clearances and to grow at over 20 percent between FY 2017 and 2022,
enhancement in compensation levels for land acquisition. and shall remain a key focus area for the company in the
coming years.
Presently, India has 340 GW of installed generation
capacity; 3,90,970 ckm of installed transmission line length II) International Business
and 8,26,958 MVA of substation transformation capacity
During the year, the order inflow from the Company’s
(as on 31st March 2018) (Source: CEA reports). The Indian
International T&D business was impacted due to various
Government envisages an addition of over 1,00,000 ckm of
uncertainties in the global markets. However, with the increase
transmission lines and over 2,90,000 MVA of transformation
in oil prices, sentiments in the International business are
capacity between 2017-2022, necessitating enormous
expected to improve in FY 2018-19.
investment to the tune of INR 2,60,000 crore, which is
expected to unfold tremendous opportunities.
The focus on rebalancing the Middle East portfolio continued
with order wins in UAE, Jordan and Oman. The Company
Over the next three years, we expect a larger share
continues to expand its outreach in the international substation
of business emerging from Private Clients and State
area, with the construction of both AIS and GIS substations.
Electricity Utilities. Firstly, the Central Government is
targeting to award all new projects through the Tariff
Region Wise Outlook & Opportunities
Based Competitive Bidding (TBCB) route, driving
participation and ownership from Private players. Ahead a. Middle East and North Africa (MENA)
of time delivery, quality, cost and safety are thus becoming
In FY 2017-18, the MENA region, owing to depressed oil
important parameters, as they directly impact the returns
prices witnessed a slowdown in new tenders. However,
to private investors. This trend is beneficial to the industry,
with oil prices on the rise and a continued focus of
especially for established players like us with matured
78 KEC International Limited Annual Report 2017-18
Middle-Eastern countries to reduce their dependency improving GDP per capita and rising electrification rates.
on oil revenues, it is anticipated that new projects will be In addition, the population is distributed and spread across
rolled out at a faster pace. the geography, necessitating huge investments for the
development of widely dispersed T&D infrastructure. The
Electricity demand in the MENA region will continue to be support extended by Asian Development Bank, Japan
strong, fuelled by population growth, urbanisation, rising International Cooperation Agency and World Bank to
income levels, industrialisation, and low electricity prices, implement grid expansion projects will play a critical role
rendering investments in the power sector a priority for in meeting the investment requirements of the region.
the governments in the region. However, regulations such as requirement for the inclusion
of local content in Transmission & Distribution projects are
It is estimated that in the next five years, the region is hampering participation in certain projects/ countries.
required to make an investment of USD 131 billion in
the power sector, of which USD 81 billion is required to d. Central Asia Region
add 62 GW of generation capacity, while the rest would
The Central Asia region is seeing an increase in demand
be invested in transmission and distribution (T&D),
for power, with significant investments in the pipeline to
culminating into good opportunities for the Company
build transmission systems, both new lines as well as
(Source: GCC Power Market by Middle East Electricity).
upgradation and refurbishing of the existing network.
Saudi Arabia followed by UAE, Kuwait and Oman, all of
Countries such as Kazakhstan, Kyrgyzstan, Georgia,
which are priority markets for KEC will require the bulk of
Russia, Ukraine and Tajikistan are planning investment
these investments.
in power generation and aligned sectors, including
Transmission & Distribution. The energy rich countries
North Africa, continues to remain a key market for the
in the region provide opportunities to generate power
Company. The region has made major progress in the
and transmit it to neighbouring countries through
power generation sector. Countries such as Egypt,
interconnections, which augers well for us.
Algeria, Tunisia, and Morocco have made substantial
investments in energy projects to drive their energy
e. North American Region
ambitions. Planned investments in both Generation and
T&D infrastructure, in addition to improvement in political Majority of the U.S. transmission system was built in
stability makes it an attractive market for us. 1960s and 1970s necessitating the need for significant
investment in replacing and/ or upgrading the existing
b. Rest of Africa infrastructure to improve system performance. Extensive
investments are also needed to integrate new, renewable
The region has struggled to sustain GDP growth due to
and distributed energy resources and to respond to
its underdeveloped power sector infrastructure. Nearly
a rapidly changing energy mix. The Edison Electric
600 million people in Sub-Saharan Africa lack access to
Institute (EEI) has indicated that its member companies
electricity. Only seven countries - Cameroon, Côte d’Ivoire,
are expected to invest close to USD 90 billion in the
Gabon, Ghana, Namibia, Senegal and South Africa, have
transmission system between 2017 and 2020 (Source:
electricity access rates exceeding 50 percent, while the
Edison Electric Institute). The U.S. administration has
rest of the region has an average grid access rate of just 20
unveiled a massive USD 1.5 trillion plan for modernising
percent (Source: ‘Brighter Africa - The growth potential of
and rebuilding roads, bridges, tunnels, airports, energy,
the Sub-Saharan electricity sector’ by McKinsey).
waterways and other crumbling infrastructure. If this
legislation is approved in the Congress, the direct and
It is estimated that the region requires approximately
indirect need for strengthening and expansion of the
USD 490 billion of capital for new generating capacity,
electrical transmission grid would be fundamental to
with an additional USD 345 billion for transmission and
support associated manufacturing and construction
distribution over the next 25 years to meet its growing
growth.
demand for power. Efforts are being made to increase
investments in the power sector by tapping multiple
While the Company expects the demand to be robust,
routes, including regional integration through grid
the continued trade friction between U.S. and its various
connectivity (Source: ‘Powering Africa’ by McKinsey).
trading partners, including NAFTA countries could either
have a positive or negative impact depending on how it
Additionally, countries such as Kenya, Ethiopia, Tanzania
unfolds. The Company is monitoring and assessing the
and Uganda are expected to witness a growth in
evolving scenario and its overall impact on the business.
electricity demand, resulting in the need for development
of requisite evacuation infrastructure. West African
In Mexico, the state-owned Comisión Federal
countries such as Senegal, Mali and Mauritania are going
de Electricidad (CFE), which owns and operates
to witness the maximum increase in demand. All these,
transmission lines jointly with CENACE (Centro
make the region a lucrative market and potential growth
Nacional de Control de Energia), plans to focus on
driver in the future.
transmission line projects to evacuate power from
wind power generation, mostly in the South-East and
c. South East Asia Region
North-East regions. About 9,300 ckm of 115/ 230 kV and
The region is expected to witness a surge in energy 400 kV Transmission Lines are planned between 2016
demand driven by rapid economic development, and 2029 in the country (Source: CENACE’s “Programa
Company Overview Statutory Reports Financial Statements
79
During the year, the Company has built significant capabilities through With an impetus on developing industrial corridors and smart
investment in latest formwork, plants and machineries. It has also cities, the government aims to ensure holistic development
developed a strong team comprising of highly skilled and experienced across the nation. The corridors will further assist in integrating,
professionals. The Company has successfully executed four complex monitoring and developing a conducive environment for
silos with Slipform and Climbing formwork technologies, thereby industrial development and will promote advanced practices in
achieving faster execution and superior quality. Several exclusive manufacturing.
tie-ups with OEMs for strategic equipment like batching plants,
tower cranes and other equipment has proved beneficial in reducing The Company will benefit from these initiatives targeting
mobilisation time and fast-tracking project execution. quantum growth in the manufacturing sector.
I n FY17-18, KEC successfully delivered several complex projects. As c. Commercial & Other segments
a testament to on-time delivery, superior quality and safety standards,
The Government’s focus and thrust on several mega
the Company has received many repeat orders from its customers
programmes such as Bharatmala, Sagarmala, Metro rail and
and is serving clients across sectors such as Automobiles, Metals
civil aviation projects across the country is fuelling the revival of
& Mining, Cement, Cables & Electrical Equipment manufacturers,
the Indian infrastructure sector. These, along with other projects
etc. The Company is also executing turnkey design & construction
such as smart cities, logistics, irrigation and urban rejuvenation
of a large residential township associated with a cement company,
provide a great opportunity for KEC. Several structural reforms
utilising latest equipment such as sensor pavers for the construction
in financing to fill the infrastructure investment gap, along
of concrete roads, resulting in greater accuracy and faster execution.
with improving business environment in India provides huge
opportunities for all the players.
he Water business was incorporated into the Civil business last year.
T
The Company is currently focussing on complete integrated Water
SMART INFRASTRUCTURE
and Waste Water/ Sewage Treatment projects and Industrial Effluent
Treatment plants. The Company has the capability to bring best-in- During the year, in line with the rapid urbanisation witnessed in the
class technologies in water & waste water management. country, coupled with the Government’s push for a digital India,
the Company ventured into the Smart Infrastructure business. The
he Company’s endeavour to leverage world class safety & quality
T business will primarily target Smart Cities and Communication,
practices, deploy latest technologies in construction and a robust Smart Mobility and Smart Utilities. It will act as the master system
project management team led by industry veterans present great integrator and work closely with central and state governments
value to its clients. and utility providers in developing digital infrastructure. Given the
Company’s existing EPC credentials, well developed industry eco-
Outlook & Opportunities system, and focus on technology, it is working towards creating the
right value proposition for its customers.
a. Residential Segment
Affordable Housing has been gaining significant traction under Outlook and Opportunities
‘Pradhan Mantri Awas Yojana’ (PMAY), with two crore residential
The Smart City initiative was launched by the Prime Minister in
units planned to be constructed by 2022 at an investment of
November 2015, which has been followed up with the announcement
INR 11 lakh crore. More than 40 lakh units have already been
of the construction of the first 100+ smart cities. With the completion
sanctioned and 3-4 lakh units are getting sanctioned every
of the initial time frame for policy making, it is expected that majority
month. The Government has announced various initiatives to
of the cities will embark on the smart journey from FY 2018-19.
promote Affordable Housing, such as grant of Infrastructure
status, allowing 100 percent FDI, PPP policy, reduction in GST
The Government’s BharatNet project, which aims to provide fibre
rate from 12 percent to 8 percent, setting up of Affordable
connectivity at the Gram Panchayat level is an ambitious plan and
Housing Fund and 100 percent tax deduction on profits by
provides various opportunities in the EPC space for fibre optic
developers. Budgetary allocation to PMAY has more than
cable laying and deployment of active and passive equipment.
doubled in FY19 providing a greater impetus to the Affordable
The Company also envisages leveraging its cable manufacturing
Housing segment.
capabilities to enhance its strength in building this business.
Company Overview Statutory Reports Financial Statements
81
The utilities are looking at upgrading and making the existing availability of large tracts of contiguous land parcels is driving growth
infrastructure smarter by adding an IT layer on the distribution side. of solar penetration in the region. Rest of Africa demonstrates great
In the power sector, this will enable peak load management, theft potential, albeit long term (2-3 years) in the off-grid segment. The
reduction, AT&C loss reduction, etc. The capabilities developed region will continue to evince interest from stakeholders due to good
over the years in the power utility space, a core component of the quality of solar irradiation.
Company, will provide a head start in the nascent phase of its Smart
Infrastructure business. CABLES BUSINESS
The Company has continued its Cables business transformation
SOLAR BUSINESS
programme, initiated last year, to strengthen sales, manufacturing
During the year, the Company’s Solar business recorded an 80 and supply chain capabilities. The Company has consolidated its
percent growth in revenues, as compared to last year. The execution manufacturing footprint by shifting operations from its manufacturing
of the 130 MWp turnkey EPC order received from APGENCO has plant at Silvassa to Vadodara, thus creating an integrated facility
progressed well and the plant is on track for commissioning in 2018, offering the entire gamut of products ranging from EHV, HT and
despite several headwinds in the form of escalation in module prices LT Cables. This move is also helping debottleneck the operations,
and uncertainties pertaining to GST interpretation & implementation. enhance revenue and reduce costs through operational efficiencies.
The Company has also commissioned one of the largest ground During the year, KEC has achieved marginal growth in revenues in
mount solar plant (6MWp) in the state of Himachal Pradesh for a spite of the impediment caused by shifting of the Silvassa factory.
private developer. The project execution was achieved in extremely The Company has delivered order booking growth of more than 15
difficult and hilly terrain, within a record 88 days from the start of the percent over FY17, specially in the high margin segments of EHV, HT
project. The Company continues to maintain its presence in Single and exports. The Company has secured its largest ever EHV order
Axis Tracking technology by commissioning a 10 MWp project in for 220 kV cables from Power Grid Corporation of India Limited,
Andhra Pradesh for a global, private developer. helping it establish pre-qualification for similar cables, as well as
cabling projects. On the downside, Telecom Cables revenue has
KEC’s Rooftop business continues to grow with orders won from Oil declined owing to global shortage of fibre and increased fibre prices
& Gas majors, ONGC and HPCL, as well as from large private groups. due to increased demand from China.
During FY 2017-18, the Company has built significant capabilities Product Wise Outlook & Opportunities
in the domestic and international markets, and is well poised to tap
The Cables business manufactures Power Cables (Low Voltage,
opportunities in the International Solar EPC market. The Company
Medium Voltage and EHV of up to 220 kV), Control & Instrumentation
successfully entered the international Solar EPC market by
Cables, Telecom Cables and provides Cabling solutions for EHV
commissioning a ground mount project in the Kingdom of Saudi Arabia.
cable installations. The Company has also added Railway Contact,
Catenary Conductors and Signalling Cables to its portfolio. The
In FY 2018-19, considering the uncertainties in the domestic market,
Company is one of the major players in India with a diversified
the Company has shifted focus on securing and executing orders
customer base cutting across industries, utilities, EPCs and
in international markets, with a focus on SAARC, Middle East,
distributors. The Cables business has a significant presence in the
Africa and CIS regions. The Company will also continue to focus on
International market with exports to more than 40 countries.
capability development in niche areas such as distributed off-grid
solar systems and floating solar.
During the year, the business has secured various approvals
from key industrial customers as well as State Electricity Boards.
Outlook & Opportunities
The accreditation by National Accreditation Board for Testing
The Indian solar market is currently witnessing several headwinds and Calibration Laboratories (NABL) for the Vadodara factory is a
in terms of volatility in module prices, uncertainty over imposition of significant achievement showcasing the Company’s capabilities in
potential safeguard duty on imported cells and modules and GST both quality and reliability.
implementation. Capacity addition during FY 2017-18 was ~7-7.5
GW, which is below the original, as well as revised National Solar a. Power Cables
Mission targets. The challenges facing the solar industry have also
Demand for power cables is highly dependent on infrastructure
resulted in a significant slowdown in the pace of execution. Several
and industrial development. Focus of the Indian Government on
tenders have been cancelled post reverse auction, which have not
urban infrastructure such as Metros, Smart Cities & Highways
helped improve sentiments amongst developers and EPCs.
is expected to provide significant boost to the domestic power
cable market, which is estimated to grow at 12-15 percent over
FY 2018-19 is expected to be significantly more challenging with
the medium term. Industrial sectors such as Auto, Chemical,
capacity addition anticipated to be less than the Government
Oil & Gas, Cement & Metals are also expected to witness
projection of 10-20 GW. Clarity on various regulatory aspects
remarkable growth in the upcoming year and would result in
including GST interpretation and impending safeguard duty on cells
increased power cable offtake. EHV cables is a key focus area
and modules will be helpful in improving sentiments and ensuring
for the company. It has created an edge for itself by way of
recovery of momentum.
differentiated value proposition through expertise gained in
the Cabling business from projects executed across the world.
Amongst neighbouring countries, Bangladesh and Sri Lanka have
The demand for EHV cables is expected to rise as distribution
shown keen interest in expanding power generation through Solar.
voltages will go up to improve efficiency and replacement
In International markets, Middle East is fast emerging as the next
of overhead transmission lines due to increased adoption of
epicentre of solar energy growth. The high GHI quality coupled with
82 KEC International Limited Annual Report 2017-18
underground cabling in urban areas. Exports business is also BALANCE SHEET ANALYSIS
looking favourably poised for a rapid growth with increasing
Net Worth increased to ` 1,997 crore from ` 1,586 crore in
demand from Africa, Europe and Australia.
FY 2016-17. The Company has not raised any Equity Capital during
the year, keeping the Equity Share Capital unchanged at ` 51 crore.
b. Telecom Cables
Reserves and Surplus increased to ` 1,946 crore from ` 1,535 crore
The demand for Optic fibre cables is expected to grow on the recorded in FY 2016-17.
back of 4G network installations to cater to the ever-growing
data needs of the consumers. Government’s thrust on digital Book Value per share increased to ` 77.74 from ` 61.47 in
has also helped bolster the network connectivity needs of FY 2016-17.
industries and institutions alike. The Central Government
has announced an expenditure of INR 8,000 crore to drive Gross Borrowings decreased to ` 1,766 crore from ` 2,106 crore in
Bharatnet-Phase-II project for connecting 1.5 lakh Gram FY 2016-17.
Panchayats as part of National Optic Fibre Network (NOFN)
programme. In addition to the domestic market, there is huge Debt-Equity ratio stood at 0.37 times. Our Net Working Capital days
potential for optical fibre cables in the international market. have reduced substantially from 108 days in FY 2016-17 to 93 days
in FY 2017-18.
c. Cabling Business
Return on Capital Employed (before tax) increased to 24.86 percent
Rapid urbanisation, overhead corridor problems and need
in FY 2017-18 as compared to 19.47 percent in FY 2016-17.
for enhanced reliability in power supply is resulting in cities
preferring underground cables compared to overhead cables.
OPERATIONAL PERFORMANCE – KEY HIGHLIGHTS
This trend is expected to increase the demand for EHV cables
and turnkey cabling solutions segment. FY18 Revenue growth was primarily led by T&D and Railways.
Order intake growth was particularly contributed to by Indian
FINANCIAL PERFORMANCE State Utilities & Private Clients, SAARC, Brazil and Railways.
Analysis of Profit and Loss statement and Balance Sheet including Civil has been a strong growth driver, adding to the incremental
the key ratios based on consolidated results is mentioned as follows: revenue growth and order book.
Railways continued its growth trajectory with revenue almost
PROFIT AND LOSS STATEMENT ANALYSIS
doubling over FY 2016-17. Customer base diversified with
Our Revenue increased by 15.3 percent YoY to ` 10,096 crore on the addition of IRCON and RITES.
back of strong performance demonstrated by T&D, Railways and
Solar has achieved on track execution of APGENCO project.
Civil business.
ADEQUACY OF INTERNAL CONTROL
We have crossed the ` 1,000 crore mark with an EBITDA increase
of 23 percent to ` 1,006 crore. EBITDA margins improved from 9.3 The Company has an all-inclusive internal control system, which
percent in FY 2016-17 to 10.0 percent in FY 2017-18. The margin safeguards the Company’s assets and ensures that transactions
improvement was primarily driven by internal efficiencies. are properly authorised. The internal control system assures
integrated, objective and reliable financial information. The Internal
We utilise certain equipment that are depreciated over a 3 year Auditors, M/s Grant Thornton LLP conducts audits at its various
period. In absence of large spending on such equipment in locations and covers all the major functions, with a focus on various
FY 2017-18, depreciation declined in 2017-18 to ` 110 crore from ` operational areas and internal control systems. The suggestions,
130 crore in FY 2016-17. recommendations and implementation of the same are placed
before the Management and the Audit Committee of the Board of
Finance costs decreased to ` 247 crore in FY 2017-18 from ` 254 Directors periodically. The adequacy of the internal control systems
crore in FY 2016-17. Finance costs to Sales ratio decreased to 2.4 is also reviewed by the Audit Committee, on a periodic basis.
percent as against 2.9 percent in FY 2016-17. Better working capital
management and reduction in working capital cycle have resulted ENTERPRISE RISK MANAGEMENT AND INTERNAL AUDITS
in reduction of interests costs, thereby enhancing the profitability BY EXTERNAL SPECIALISTS
further.
The Company engages external specialists for audits and reviews in
various critical functions, such as Enterprise Risk Management (ERM),
Net profit stood at ` 460 crore as against ` 305 crore in FY 2016-17,
Information Technology (IT), and internal audit of manufacturing
a YoY growth of 51 percent.
facilities and certain project sites. ERM review includes identification
and assessment of risks across the Company, review of mitigation
Earnings per Share (EPS) increased to ` 17.91 in FY 2017-18 from
plans, and presentation of risk profile to the Audit Committee and
` 11.86 in FY 2016-17.
the Board of Directors.
Dividend for the year is 120 percent of face value of equity share
RISKS AND CHALLENGES
(` 2.40 per equity share), reflecting an outgo of ` 74.26 crore
(including dividend distribution tax). The Company is primarily engaged in the Engineering Procurement
and Construction (EPC) business. With widespread operations across
Company Overview Statutory Reports Financial Statements
83
many countries, the Company faces various risks associated with HUMAN RESOURCES
turnkey projects, the long-term success of which, depends largely
The People practices at KEC have significantly evolved over the
on the existence of a robust risk identification and management
last year and we have effectively strengthened our position as a
system that helps the Company continuously identify and mitigate
contemporary, open and safe place to work. We have launched
various risks. It continuously reviews its systems to ensure they
several employee friendly policies and revamped existing policies
are in line with current internal and external environments. Details
to effectively address the action items that emanated from the Great
of some of the risks involved in the business and their mitigation
Place to Work 2017 engagement survey. Revamping our leave
methods are discussed as follows:
policy, launching the Long Service Awards and Sabbatical policy
are a few key highlights of this journey. Leadership and HR connect
1. Commodity price variations and currency fluctuations: The
across locations have significantly increased, communication
Company deals with various commodities, such as aluminium,
platforms have been well established, quarterly reward & recognition
steel, zinc and copper. Fixed price contracts can have a negative
programmes have been institutionalised and employee engagement
impact on the Company’s profit if input costs rise without
activities are being executed at the SBU level. These efforts have
proper hedging mechanisms. With significant contribution to
been endorsed by our colleagues as we received our highest ever
the business coming from international markets, the Company
Trust Index Score at GPTW 2018 (76).
is exposed to the risk of currency fluctuations, if any exposure
remains open.
To reinforce the culture of self-learning, we launched the 2nd edition
of Digital Learning Championship. DLC 2018 was an Inter – SBU
Mitigation: The Company believes in keeping its commodity
competition where employees had to complete at least 2 curriculums
and currency exposures hedged to optimum levels and
comprising of functional, behavioural and technical courses. 38
measures and manages these risks centrally. It carries out
curricula were created, 448 winners were identified, 7515 e-learning
periodic reviews of these risks at appropriate levels.
courses were accessed, 4960 learning hours were logged and 783
employees completed at least one e-learning course. This led to
2. Infrastructure investment slowdown: Infrastructure investment
a staggering 400% increase in our learning consumption over the
slowdown can lead to lower order intake and lower sales for
last year. On the HR digitisation front, we digitised all our employee
the Company.
files, leveraged intelligent dashboards for our leadership and piloted
a chatbot to partner with employees in resolving their queries.
Mitigation: The Company’s global presence helps it minimise
We have several exciting digital projects lined up with a focus on
the impact on business during a slowdown in investment in
improving employee experience.
a country or region. The Company has a significant presence
in several underdeveloped and emerging economies, where
We continue to attract the best talent from premiere B-Schools
infrastructure investment remains a key priority for sustainable
through our Group Management Resource Programme. Our
growth. Further, the Company has diversified its business
Engineering Leadership Programme entered its 3rd year with the
portfolio to include Substations, Railways, Cables, Civil, Smart
on-boarding of 100 graduate and post graduate trainees from NITs
Infrastructure and Solar.
and IITs across India. This year, we pioneered the Armed Forces
Programme as a new talent pipeline.
3. Political unrest: Political unrest in countries and markets
where the Company is operational can impact the progress of
Our sustained focus on diversity and inclusion resulted in a significant
its projects.
increase in gender diversity at KEC with a 26 percent increase over
last year. We revised our maternity policy, enhanced paternity leave
Mitigation: The Company carries out detailed evaluation of
benefits, provided for a 10 percent extra bonus for talent sourcing
the potential risks involved in a market before bidding for a
agencies for every successful woman hire and mandated 20 percent
project in a country. This careful selection of the country,
women to be hired though campus pipelines.We are confident that
along with the Company’s prior experience, aids in combatting
these numbers will grow manifold in the future.
any challenges. Additionally, the Company takes multilateral
funding to cover its exposure in the local markets.
Employee Count as on March 31, 2018: KEC has 5,373 employees
(including subsidiaries).
4. Delays in execution of projects: EPC projects could face
delays due to issues relating to Right of Way, forest clearances,
CAUTIONARY STATEMENT
manpower shortage and so on. This could lead to payment
postponements, thereby prolonging the working capital cycle Statements in this report describing the Company’s objectives,
and increasing overall project costs. expectations, predictions and assumptions may be ‘forward looking’
within the meaning of applicable Securities Laws and Regulations. Actual
Mitigation: The Company reviews these risks periodically and results may differ materially from those expressed herein. Important
employs suitable strategies and actions to minimise the impact. factors that could influence the Company’s operations include global and
The Company factors such delays at the time of estimation of domestic economic conditions affecting demand, supply, price conditions,
the tenders. natural calamities, change in Government’s regulations, tax regimes, other
statutes and factors such as litigation and industrial relations.
84 KEC International Limited Annual Report 2017-18
BUSINESS RESPONSIBILITY
REPORT
[Pursuant to Regulation 34(2)(f) of the SEBI (Listing Obligations and Disclosure Requirements)
Regulations, 2015]
SECTION C: OTHER DETAILS indicate the percentage of such entity/ entities? [Less
than 30%, 30-60%, More than 60%]
1.
Does the Company have any Subsidiary Company/
Companies? Other entities such as suppliers, clients and others with whom
the Company does its business, do not participate in BR
The Company has seventeen subsidiaries (including step down
initiatives of the Company.
subsidiaries) in India and abroad as on March 31, 2018.
SECTION D: BUSINESS RESPONSIBILITY (BR)
2. Does the Subsidiary Company/ Companies participate
INFORMATION
in the BR initiatives of the parent company? If yes, then
indicate the number of such subsidiary company(s) 1. Details of Director/ Directors responsible for BR
The Company, along with all its subsidiaries, is guided by a) Details of the Director/ Directors responsible for
RPG Code of Corporate Governance & Ethics (“RPG Code”) implementation of the BR policy/ policies:
to conduct their business in an ethical, transparent and
Mr. Vimal Kejriwal, Managing Director & CEO
accountable manner. It encourages its subsidiaries to carry
DIN - 00026981
out Business Responsibility (“BR”) initiatives. The BR policies
of foreign subsidiaries are in line with their respective local
b) Details of the BR head:
requirements and laws.
Mr. Vimal Kejriwal, Managing Director & CEO
3. Do any other entity/ entities (e.g. suppliers, distributors DIN – 00026981
etc.) that the Company does business with, participate Tel No.: 022-66670200,
in the BR initiatives of the Company? If yes, then Email id: [email protected]
Principle Numbers
Sr.
Questions P P P P P P P P P
No.
1 2 3 4 5 6 7 8 9
1 Do you have a policy/ policies for these principles? Y Y Y Y Y Y Y Y Y
2 Has the policy being formulated in consultation with the relevant Y Y Y Y Y Y Y Y Y
stakeholders?
3 Does the policy conform to any national/ international standards? Yes, the policies conform to the principles of NVGs, the
If yes, specify? (50 words) Companies Act, 2013 and International Standards of
ISO 9001, ISO 14001, BS OHSAS 18001 as applicable
to the respective polices
4 Has the policy been approved by the Board? Y Y Y Y Y Y Y Y Y
If yes, has it been signed by the MD/ owner/ CEO/ appropriate Board
Director?
5 Does the Company have a specified committee of the Board/ Y Y Y Y Y Y Y Y Y
Directors/ Officials to oversee the implementation of the policy?
6 Indicate the link for the policy to be viewed online? All the policies except HR policies can be viewed at
http://www.kecrpg.com/policies. HR policies are
restricted to employees of the Company and uploaded
on Company’s Intranet.
7 Has the policy been formally communicated to all relevant internal and Y Y Y Y Y Y Y Y Y
external stakeholders?
8 Does the Company have in-house structure to implement the Y Y Y Y Y Y Y Y Y
policy/policies?
9 Does the Company have a grievance redressal mechanism related to Y Y Y Y Y Y Y Y Y
the policy/ policies to address stakeholders’ grievances related to the
policy/ policies?
10 Has the Company carried out independent audit/ evaluation of the N N N N N N N N N
working of this policy by an internal or external agency?
86 KEC International Limited Annual Report 2017-18
(b) If answer to the question at serial number 1 against any principle, is ‘No’, please explain why: (Tick up to 2 options)
Principle Numbers
Sr.
Questions P P P P P P P P P
No.
1 2 3 4 5 6 7 8 9
1 The Company has not understood the Principles
2 The Company is not at a stage where it finds itself in a position to
formulate and implement the policies on specified principles
3 The Company does not have financial or manpower resources available
Not Applicable
for the task
4 It is planned to be done within next 6 months
5 It is planned to be done within the next one year
6 Any other reason (please specify)
3. Governance related to BR enables its Directors and employees to voice their concerns
or observations without fear. It allows them to raise reports
(a)
Indicate the frequency with which the Board of
of instance of any unethical or unacceptable business
Directors, Committee of the Board or CEO to assess
practice or event of misconduct/ unethical behaviour, actual
the BR performance of the Company. Within 3 months,
or suspected fraud and violation of RPG Code, among others.
three to six months, Annually, More than 1 year.
They can directly report these instances to the Corporate
The Management Committee meets to review the BR Ethics and Governance Committee. The policy provides
performance of the Company on need basis. The CSR adequate safeguards against victimisation of persons who
Committee of the Board meets atleast twice a year. use such mechanism. It has made provisions for direct access
to the Chairman of the Audit Committee in appropriate and
(b) Does the Company publish a BR or a Sustainability exceptional cases.
Report? What is the hyperlink for viewing this report?
How frequently it is published? Principle 2 - (Businesses should provide goods and services
that are safe and contribute to sustainability throughout their
BR Report of the Company forms part of Annual Report
life cycle)
and the same can be accessed on the website of the
Company i.e. http://www.kecrpg.com/agm-2018 1. List up to 3 of your products or services whose design has
incorporated social or environmental concerns, risks and/
SECTION E: PRINCIPLE-WISE PERFORMANCE or opportunities.
Principle 1 - (Businesses should conduct and govern The Company is a global market leader in Engineering,
themselves with Ethics, Transparency and Accountability) Procurement, and Construction (EPC) with a strong presence
in Transmission & Distribution, Railways, Cables, Civil and
1. Does the policy relating to ethics, bribery and corruption cover
Solar businesses. The Company, across all its businesses,
only the Company? Yes/ No. Does it extend to the Group/
endeavours to provide products and services that are
Joint Ventures/ Suppliers/ Contractors/ NGOs/ Others?
sustainable throughout their life cycles and ensure no damage
The Company has adopted RPG Code which inter alia to the environment.
covers the issues, related to ethics, conflict of interest and
so on. Besides, the RPG Code ensures that every transaction Supported by best-in-class people, processes and technology,
is transparent. Every employee of the Company and its the Company delivers products and services with the least
subsidiaries are required to mandatorily adhere to the RPG possible carbon footprint, while ensuring that the community,
Code. In the case of foreign subsidiaries and Joint Venture, and society at large accrue the maximum benefits and no
the RPG Code is applicable in line with the local requirements negative impact is caused to the environment. As a recognition
prevailing in the respective countries of operations. It does not for our attempt towards contributing to Environmental, Health,
extend to suppliers/ contractors/ NGOs/ others. Safety and Quality through our sustained practices, we have
received the IMS certification ISO 9001, ISO 14001, BS OHSAS
2.
How many stakeholder complaints have been received 18001 for Businesses (T&D, Railway, Underground Cabling,
in the past financial year and what percentage was Solar and Infrastructure/ Civil).
satisfactorily resolved by the management? If so, provide
details thereof, in about 50 words or so. The Company leverages cutting-edge design technology
to optimise the weights and size of the transmission towers
During the year under review, the Company has received
it manufactures, thereby reducing the overall impact on the
fourteen complaints from investors and nil complaint from
environment. The Company’s designs and project planning
suppliers. These complaints were resolved to the satisfaction
teams ensure no adverse impact is caused to the environment,
of the Stakeholders. The Company has a mechanism in place
and designs are optimised to have minimum deforestation and
to respond to investors’ grievance within an appropriate time
impact on standing crops.
frame. Investors’ grievances are reviewed by Stakeholders
Relationship Committee every month. Additionally, the
Understanding the urgent need to build and deliver
Company has in place a Whistle Blower Mechanism, which
infrastructure for the nation and the developing world, the
Company Overview Statutory Reports Financial Statements
87
Company has strengthened its processes and capabilities to Across all its towers and cables manufacturing plants,
consistently complete projects ahead of time, thus benefiting several initiatives have been undertaken to conserve
societies at large. water, such as:
The Company has also replaced the use of wooden battens (i)
Process improvement with new technology for
to pack drums at its Cables manufacturing plants, with flexi waste water treatment and recycling processes
packaging, a recyclable, environment friendly material. This
Zero discharge: The Company has a ‘Zero
is one of the initiatives launched by the Company towards
Discharge’ status for its plants. The water from
creating a positive impact on the environment through our
Sewage Treatment Plants (STP) and Effluent
processes and facilities.
Treatment Plant (ETP) processes are re-used
for gardening, clean floors, process tanks and
Renewables continues to be one of the biggest focus areas
civil construction. This has resulted in saving
across the world to achieve sustainable and responsible
approximately 3,000 - 3,500 kilo litres of water
development. Over the last few years, the Company has
per month, reducing fresh water requirement by
significantly built its capabilities in both the domestic
nearly 70 percent.
and international market. The Company has cumulatively
commissioned ~165 MW of Solar projects, including
Technology improvement: The Company
~65 MW of Solar power projects on single axis tracking in supports the efficient working of closed loop flux
India. Additionally, the Company is piloting solar rooftops at regeneration system to avoid the water rinsing
its offices at project sites and stores to maximize the usage of processor. Besides, it has introduced cooling
renewables, and create a positive impact. towers in quenching process and replacement of
boilers by making use of the drying oven concept.
2.
For each such product, provide the following details in This has resulted in saving approximately 2,500-
respect of resource use (energy, water, raw material etc.) 3,000 kilo litres of water every month.
per unit of product (optional):
Rainwater harvesting: The Company has made
(a) Reduction during sourcing/ production/ distribution provisions for rainwater harvesting at all three of
achieved since the previous year throughout the value its tower manufacturing facilities in India. It has in
chain? total sixteen harvesting points - eight at Butibori,
five at Jaipur and three at Jabalpur. The water
Manufacturing Excellence initiatives such as Total
level is measured after each monsoon. From the
Productive Maintenance (TPM) and Lean Manufacturing
date of installation of these harvesting points, an
are practiced by the Company to ensure continual
approximate increase in water level by 9-13 feet
improvement on significant business KPIs such as
has been observed at all locations.
improvement in yield (steel & zinc), reduction in energy
(power & fuel), water, consumables, packaging material
Special taps: Push button taps or sensors help
and so on across all its manufacturing units. Cross save approximately 500-600 kilo litres of water
Functional teams are continuously working on projects every month.
that result in reduction on environmental impact, saving
Awareness programmes: The Company conducts
of natural resources & provide the competitive edge to the
several awareness programmes and sessions on
Company.
‘water conservation and its importance’ for its
employees.
As a result of the Company’s efforts, it has been able to
achieve the following: (ii) Complete water mapping for all manufacturing plants
has been undertaken. The Company has identified
Sustain the index wastage of steel with variation below
sources of consumption with consumption pattern
0.5 percent
and Environmental Management Programmes
Reduce index consumption of equalised zinc by more (EMPs) to reduce consumption.
than 1.5 percent
(b) Reduction during usage by consumers (energy, water)
Reduce indexed power consumption by approximately
has been achieved since the previous year?
9 percent per MT of production
The Company continues to consistently focus on
Enhance reuse of recyclable material e.g. use of flexi
innovative product(s) that provide energy efficiency to its
packing material like Poly Propylene bags instead of
customers. For example, it has developed conductors
wood-based packaging
with minimal resistance used in cable manufacturing.
These provide substantial benefits to consumers.
88 KEC International Limited Annual Report 2017-18
3. Does the Company have procedures in place for sustainable Wood used for packaging is being minimised and recycled from
sourcing (including transportation)? sites. Wooden drums are also being replaced by returnable and
recyclable steel drums. Wooden battens have been replaced
(a) If yes, what percentage of your inputs was sourced
by recyclable PE flexi sheets to a great extent.
sustainably? Also, provide details thereof, in about 50
words or so.
Principle 3 – (Businesses should promote the well-being of
The Company takes care of the following aspects while all employees)
sourcing products and services:
1. Please indicate the total number of employees:
Major suppliers with ISO 14001/ BS OHSAS 18001 are
The Company has 4,599 permanent employees (excluding
identified
Subsidiaries) as on March 31, 2018.
Suppliers should comply with all labour law practices
2. Please indicate the total number of employees hired on a
Minimal consumption of hazardous materials during
temporary/ contractual/ casual basis:
packaging
As on March
Particulars
The Company has ensured that its Supplier Evaluation System, 31, 2018
Supplier Enlistment and Assessment Plan (SEAP) includes a Contractual Employees 5,126
clear focus on Environment, Health and Safety (EHS) practices. ITI Apprentice/ EPP 87
Besides, all business partner work areas of the Company have Casual/ Badli 56
been integrated into its Integrated Management Systems Retainer 55
(IMS). This focuses on co-creation of standards for mutual Contract/ Trainee 66
benefits for the suppliers as well as the Company. Total Non-Permanent employees 5,373
3.
Please indicate the number of permanent women
4.
Has the Company taken any steps to procure goods
employees:
and services from local & small producers, including
communities surrounding their place of work? The Company has 178 permanent women employees as on
March 31, 2018.
(a) If yes, what steps have been taken to improve their
capacity and capability of local and small vendors?
4. Please indicate the number of permanent employees with
The Company consistently endeavours to develop disabilities:
vendors near its worksites unless under exceptional
The Company has 6 disabled permanent employees as on
circumstances. Our tower manufacturing facilities have
March 31, 2018.
introduced small fabricator vendors to work inside the
plant premises, which enables the Company to receive
5. Do you have an employee association that is recognised by
quality products on time. Besides, it has helped the
management?
Company to effectively control steel wastage, processes
and product quality. Moreover, the vendors are also made Yes, there are employee associations, which are recognised by
a part of the TPM journey along with the Company’s the management.
assets. This strategy has directly supported the Company
to reduce cost and has paved the way for a flexible 6. What percentage of your permanent employees is members
manufacturing system. of these recognised employee association?
~11.76 percent.
5. Does the Company have a mechanism to recycle products
and waste? If yes, what is the percentage of recycling of
7. Please indicate the number of complaints relating to child
products and waste (separately as <5%, 5-10%, >10%)?
labour, forced labour, involuntary labour, sexual harassment
Also, provide details thereof, in about 50 words or so.
in the last financial year and pending, as on the end of the
The Company is committed towards recycling and limiting the financial year.
waste arising out of projects sites and manufacturing facilities.
Number of
It has initiated a well-defined Standard Operating Procedure Sr.
Number of
complaints
(SOP) to return metal scrap to authorised recycler and reuse complaints
No. Category pending as on end
filed during the
the materials for manufacturing. financial year
of the financial
year
a. The steel wastage is sold to foundry industries located 1. Child labour/ forced Nil Nil
near the factories, wherein 100 percent of the wastage is labour/ involuntary
utilised in making castings. Even the surplus material is labour
re-rolled into required sizes. 2. Sexual harassment Nil Nil
3. Discriminatory Nil Nil
b.
The zinc process wastage is sold to secondary zinc
employment
product manufacturers resulting in greater than 90
percent recycling.
Company Overview Statutory Reports Financial Statements
89
8.
What percentage of your under mentioned employees 2.
How many stakeholder complaints have been received
were given safety & skill up-gradation training in the last in the past financial year and what percentage was
year? satisfactorily resolved by the management?
Skill up- The Company has not received any complaint of human rights
Type of Employees gradation Safety Training violation.
Training
Permanent Employees 32% 98%
Principle 6 – (Businesses should respect, protect, and make
Permanent Women Employees 63% 100%
Casual/ Temporary/ Contractual *100% 100%
efforts to restore the environment)
Employees 1.
Does the policy related to Principle 6 cover only the
Employees with Disabilities 33% 100% Company or extends to the Group/ Joint Ventures/
*
On-the-job training is given to all the casual/ temporary/ contractual Suppliers/ Contractors/ NGOs/ others.
employees.
The Environment Health and Safety (EHS) policy covers the
Principle 4 – (Businesses should respect the interests of, Company, its subsidiaries and contractors.
and be responsive towards all stakeholders, especially
those who are disadvantaged, vulnerable and marginalised) 2. Does the Company have strategies/ initiatives to address
global environmental issues such as climate change,
1.
Has the Company mapped its internal and external
global warming, etc? Y/ N. If yes, please give hyperlink for
stakeholders? Yes/ No
webpage etc.
Yes, the Company has mapped its internal and external
The Company does have strategies/ initiatives to address
stakeholders. It recognises employees, clients, customers,
global environment issues. Its EHS policy objectives include
suppliers, shareholders, bankers, various government
the reduction of environmental degradations and promotion of
authorities, among others, as its key internal and external
3Rs (Reduce, Reuse and Recycle) to help combat the perils of
stakeholders. As a continuous process, the Company regularly
climate change. Besides, the policy objectives are designed
reviews its internal and external stakeholders.
to optimise the utilisation of resources to help safeguard the
environment. The Environment Objectives are the part of
2.
Out of the above, has the Company identified the
the employees P01 under EHS score where we covered the
disadvantaged, vulnerable and marginalised stakeholders?
30% weightage on environment initiatives & compliances like
Yes, the Company identifies underprivileged communities in Start calculating the carbon footprint, water consumption,
and around its plants, business locations and project sites. management programs etc.
The Company conducts various activities, which upholds its
philosophy and values towards underprivileged communities. The Company is moving towards the use of renewable
sources of energy across its locations. It is committed
3.
Are there any special initiatives taken by the Company towards environment conservation in the regions it operates.
to engage with the disadvantaged, vulnerable and It carries out periodic inspections of its plants to ensure proper
marginalised stakeholders? If so, provide details thereof, maintenance for optimum use of resources. The Company has
in about 50 words or so. planted number of trees across all its plant locations to reduce
carbon effluents effect. The details of the initiatives undertaken
The Company has undertaken special initiatives for the
by it are provided in ‘Conservation of Energy and Technology
development of underprivileged communities in and around its
Absorption’ in the annexure to the Directors’ Report.
plants, business locations and project sites. These initiatives
are in the areas of preventive healthcare, education, drinking
3.
Does the Company identify and assess potential
water, sanitation, employability, skill development and health
environmental risks? Y/ N
care skilling.
The Company on a continuous basis assesses and identifies
Principle 5 – (Businesses should respect and promote potential environmental risks and takes adequate measures
human rights) and precautions to minimise any potential damage to the
environment.
1. Does the policy of the Company on human rights cover
only the Company or extend to the Group/ Joint Ventures/
4.
Does the Company have any project related to clean
Suppliers/ Contractors/ NGOs/ Others?
development mechanism? If so, provide details thereof,
Human rights are given utmost respect and promoted in the in about 50 words or so. Also, if yes, whether any
Company. These rights are covered in the RPG Code and various environmental compliance report is filed?
human resource practices and policies. Equal opportunity is
The Company adheres to all rules, regulations, standards
given to all the employees of the Company based on merits. It
framed by Central Pollution Control Board (“CPCB”) and
regards them with dignity, apart from maintaining a congenial
State Pollution Control Board (“SPCB”) of respective states
work environment free from all sorts of harassment (physical,
where the Company’s plants are situated. Compliances of
verbal or psychological). The Code covers the Company and all
these rules, regulations and standards are being checked by
its subsidiaries.
internal auditors. Moreover, independent assessors review
these wherever needed. Periodical compliance reports, as
applicable, are submitted to CPCB and SPCB.
90 KEC International Limited Annual Report 2017-18
5. Has the Company undertaken any other initiatives on clean The matters concerning taxation and other economic policies
technology, energy efficiency, renewable energy, etc. Y/ N. affecting the industry as a whole are advocated by the
If yes, please give hyperlink for web page etc. Company through above associations.
The Company has taken various initiatives like installation of
Principle 8 – (Businesses should support inclusive growth
renewable power plants at its factory locations. In addition,
and equitable development)
it invests in various Research and Development initiatives to
make its manufacturing process more energy efficient. It has 1. Does the Company have specified programmes/ initiatives/
also completed the installation of energy efficient lighting projects in pursuit of the policy related to Principle 8? If yes
across various locations. details thereof.
In pursuit of its Corporate Social Responsibility (CSR) Policy,
The Company has undertaken various initiatives to reduce
the Company has identified various programmes and initiatives.
the consumption of fossil fuels. It has deployed smart drip
Brief details of these programmes are as under:
irrigation systems (microprocessor based central shut-off valve
monitors) for garden maintenance, low-flow faucets and flush
A. Netranjali (Vision-Eye Care) – The Company takes this
systems, among others. These result in controlled water usage
special initiative to work towards the cause of preventing
and diminished water consumption. Factory premises display
avoidable blindness, being preventable with early stage
awareness messages across boards, posters and signage on
interventions. Under this project, various eye check-up
energy saving, water conservation, best EHS practices and so
camps and awareness sessions were conducted.
on. These are put up at all prominent locations to ensure the
message reaches employees.
B.
Pehlay Akshar (Primary Education) – This project is
undertaken for a large scale primary education with
6. Are the emissions/ waste generated by the Company within
special focus on practical English speaking and reading
permissible limits given by CPCB/ SPCB for the financial
skills. It helps enhance English-language skills in children
year being reported?
to enhance employability, thereby giving these children
The emission levels were within the permissible limits given by an equal opportunity for making their lives brighter.
CPCB and respective SPCB for the financial year ended on
March 31, 2018. C. Pehlay Akshar School Enrichment Program (Primary
Education) – This program evolved out of our work with
7. Number of show cause/ legal notices received from CPCB/ our Functional English program. In this program, we work
SPCB which are pending (not resolved to satisfaction) as with teachers in Government schools to train them on
on end of Financial Year. creating a ‘Magic Classroom’, a place where children feel
safe, motivated and are engaged to continue learning.
The Company has not received any show cause/ legal notices
either from CPCB or SPCB which is pending as on March 31,
D.
Jeevan (Community Development) – This is an
2018.
integrated community project, which focuses on
improving the quality of life in a holistic manner. It is
Principle 7 – (Businesses, when engaged in influencing
focused on clean drinking water, sanitation and overall
public and regulatory policy, should do so in a responsible
health and nutrition.
manner)
1. Is your Company a member of any trade and chamber or E. Saksham (Employability, Skill Development) – This is a
association? If yes, name only those major ones that your skill development technical training programme for women
business deals with. and youth, to provide them livelihood opportunities.
The Company is a member of the following major Trade/
F. Sanjeevani (Healthcare Skilling) – A healthcare skilling
Chamber or Association:
programme for youth and women, which provides them with
1.
Indian Electrical and Electronics Manufacturing employment avenues through collaborations with homecare
Association (IEEMA) placement agencies, hospitals and nursing homes.
2. CII Transmission Line Division
2.
Are the programmes/ projects undertaken through in-
3. CII Multiple Northern Region house team/ own foundation/ external NGO/ government
structures/ any other organisation?
4. Engineering Export Promotion Council (EEPC)
All the programmes of the Company are undertaken through
5. Project Exports Promotion Council
RPG Foundation. However, during the year, the Company also
extended its direct support for building infrastructure for setting
2. Have you advocated/ lobbied through above associations
up of a primary school in Amravati District, Maharashtra.
for the advancement or improvement of public good? Yes/
No; if yes specify the broad areas (drop box: governance and
3. Have you done any impact assessment of your initiative?
administration, economic reforms, inclusive development
policies, energy security, water, food security, sustainable The Company undertakes impact assessment on a continuous
business principles, others) basis and monitors gains to the community arising out of all its
CSR activities.
Company Overview Statutory Reports Financial Statements
91
CORPORATE
GOVERNANCE REPORT
the listed entities that has listed its specified securities on any
I. COMPANY’S PHILOSOPHY ON CORPORATE
of the recognised Stock Exchanges.
GOVERNANCE
The Company’s Corporate Governance philosophy II. BOARD OF DIRECTORS
encompasses not only regulatory and legal requirements in
Composition of the Board of Directors
terms of the Securities and Exchange Board of India (Listing
Obligations and Disclosure Requirements) Regulations, 2015 The Company has an optimum combination of such number
(“Listing Regulations”), but also several inherent core values of Executive, Non-Executive and Women Directors as required
at a superior level of business ethics, effective supervision and under the relevant provisions of the Companies Act, 2013
enhancement of shareholders’ value. These core values are (“the Act”) and the Listing Regulations. The Board of Directors
central to the business philosophy of the Company and act as comprises of personalities with adequate experience,
the guiding inspiration for the day-to-day business operations. qualifications, knowledge and diversified expertise relevant to
The Company strives to be a customer-first, quality-obsessed, the diversified business operations of the Company.
socially-sensitive corporate entity.
As on March 31, 2018, the Board of the Company comprised of
The Company believes that timely disclosures, transparent 11 (Eleven) Directors, with 8 (Eight) Independent Directors, 2 (Two)
accounting policies and a strong and independent Board Non-Executive Directors and 1 (One) Managing Director & Chief
go a long way in protecting the shareholders’ interest while Executive Officer (CEO). The Chairman is a Non-Executive Director.
maximizing long term corporate values.
Details of Directors forming part of the Board as on March 31,
The Company is in compliance with the requirements on the 2018 along with number of Board and/ or Committees of other
Corporate Governance provisions stipulated under Chapter IV companies in which the Director is a member or chairperson as
of the Listing Regulations, which prescribes the obligations of on that date are as follows:
highly competent individuals having vast experience in their The members of the Board have access to all the information
respective fields. This brings an ideal blend of professionalism, of the Company and are free to recommend inclusion of any
knowledge and experience to the table. matter in the agenda for discussion. It is ensured that the
relevant information prescribed to be provided under the
No Director is related to any other Director on the Board in Listing Regulations along with such other information, as
terms of the definition of ‘relative’ given under the Act. may be deemed necessary for effective decision making, is
presented to the Board.
Board Meetings
The meetings of the Board are generally held at the Company’s
The Board meets at least four times in a year in accordance with
registered office at Mumbai. Video Conferencing facilities are
the applicable laws. Additional meetings are held as and when
made available to facilitate Directors to enable them to join the
required. The Company plans and schedules the meetings
meeting from other locations as well.
of the Board and its Committee(s) well in advance. Agenda
and detailed notes on agenda are circulated to the Directors
The Board of Directors met 5 (Five) times during the financial
in advance along with detailed supporting documents. All
year 2017-18 on May 19, 2017, August 02, 2017, November 06,
material information is incorporated in the agenda for facilitating
2017, February 06, 2018 and March 23, 2018. As stipulated,
meaningful and focused discussions at the meetings. Where it
the gap between two consecutive Board meetings did not
is not feasible to attach any document to the agenda, being
exceed one hundred and twenty days.
an Unpublished Price Sensitive Information (“UPSI”), the same
is placed before the meeting with the general consent of the
The attendance of each Director at the Board Meetings/ Annual
Directors obtained at the beginning of the year. In special and
General Meeting (“AGM”) during the financial year 2017-18 are
exceptional circumstances, additional item(s) on the agenda is/
given below:
are taken up with due permission.
Board’s Responsibilities safeguard the interest of the stakeholders. The Board has
complete access to all the information within the Company.
The Board of Directors play a primary role in ensuring good
As a part of its function, the Board periodically reviews all the
governance, in the creation of shareholder value and in
relevant information, which is required to be placed before it,
smooth functioning of the Company. As the Board’s primary
pursuant to the Listing Regulations and, in particular, reviews
role is fiduciary in nature, it is responsible for ensuring that
and approves financial statements, business plans, corporate
the Company runs on sound ethical business practices
strategies, annual budgets, projects and capital expenditure.
and that the resources of the Company are utilised in a
The Board discharges all its responsibilities, functions, duties
manner so as to create sustainable growth and value for the
and obligations in timely and effective manner in accordance
Company’s shareholders and the other stakeholders, and
with applicable laws, keeping close watch on the business
simultaneously to fulfill the aspirations of the society and
operations of the Company. The day-to-day affairs are
the communities in which it operates. The Board’s mandate
managed by the Managing Director & CEO of the Company
is to oversee the Company’s strategic direction, review and
under the overall supervision of the Board.
monitor performance, ensure regulatory compliance and
94 KEC International Limited Annual Report 2017-18
The said Code is available at the Company’s website The recommendations of the Committee(s) are submitted to the
www.kecrpg.com under ‘Investors’ tab. Further, Senior Board for its approval. During the year, all recommendations
Management Personnel are also required to disclose to of the Committee(s) were duly considered and approved by
the Board relating to all material financial and commercial the Board of Directors. The minutes of the meetings of all
transactions, if any, where they have personal interest that may Committees are circulated to the Board for discussion/ noting/
have a potential conflict with the interest of the Company at ratification.
large. All Board members and Senior Management Personnel
have affirmed compliance with the Code of Conduct on an (A) Audit Committee
annual basis. A declaration to this effect duly signed by the
Composition
Managing Director & CEO forms part of this Annual Report.
The Audit Committee comprises of 3 Non-Executive
Prevention of Insider Trading Directors as its members, with requisite financial, legal and
management expertise, out of which 2 are Independent
In compliance with the SEBI (Prohibition of Insider Trading)
Non-Executive Directors.
Regulations, 2015, the Board has formulated and adopted the
Code of Fair Disclosure, Internal Procedures and Conduct for Name of the Member Position Category
Regulating, Monitoring and Reporting of Trading by Insiders Mr. A. T. Vaswani Chairman Independent,
(“the Code”). The Code lays down guidelines and procedures Non-Executive Director
to be followed, and disclosures to be made while dealing Mr. S. M. Kulkarni Member Independent,
with shares of the Company. The Code aims at preserving Non-Executive Director
and preventing misuse of Unpublished Price Sensetive Mr. R. D. Chandak(1) Member Non-Executive Director
Information (UPSI). All Directors, functional employees and
Note(s):
connected persons of the Company are covered under the
(1) Appointed as a member of the Committee w.e.f. November 15, 2017 in
Code, which provides inter alia for disclosures and obtaining
place of Mr. S. S. Thakur who ceased to be a Director w.e.f. November
pre-clearances for trading in securities of the Company by 06, 2017
the Directors, functional employees and connected persons
of the Company. The Code provides for the formulation of
All members of Audit Committee are financially literate
a trading plan subject to certain conditions and requires
and the Chairman of the Audit Committee has accounting
pre-clearance for dealing in the Company’s shares. It also
and related financial management expertise and the
prohibits the purchase or sale of Company’s shares by the
composition of the Committee is in compliance with the
Directors, functional employees and connected persons, while
requirements of Section 177 of the Act and Regulation
in possession of UPSI in relation to the Company and during
18(1) of the Listing Regulations.
the period when the trading window is closed. Trading window
closures, i.e. when the Directors, functional employees and the
Representatives of the Statutory Auditors are invited
connected persons are not permitted to trade in the securities
to attend meetings of the Committee. The Committee
of the Company, are intimated to the connected persons in
also invites the Managing Director & CEO, Chief
advance, whenever required. The Code is intended to serve
Financial Officer, Internal Auditors, Cost Auditors and
as a guideline to all persons connected with the Company,
Risk Management consulting firm, as and when their
which they should imbibe and practice, both in letter and spirit,
presence at the meeting of the Committee is considered
while trading in the securities of the Company. The Code was
appropriate. On some occasions, it also meets without
communicated to all concerned.
the presence of any Executives of the Company.
Directors and functional employees of the Company provide
Mr. Ch. V. Jagannadha Rao, Vice President – Legal
disclosure on an annual basis about the number of shares or
& Company Secretary, acted as the Secretary to the
voting rights held by them along with their immediate relatives
Committee.
in the Company. Further, they also declare that they have not
traded in the shares of the Company based on the UPSI and
Meetings
on buying/selling any number of shares, they have not entered
into an opposite transaction i.e. sell/ buy during the six months During the year under review, eight meetings of the Audit
from the date of erstwhile transaction as per the provisions of Committee were held on May 02, 2017, May 19, 2017,
the Code. August 01, 2017, August 24, 2017, November 06, 2017,
January 05, 2018, February 05, 2018 and March 20,
Board Committees 2018. These meetings of Audit Committee were attended
by all the members of the Committee. The Chairman of
To focus effectively on the issues and ensure expedient
the Audit Committee was present at the Twelfth Annual
resolution of diverse matters, the Board has constituted a
General Meeting to answer shareholders’ queries.
set of Committees with specific terms of reference/ scope.
The Board has established various Committees such as
Terms of reference
Audit Committee, Stakeholders’ Relationship Committee,
Nomination and Remuneration Committee, Corporate Social The role and terms of reference of the Audit Committee,
Responsibility Committee and Finance Committee. The terms specified by the Board, are in conformity with the
of reference of these Board Committees are reviewed and requirements of Schedule II Part C of the Listing Regulations
determined by the Board, from time to time. and Section 177 of the Act. The Committee acts as a link
between the Statutory and Internal Auditors and the Board.
96 KEC International Limited Annual Report 2017-18
The Audit Committee assists the Board in fulfilling its (public issue, rights issue, preferential issue etc.), the
oversight responsibilities of monitoring financial reporting statement of funds utilised for purpose other than
processes to ensure fairness, adequate disclosures those stated in the offer document/ prospectus/
and credibility of financial statements, recommendation notice and the Report submitted by the monitoring
of appointment and removal of Statutory Auditors, agency monitoring the utilization of proceeds of
Branch Auditors, Cost Auditors, reviewing systems of a public or rights issue, and making appropriate
internal financial controls, governance and reviewing recommendations to the Board to take up steps in
the Company’s statutory and internal audit activities. this matter. Monitoring the end use of funds raised
The Audit Committee also reviews on regular basis, through public offers and related matters.
independence of Statutory Auditors and adequacy of the
7. To look into the reasons for substantial defaults in
Internal Audit function.
the payment to the depositors, debenture holders,
The Audit Committee is authorized to: shareholders (in case of non-payment of dividends)
and creditors.
1. investigate any activity within its terms of reference;
8. Approval of appointment of Chief Financial Officer
2. seek information from any employee;
after assessing the qualifications, experience and
3. obtain outside legal or other professional advice; and background etc. of the candidate.
4.
secure attendance of outsiders with relevant 9.
Reviewing and monitoring the auditor’s
expertise, if it considers necessary. independence and performance and effectiveness
of audit process.
Role of Audit Committee
10.
Reviewing with the management, performance of
The role of Audit Committee includes the following:
statutory and internal auditors, adequacy of the
1. Oversight of Company’s financial reporting process internal control systems.
and the disclosure of its financial information to
11. Reviewing the adequacy of internal audit function,
ensure that the financial statement is correct,
if any, including the structure of the internal audit
sufficient and credible.
department, staffing and seniority of the official
2.
Recommending to the Board, the appointment, heading the department, reporting structure
re-appointment, remuneration and terms of coverage and frequency of internal audit.
appointment of auditors of the Company and, if
12.
Discussion with internal auditors regarding any
required, their replacement or removal.
significant findings and follow up thereon.
3. Approval of payment to statutory auditors for any
13. Reviewing the findings of any internal investigations
other services rendered by the statutory auditors.
by the internal auditors into matters where there is
4.
Reviewing, with the management, the annual suspected fraud or irregularity or a failure of internal
financial statements and Auditors’ Report thereon control systems of a material nature and reporting
before submission to the Board for approval, with the matter to the Board and management letters/
particular reference to: letters of internal control weaknesses issued by the
statutory auditors.
a) matters required to be included in the Directors’
Responsibility Statement to be included in the 14. Discussion with statutory auditors before the audit
Board’s Report in terms of sub-section 5 of commences about the nature and scope of audit as
Section 134 of the Act; well as post-audit discussion to ascertain any area
of concern.
b)
changes, if any, in accounting policies and
practices, and reasons for the same; 15. Review of management discussion and analysis of
financial condition and results of operations.
c) major accounting entries involving estimates
based on the exercise of judgment by 16.
Approval or any subsequent modification of
management; transactions of the Company with related parties
including review of statement of significant related
d) significant adjustments made in the financial
party transactions submitted by the management.
statements arising out of audit findings;
17. Scrutiny of inter-corporate loans and investments.
e)
compliance with listing and other legal
requirements relating to financial statements; 18. Valuation of undertakings or assets of the Company,
wherever it is necessary.
f) disclosure of any related party transactions; and
19.
Evaluation of internal financial controls and risk
g) modified opinions in the draft audit report.
management systems.
5.
Reviewing with the management, the quarterly
20.
Establish a vigil mechanism/ whistle blower
financial statements before submission to the Board
mechanism for the Directors and employees to
for approval.
report their genuine concerns or grievances and
6. Reviewing with the management, the statement of provide mechanism for adequate safeguards
uses/application of funds raised through an issue against victimisation.
Company Overview Statutory Reports Financial Statements
97
Details of remuneration paid to the Managing Director & CEO during financial year 2017-18
(` in Lakh)
Contribution to
Salary and Performance
Name Perquisites(2) Provident and Total(3)
Allowance Bonus(1)
other Funds
Mr. Vimal Kejriwal 321.75 124.32 10.72 10.96 467.75
Note(s):
(1) Based on performance of financial year 2016-17
(2) Value of perquisites u/s 17(2) of the Income Tax Act, 1961
(3) Excludes provision for gratuity and compensated absences, which is determined on the basis of actuarial valuation done on overall basis for the Company
Non-Executive Directors Equity Shares held by the Directors
The Non-Executive Directors (“NEDs”) including Except as stated hereunder, none of the Directors hold
Independent Directors are paid remuneration by way of any shares in the Company as on March 31, 2018:
commission. They are also paid sitting fees on a uniform
No. of shares held
basis for attending various meetings of the Board and the Name
(face value of ` 2/- each)
Committees thereof.
Mr. H. V. Goenka(1) 4,848,425
Mr. H. V. Goenka(2) 100
Commission paid to the NEDs
Mr. H. V. Goenka(3) 169,500
The NEDs add substantial value to the Company through Mr. H. V. Goenka(4) 1
their contribution to the Management of the Company Mr. H. V. Goenka(5) 1
and thereby they safeguard the interests of the investors Mr. H. V. Goenka(6) 1
at large by playing an appropriate control role. The NEDs Mr. H. V. Goenka(7) 1
bring in their vast experience and expertise to bear on the Mr. H. V. Goenka(8) 1
deliberations of the Board and its Committees. In view of Mr. R. D. Chandak 5
valuable contributions being made by the NEDs (including Mr. H. V. Goenka(9) 3,750
Independent Directors) in running the business affairs of
Note(s):
the Company, the Board of Directors in their meeting held
(1) 3,914,482 shares held jointly with Mrs. Mala Goenka and Mr. Anant
on May 14, 2018 has approved the payment of commission
Vardhan Goenka
to NEDs of 1 percent of net profits in the financial year
(2) Held as a trustee of Stellar Energy Trust
2017-18, computed in accordance with Section 198 of
(3) Held as Karta of Harsh Anant Goenka HUF
the Act. The commission is paid on a uniform basis, to
(4) Held as a trustee of Crystal India Tech Trust
reinforce the principles of collective responsibility of the
(5) Held as a trustee of Nucleus Life Trust
Board. The Nomination and Remuneration Committee
(6) Held as a trustee of Monitor Portfolio Trust
has recommended a higher commission for the Chairman
(7) Held as a trustee of Secura India Trust
of the Board of Directors, taking into consideration his
(8) Held as a trustee of Prism Estates Trust
overall responsibility and involvement. In determining
(9) Held in trust on behalf of certain shareholders against their rights
the commission payable, the Committee also takes into
of Equity Shares of the erstwhile RPG Transmission Limited, since
consideration overall performance and achievements of merged with the Company in the year 2007-08, kept in abeyance
the Company and onerous responsibilities required to be under Section 206A(b) of the Companies Act, 1956, due to pending
shouldered by the Directors. The policy framed by the court cases/ issues. These shares were initially held by Mr. J. M.
Nomination and Remuneration Committee of the Board Kothary and transferred to Mr. H. V. Goenka, upon cessation of
of Directors including the criteria for making payments to Directorship of Mr. J. M. Kothary
the NEDs is set out as Annexure to the Directors’ Report.
The Company does not have any Stock Option Scheme.
Details of sitting fees and commission paid to Non-
(C) Stakeholders’ Relationship Committee
Executive Directors are given below:
(` in Lakh) Composition
Financial Year 2017-18
Name The composition of Stakeholders’ Relationship Committee
Sitting Fees Commission(1)
and its terms of reference comply with the requirement of
Mr. H. V. Goenka 5.00 585.89
the Listing Regulations and with the provisions of Section
Mr. A. T. Vaswani 9.25 9.00
178 of the Act.
Mr. D. G. Piramal 5.00 9.00
Mr. G. L. Mirchandani 5.00 9.00 Name of the Member Position Category
Ms. Manisha Girotra 1.00 1.80 Mr. R. D. Chandak(1) Chairman Non-Executive Director
Ms. Nirupama Rao 4.00 9.00 Mr. S. M. Kulkarni Member Independent,
Mr. R. D. Chandak 7.75 9.00 Non-Executive Director
Mr. S. M. Kulkarni 10.45 9.00 Mr. Vimal Kejriwal(2) Member Managing Director & CEO
Mr. S. M. Trehan 5.00 9.00
Note(s):
Mr. S. S. Thakur 6.30 5.40
(1) Appointed as Chairman of the Committee w.e.f. November 15, 2017
Mr. Vinayak Chatterjee 5.00 9.00
(2) Appointed as a member of the Committee w.e.f. November 15,
Note(s): 2017 in place of Mr. S. S. Thakur who ceased to be a Director w.e.f.
(1)
Commission for financial year 2017-18 is being paid in financial year November 06, 2017
2018-19
Company Overview Statutory Reports Financial Statements
99
Meetings Mr. Rao from the services of the Company from the close
of business hours on April 30, 2018, Mr. Amit Kumar
During the year under review, twelve meetings of the
Gupta, Head-Secretarial was appointed as Compliance
Stakeholders’ Relationship Committee were held on the
Officer of the Company w.e.f. May 01, 2018.
following dates:
Statement of Investors’ Grievance
April 19, 2017, May 19, 2017, June 19, 2017, July
17, 2017, August 16, 2017, September 13, 2017, No. of complaints pending at the beginning of the Nil
October 30, 2017, November 21, 2017, December financial year 2017-18
18, 2017, January 19, 2018, February 19, 2018 and No. of complaints received during the financial year 11
March 20, 2018. These meetings were attended 2017-18
by all three members of the Committee except No. of complaints resolved to the satisfaction of 11
shareholders during the financial year 2017-18
Mr. R. D. Chandak to whom leave of absence was granted
No. of complaints pending to be resolved at the end Nil
for the meeting held on August 16, 2017.
of the financial year 2017-18
Year Date Time Location The Company has established a robust Vigil Mechanism for
2016-17 July 26, 2017 02:30 p.m. Ravindra Natya reporting of concerns through the Whistle Blower Policy of
2015-16 July 29, 2016 04:00 p.m. Mandir, the Company, which is in compliance with the provisions of
2014-15 July 29, 2015 03:30 p.m. P. L. Deshpande Section 177 of the Act, read with Rule 7 of the Companies
Maharashtra Kala (Meetings of Board and its Powers) Rules, 2014, and the Listing
Academy, Sayani Regulations. The Policy provides for framework and process to
Road, Prabhadevi, encourage and facilitate its employees and Directors to voice
Mumbai - 400 025 their concerns or observations without fear, or raise reports to
Special Resolutions passed in the previous three the Management, of instance of any unethical or unacceptable
Annual General Meetings business practice or event of misconduct/ unethical behaviors,
actual or suspected fraud and violation of Company’s Code
July 26, 2017
of Conduct etc. The Policy provides for adequate safeguards
1.
Adoption of Articles of Association as per the against victimization of persons who avail such mechanism
provisions of the Companies Act, 2013. and provides for direct access to the Chairperson of the Audit
Committee in appropriate or exceptional cases.
July 29, 2016
During the year under review, none of the personnel has been
1. Enhancement of borrowing powers.
denied access to the Audit Committee.
2. Authority for creation of mortgage and/ or charge on
The policy is placed on the website of the Company at
properties of the Company.
www.kecrpg.com under ‘Investors’ tab.
July 29, 2015
Risk Management
1. Approval to enter into various material transactions
with Al Sharif Group & KEC Limited Company, Joint The Company has laid down procedures to inform the
Venture and related party to the Company. Audit Committee and Board about the risk assessment and
102 KEC International Limited Annual Report 2017-18
minimization procedures. These procedures are periodically Stock Exchanges is filed electronically on the online portals of
reviewed to ensure that executive management controls risks BSE Limited i.e. BSE Corporate Compliance & Listing Centre
by means of a properly defined framework. The Company (Listing Centre) and National Stock Exchange of India i.e. NSE
also has a risk management policy to mitigate the risks in Electronic Application Processing System (NEAPS).
commodities and foreign exchange.
Newspapers wherein financial results are being
Details of non-compliance by the Company, penalties published
and strictures imposed, if any
Financial Results Un-audited/ Audited Newspapers
No strictures or penalties have been imposed on the Company First Quarter Un-audited Business Standard,
by the Stock Exchanges or by SEBI or by any other Statutory Free Press Journal and
Authorities on any matters related to capital markets during the Nav Shakti
last three years, except a penalty of ` 2.00 Lakh imposed by Second Quarter Un-audited Business Standard,
SEBI vide its order dated November 29, 2017. The said penalty Free Press Journal and
which was imposed due to failure on the part of Registrar and Nav Shakti
Share Transfer Agent (“RTA”), Link Intime India Private Limited, Third Quarter Un-audited Business Standard,
have been recovered by the Company from the RTA. Free Press Journal and
Nav Shakti
Apart from complying with the mandatory requirements Fourth Quarter/ Un-audited/ Business Standard,
prescribed by the Listing Regulations, the Company has Full Year Audited Free Press Journal and
complied with the following non-mandatory requirements: Nav Shakti
The Company has also uploaded Frequently Asked Questions (FAQs) giving information about the Company and the procedures to
be followed by the Investors for transfer, transmission, dematerialisation, rematerialisation etc. of shares for the convenience of the
Investors.
Date, time and venue of Annual General Meeting July 30, 2018 at 03:00 p.m.
Ravindra Natya Mandir,
P. L. Deshpande Maharashtra Kala Academy,
Sayani Road, Prabhadevi,
Mumbai - 400 025
Financial Year April 01 - March 31
Financial Calendar:
First quarter results By second week of August 2018*
Second quarter results By second week of November 2018*
Third quarter results By second week of February 2019*
Results for the year ending March 2016 By the end of May 2019*
Dates of Book closure Tuesday, July 24, 2018 to Monday, July 30, 2018 (both days inclusive)
Dividend Payment date The dividend will be paid on or before August 28, 2018
* Tentative
300
34000
Sensex
250
33000
200
32000
150
100 31000
50 30000
0 29000
Apr-17 May-17 Jun-17 Jul-17 Aug-17 Sep-17 Oct-17 Nov-17 Dec-17 Jan-18 Feb-18 Mar-18
Months
KEC Closing Price on BSE Sensex
104 KEC International Limited Annual Report 2017-18
Registrar and Share Transfer Agent relating to the shares of the Company to the abovementioned
address of the Company’s Registrar and Share Transfer
Link Intime India Private Limited is the Company’s Registrar
Agent. Shareholders holding shares in electronic mode should
and Share Transfer Agent. Their contact details are as follows:
address all correspondences to their respective depository
participants.
Link Intime India Private Limited
(Unit: KEC International Limited)
Share Transfer System
C 101, 247 Park, LBS Marg, Vikhroli West,
Mumbai - 400 083 Stakeholders’ Relationship Committee meets once in a month.
Tel: 022 - 49186000 If documents are complete in all respects, the Company’s
Fax: 022 - 49186060 Registrar and Share Transfer Agent process the application
Email ID: [email protected] and return the transferred share certificates duly transferred
to the shareholders, within the stipulated time frame. The
Contact Address for Investors delegated authority as mentioned earlier attends to the share
transfer formalities and approves the share transfers at least
Shareholders can send their queries regarding Transfer/
once in a fortnight.
Dematerialisation of shares and any other correspondences
Distribution of Shareholding
Distribution of shares according to size of holding as on March 31, 2018
No. of No. of
No. of Equity Shares held % of Shareholders % of Shareholding
Shareholders Shares
1-500 71,158 86.71 8,326,279 3.23
501-1,000 5,666 6.90 4,344,658 1.68
1,001-2,000 2,493 3.04 3,639,965 1.42
2,001-3,000 868 1.06 2,171,772 0.84
3,001-4,000 396 0.48 1,389,865 0.54
4,001-5,000 269 0.33 1,232,270 0.48
5,001-10,000 545 0.67 3,922,648 1.53
10,001 & above 668 0.81 232,060,913 90.27
Total 82,063 100.00 257,088,370 100.00
No. of No. of
Particulars
Shareholders Equity Shares
Aggregate number of shareholders and the outstanding shares in the suspense account lying as on 5,905 1,236,390
April 01, 2017
Shareholders who approached the Company for transfer of shares from suspense account during 45 54,240
the year
Shareholders to whom shares were transferred from the suspense account during the year 44 54,125
Shareholders whose shares are transferred to the demat account of the IEPF Authority as per 4,698 951,700
Section 124 of the Act
Aggregate number of shareholders and the outstanding shares in the suspense account lying as on 1,163 230,565
March 31, 2018
Dematerialisation of Shares and Liquidity which there is a specific order of Court, Tribunal or Statutory
Authority, restraining any transfer of the shares.
The Company has executed agreement with both the
depositories of the Country i.e. National Securities Depositories
The Company had sent a reminder to the shareholders to claim
Limited (NSDL) and Central Depository Services (India) Limited
their dividends in order to avoid transfer of dividends /shares
(CDSL) for admission of its securities under dematerialized
to IEPF Authority. Notices in this regard were also published
mode. The International Securities Identification Number (ISIN)
in the newspapers and the details of unclaimed dividends and
allotted to the Equity Shares of the Company is INE389H01022.
shareholders whose shares are liable to be transferred to the
As on March 31, 2018, total 251,870,219 Equity Shares
IEPF Authority, were also uploaded on the Company’s website
representing 97.97 percent are held in dematerialised form.
under the ‘Investors’ tab.
Outstanding GDRs/ ADRs/ Warrants or any convertible
In light of the aforesaid provisions, the Company has during
instruments or options, conversion date and likely
the year, transferred to IEPF the unclaimed dividends which
impact on Equity
were outstanding for more than 7 consecutive years. Further,
There are no outstanding GDRs/ ADRs/ Warrants or any shares of the Company, in respect of which dividend has not
convertible instruments or options. been claimed for 7 consecutive years or more, have also been
transferred to the demat account of IEPF Authority.
Transfer of Unpaid/ Unclaimed amounts and shares to
Investor Education and Protection Fund (IEPF)
The Company had dispatched new share certificates to the
Pursuant to Sections 124 and 125 of the Act read with the shareholders of the Company pursuant to the sub-division of
Investor Education and Protection Fund Authority (Accounting, each equity share of face value of ` 10/- each into 5 equity
Audit, Transfer and Refund) Rules, 2016 (“IEPF Rules”), shares of ` 2/- each. Subsequently, in accordance with Clause
dividends, if not claimed for a consecutive period of 7 years 5A, such shares which remained unclaimed, were transferred
from the date of transfer to Unpaid Dividend Account of the to “Unclaimed Suspense Account” (“Suspense Account”) of
Company, are liable to be transferred to the Investor Education the Company in the year 2013. The Company sent reminders
and Protection Fund (“IEPF”). to these shareholders requesting them to claim their shares
in order to avoid transfer of their respective shares to IEPF
Further, shares in respect of such dividends which have not account. During the year, such shares in respect of which
been claimed for a period of 7 consecutive years are also liable dividend remained unclaimed for more than 7 consecutive
to be transferred to the demat account of the IEPF Authority. years have also been transferred to IEPF.
The said requirement does not apply to shares in respect of
The details of unclaimed dividends and shares transferred to IEPF during the financial year 2017-18 are as follows:
The members who have a claim on above dividends and shares shall lie against the Company in respect of the dividend/shares
may claim the same from IEPF Authority by submitting an so transferred.
online application in the prescribed Form No. IEPF-5 available
on the website www.iepf.gov.in and sending a physical copy Following are the details of dividends paid by the Company
of the same, duly signed to the Company, along with requisite and their respective due dates of transfer to the IEPF if they
documents enumerated in the Form No. IEPF-5. No claims remain unclaimed/ unencashed by the Members;
Plants’ Locations
Transmission Towers Jaipur Butibori Jabalpur
Jhotwara Industrial Area B-190 Industrial Area Deori, P. O. Panagarh
Jaipur - 302 012 Butibori - 441 108 Jabalpur - 483 220
Rajasthan Maharashtra Madhya Pradesh
Cables Mysore Vadodara
Hebbal Industrial Area Hootagalli, Belavadi Post Village: Godampura (Samlaya)
Mysore - 571 186 Taluka: Savli - 391 520
Karnataka Gujarat
SAE Towers SAE Towers Mexico S de RL de CV(1) SAE Towers Brazil Torres de Transmissao Ltda(1)
Arco Vial Saltillo-Nuevo Laredo Km. R. Moacyr G. Costa, 15 - Jd. Piemont
24.1 C.P. 66050-79, Escobedo, N. L. Mexico Sul 32669-722, Betim/ MG, Brazil
Tower Testing Stations Jaipur Butibori Jabalpur
Jhotwara Industrial Area B-215 Industrial Area Deori, P. O. Panagarh
Jaipur - 302 012 Butibori - 441 108 Jabalpur - 483 220
Rajasthan Maharashtra Madhya Pradesh
SAE Towers Brazil Torres de Transmissao Ltda(1)
R. Moacyr G. Costa, 15 - Jd. Piemont, Sul 32669-722, Betim/ MG, Brazil
Note(s):
Wholly owned stepdown subsidiaries of KEC International Limited
(1)
Company Overview Statutory Reports Financial Statements
107
All Board members and Senior Management personnel have, for the year ended March 31, 2018, affirmed compliance with the Code of
Conduct laid down by the Board of Directors in terms of the Securities and Exchange Board of India (Listing Obligations and Disclosure
Requirements) Regulations, 2015.
Vimal Kejriwal
Managing Director & CEO
(DIN: 00026981)
Place: Mumbai
Date: May 14, 2018
CEO/CFO CERTIFICATE
A. We have reviewed the financial statements and the cash flow statement for the year ended March 31, 2018 and that to the best of our
knowledge and belief:
1) these statements do not contain any materially untrue statement or omit any material fact or contain statements that might be
misleading;
2) these statements together present a true and fair view of the Company’s affairs and are in compliance with existing accounting
standards, applicable laws and regulations.
B. There are, to the best of our knowledge and belief, no transactions entered into by the Company during the year which are fraudulent,
illegal or violative of the Company’s code of conduct.
C. We accept responsibility for establishing and maintaining internal controls for financial reporting and that we have evaluated the
effectiveness of internal control systems of the Company pertaining to financial reporting and we have disclosed to the Auditors and
the Audit Committee, deficiencies in the design or operations of such internal controls, if any, of which we are aware and the steps we
have taken or propose to take to rectify these deficiencies.
1) significant changes in internal control over financial reporting during the year;
2) significant changes in accounting policies during the year and that the same have been disclosed in the notes to the financial
statements; and
3) instances of significant fraud of which we have become aware and the involvement therein, if any, of the management or an
employee having a significant role in the Company’s internal control system over financial reporting.
Place: Mumbai
Date: May 14, 2018
108 KEC International Limited Annual Report 2017-18
To the Members of
KEC International Limited
We have examined the compliance of the conditions of Corporate Governance by KEC International Limited (‘the Company’) for the year
ended on March 31, 2018, as stipulated under Regulations 17 to 27, clauses (b) to (i) of sub-regulation (2) of Regulation 46 and para C, D &
E of Schedule V of the Securities and Exchange Board of India (Listing Obligations and Disclosure Requirements) Regulations, 2015 (“SEBI
Listing Regulations”).
The compliance of the conditions of Corporate Governance is the responsibility of the management. Our examination was limited to the
review of procedures and implementation thereof, as adopted by the Company for ensuring compliance with conditions of Corporate
Governance. It is neither an audit nor an expression of opinion on the financial statements of the Company.
In our opinion and to the best of our information and according to the explanations given to us, and the representations made by the
Directors and the management, we certify that the Company has complied with the conditions of Corporate Governance as stipulated in
the SEBI Listing Regulations for the year ended on March 31, 2018.
We further state that such compliance is neither an assurance as to the future viability of the Company nor of the efficiency or effectiveness
with which the management has conducted the affairs of the Company.
P. N. Parikh
FCS: 327 CP: 1228
Place: Mumbai
Date: May 14, 2018
Company Overview Statutory Reports Financial Statements
109
FINANCIAL STATEMENTS
Consolidated Independent Auditors’ Report 110
Balance Sheet 114
Statement of Profit and Loss 115
Statement of Changes in Equity 116
Cash Flow Statement 117
Notes 119
Form AOC - 1 180
INDEPENDENT
AUDITORS’ REPORT
To the Members of KEC International Limited statements that give a true and fair view and are free from
material misstatement, whether due to fraud or error, which has
REPORT ON THE CONSOLIDATED INDIAN ACCOUNTING been used for the purpose of preparation of the consolidated
STANDARDS (IND AS) FINANCIAL STATEMENTS Ind AS financial statements by the Directors of the Holding
Company, as aforesaid.
1.
We have audited the accompanying consolidated Ind AS
financial statements of KEC International Limited in which are
AUDITORS’ RESPONSIBILITY
incorporated 20 jointly controlled operations and the Returns
of the Company’s branches at Abu Dhabi, Afghanistan, Algeria, 3.
Our responsibility is to express an opinion on these
Bangladesh, Egypt, Ethiopia, Georgia, Ghana, Indonesia, Ivory consolidated Ind AS financial statements based on our audit.
Coast, Jordan, Kenya, Laos, Lebanon, Libya, Malaysia(2), While conducting the audit, we have taken into account the
Mozambique, Nepal(2), Nigeria, Oman, Philippines, Senegal, provisions of the Act and the Rules made thereunder including
South Africa, Sri Lanka, Tanzania, Thailand, Tunisia, Uganda, the accounting standards and matters which are required to be
Zambia (“hereinafter referred to as the Holding Company”) included in the audit report.
and its subsidiaries (the Holding Company and its subsidiaries
together referred to as “the Group”); (refer Note 45 to the 4. We conducted our audit of the consolidated Ind AS financial
attached consolidated financial statements), comprising statements in accordance with the Standards on Auditing
of the consolidated Balance Sheet as at March 31, 2018, specified under Section 143(10) of the Act and other
the consolidated Statement of Profit and Loss (including applicable authoritative pronouncements issued by the
Other Comprehensive Income), the consolidated Cash Flow Institute of Chartered Accountants of India. Those Standards
Statement for the year then ended and the Statement of and pronouncements require that we comply with ethical
Changes in Equity for the year then ended, and a summary requirements and plan and perform the audit to obtain
of significant accounting policies and other explanatory reasonable assurance about whether the consolidated Ind AS
information prepared based on the relevant records (hereinafter financial statements are free from material misstatement.
referred to as “the Consolidated Ind AS Financial Statements”).
5.
An audit involves performing procedures to obtain audit
MANAGEMENT’S RESPONSIBILITY FOR THE evidence about the amounts and disclosures in the consolidated
CONSOLIDATED IND AS FINANCIAL STATEMENTS Ind AS financial statements. The procedures selected depend
on the auditors’ judgement, including the assessment of the
2.
The Holding Company’s Board of Directors is responsible
risks of material misstatement of the consolidated Ind AS
for the preparation of these consolidated Ind AS financial
financial statements, whether due to fraud or error. In making
statements in terms of the requirements of the Companies Act,
those risk assessments, the auditor considers internal financial
2013 (hereinafter referred to as “the Act”) that give a true and
control relevant to the Holding Company’s preparation of
fair view of the consolidated financial position, consolidated
the consolidated Ind AS financial statements that give a
financial performance, consolidated cash flows and changes in
true and fair view, in order to design audit procedures that
equity of the Group in accordance with accounting principles
are appropriate in the circumstances. An audit also includes
generally accepted in India including the Indian Accounting
evaluating the appropriateness of the accounting policies
Standards specified in the Companies (Indian Accounting
used and the reasonableness of the accounting estimates
Standards) Rules, 2015 (as amended) under Section 133
made by the Holding Company’s Board of Directors, as well as
of the Act. The Holding Company’s Board of Directors is
evaluating the overall presentation of the consolidated Ind AS
also responsible for ensuring accuracy of records including
financial statements.
financial information considered necessary for the preparation
of consolidated Ind AS financial statements. The respective
6. We believe that the audit evidence obtained by us and the
Board of Directors of the companies included in the Group are
audit evidence obtained by the other auditors in terms of their
responsible for maintenance of adequate accounting records
reports referred to in the Other Matters paragraph below, is
in accordance with the provisions of the Act for safeguarding
sufficient and appropriate to provide a basis for our audit
the assets of the Group and for preventing and detecting
opinion on the consolidated Ind AS financial statements.
frauds and other irregularities; the selection and application
of appropriate accounting policies; making judgements and
OPINION
estimates that are reasonable and prudent; and the design,
implementation and maintenance of adequate internal 7. In our opinion and to the best of our information and according to
financial controls, that were operating effectively for ensuring the explanations given to us, the aforesaid consolidated Ind AS
the accuracy and completeness of the accounting records, financial statements give the information required by the Act in
relevant to the preparation and presentation of the financial the manner so required and give a true and fair view in conformity
Company Overview Statutory Reports Financial Statements
111
with the accounting principles generally accepted in India of the incorporated in India including relevant records relating to
consolidated state of affairs of the Group as at March 31, 2018, preparation of the aforesaid consolidated Ind AS financial
and their consolidated total comprehensive income (comprising statements have been kept so far as it appears from our
of consolidated profit and consolidated other comprehensive examination of those books and records of the Holding
income), their consolidated cash flows and consolidated changes Company and the reports of the other auditors.
in equity for the year ended on that date.
(c)
The Consolidated Balance Sheet, the Consolidated
OTHER MATTER Statement of Profit and Loss (including other
comprehensive income), Consolidated Cash Flow
8. We did not audit the financial statements/financial information
Statement and the Consolidated Statement of Changes
of 16 subsidiaries, 31 branches and 20 jointly controlled
in Equity dealt with by this Report are in agreement with
operations whose financial statements reflect total assets of
the relevant books of account maintained by the Holding
` 391,161.00 lakh and net assets of ` 76,240.63 lakh as at
Company and its subsidiaries incorporated in India
March 31, 2018, total revenue of ` 325,578.61 lakh and net
including relevant records relating to the preparation of
cash flows amounting to (` 4,937.57 lakh) for the year ended
the consolidated Ind AS financial statements.
on that date, as considered in the consolidated Ind AS financial
statements. These financial statements/financial information
(d) In our opinion, the aforesaid consolidated Ind AS financial
have been audited by other auditors whose reports have been
statements comply with the Indian Accounting Standards
furnished to us by the Management, and our opinion on the
specified under Section 133 of the Act.
consolidated Ind AS financial statements insofar as it relates
to the amounts and disclosures included in respect of these
(e) On the basis of the written representations received from
subsidiaries, branches and jointly controlled operations and
the directors of KEC International Limited as on March
our report in terms of sub-section (3) of Section 143 of the Act
31, 2018 taken on record by the Board of Directors of
insofar as it relates to the subsidiaries incorporated in India and
KEC International Limited and the reports of the statutory
branches, is based solely on the reports of such other auditors.
auditors of its subsidiary companies incorporated in
India, none of the directors of the Group are disqualified
Our opinion on the consolidated Ind AS financial statements
as on March 31, 2018 from being appointed as a director
and our report on Other Legal and Regulatory Requirements
in terms of Section 164 (2) of the Act.
below, is not modified in respect of the above matters with
respect to our reliance on the work done and the reports of
(f)
With respect to the adequacy of the internal financial
the other auditors and the financial statements/ financial
controls with reference to financial statements of
information certified by the Management.
the Holding Company and its subsidiary companies
incorporated in India and the operating effectiveness of
9. The consolidated Ind AS financial statements of the Company
such controls, refer to our separate Report in Annexure A.
for the year ended March 31, 2017, were audited by another
firm of chartered accountants under the Companies Act, 2013
(g) With respect to the other matters to be included in the
who, vide their report dated May 19, 2017, expressed an
Auditors’ Report in accordance with Rule 11 of the
unmodified opinion on those financial statements. Our opinion
Companies (Audit and Auditors) Rules, 2014, in our
is not qualified in respect of this matter.
opinion and to the best of our information and according
to the explanations given to us:
REPORT ON OTHER LEGAL AND REGULATORY
REQUIREMENTS
i.
The consolidated Ind AS financial statements
10. As required by Section143(3) of the Act, to the extent applicable, disclose the impact, if any, of pending litigations
that: as at March 31, 2018 on the consolidated financial
position of the Group – Refer Note 52 to the
(a)
We have sought and obtained all the information and consolidated Ind AS financial statements.
explanations which to the best of our knowledge and
belief were necessary for the purposes of our audit of the ii. Provision has been made in the consolidated Ind
aforesaid consolidated Ind AS financial statements. AS financial statements, as required under the
applicable law or accounting standards, for material
(b) In our opinion, proper books of account as required by law foreseeable losses, if any, on long-term contracts
maintained by the Holding Company, and its subsidiaries including derivative contracts as at March 31, 2018
112 KEC International Limited Annual Report 2017-18
– Refer Note 32 to the consolidated Ind AS financial iv. The reporting on disclosures relating to Specified
statements in respect of such items as it relates to Bank Notes is not applicable to the Group for the
the Group year ended March 31, 2018.
iii. There has been no delay in transferring amounts, For Price Waterhouse Chartered Accountants LLP
required to be transferred, to the Investor Education Firm Registration Number: 012754N/N500016
and Protection Fund by the Holding Company and Chartered Accountants
its subsidiary companies incorporated in India
during the year ended March 31, 2018. Sarah George
Place: Mumbai Partner
Date: May 14, 2018 Membership Number: 045255
REPORT ON THE INTERNAL FINANCIAL CONTROLS accuracy and completeness of the accounting records, and the
UNDER CLAUSE (I) OF SUB-SECTION 3 OF SECTION 143 timely preparation of reliable financial information, as required
OF THE ACT under the Act.
1.
In conjunction with our audit of the consolidated financial
AUDITOR’S RESPONSIBILITY
statements of the Company as of and for the year ended
March 31, 2018, we have audited the internal financial 3. Our responsibility is to express an opinion on the Company’s
controls over financial reporting of KEC International Limited internal financial controls over financial reporting based on
including 36 branches (hereinafter referred to as “the Holding our audit. We conducted our audit in accordance with the
Company”) and 2 subsidiary companies, which are companies Guidance Note on Audit of Internal Financial Controls Over
incorporated in India, as of that date. Financial Reporting (the “Guidance Note”) issued by the ICAI
and the Standards on Auditing deemed to be prescribed
MANAGEMENT’S RESPONSIBILITY FOR INTERNAL under section 143(10) of the Companies Act, 2013, to the
FINANCIAL CONTROLS extent applicable to an audit of internal financial controls, both
applicable to an audit of internal financial controls and both
2. The respective Board of Directors of the Holding company
issued by the ICAI. Those Standards and the Guidance Note
and its subsidiary companies, to whom reporting under clause
require that we comply with ethical requirements and plan
(i) of sub section 3 of Section 143 of the Act in respect of
and perform the audit to obtain reasonable assurance about
the adequacy of the internal financial controls over financial
whether adequate internal financial controls over financial
reporting is applicable, which are companies incorporated in
reporting was established and maintained and if such controls
India, are responsible for establishing and maintaining internal
operated effectively in all material respects.
financial controls based on internal control over financial
reporting criteria established by the Company considering the
4.
Our audit involves performing procedures to obtain audit
essential components of internal control stated in the Guidance
evidence about the adequacy of the internal financial
Note on Audit of Internal Financial Controls Over Financial
controls system over financial reporting and their operating
Reporting issued by the Institute of Chartered Accountants
effectiveness. Our audit of internal financial controls over
of India (ICAI). These responsibilities include the design,
financial reporting included obtaining an understanding of
implementation and maintenance of adequate internal financial
internal financial controls over financial reporting, assessing
controls that were operating effectively for ensuring the orderly
the risk that a material weakness exists, and testing and
and efficient conduct of its business, including adherence
evaluating the design and operating effectiveness of internal
to the respective company’s policies, the safeguarding of its
control based on the assessed risk. The procedures selected
assets, the prevention and detection of frauds and errors, the
Company Overview Statutory Reports Financial Statements
113
depend on the auditor’s judgement, including the assessment misstatements due to error or fraud may occur and not be
of the risks of material misstatement of the financial statements, detected. Also, projections of any evaluation of the internal
whether due to fraud or error. financial controls over financial reporting to future periods
are subject to the risk that the internal financial control over
5.
We believe that the audit evidence we have obtained and financial reporting may become inadequate because of
the audit evidence obtained by the other auditors in terms of changes in conditions, or that the degree of compliance with
their reports referred to in the Other Matters paragraph below, the policies or procedures may deteriorate.
is sufficient and appropriate to provide a basis for our audit
opinion on the Company’s internal financial controls system OPINION
over financial reporting.
8.
In our opinion, the Holding Company and its 2 subsidiary
companies, which are companies incorporated in India, have,
MEANING OF INTERNAL FINANCIAL CONTROLS OVER
in all material respects, an adequate internal financial controls
FINANCIAL REPORTING
system over financial reporting and such internal financial
6. A company’s internal financial control over financial reporting is controls over financial reporting were operating effectively as
a process designed to provide reasonable assurance regarding at March 31, 2018, based on the internal control over financial
the reliability of financial reporting and the preparation of reporting criteria established by the Company considering the
financial statements for external purposes in accordance essential components of internal control stated in the Guidance
with generally accepted accounting principles. A company’s Note on Audit of Internal Financial Controls Over Financial
internal financial control over financial reporting includes those Reporting issued by the Institute of Chartered Accountants
policies and procedures that (1) pertain to the maintenance of India.
of records that, in reasonable detail, accurately and fairly
reflect the transactions and dispositions of the assets of the OTHER MATTERS
company; (2) provide reasonable assurance that transactions
9. Our aforesaid reports under Section 143(3)(i) of the Act on the
are recorded as necessary to permit preparation of financial
adequacy and operating effectiveness of the internal financial
statements in accordance with generally accepted accounting
controls over financial reporting insofar as it relates to 2
principles, and that receipts and expenditures of the company
subsidiary companies, which are companies incorporated in
are being made only in accordance with authorisations of
India and 31 branches, is based on the corresponding reports
management and directors of the company; and (3) provide
of auditors of such companies incorporated in India and
reasonable assurance regarding prevention or timely detection
branches. Our opinion is not qualified in respect of this matter.
of unauthorised acquisition, use, or disposition of the
company’s assets that could have a material effect on the
financial statements. For Price Waterhouse Chartered Accountants LLP
Firm’s Registration Number: 012754N/N500016
INHERENT LIMITATIONS OF INTERNAL FINANCIAL Chartered Accountants
CONTROLS OVER FINANCIAL REPORTING
7. Because of the inherent limitations of internal financial controls Sarah George
over financial reporting, including the possibility of collusion Place: Mumbai Partner
or improper management override of controls, material Date: May 14, 2018 Membership Number: 045255
114 KEC International Limited Annual Report 2017-18
CONSOLIDATED
BALANCE SHEET as at March 31, 2018
` in Lakh
As at As at
Particulars Note No.
March 31, 2018 March 31, 2017
ASSETS
(1) Non-current Assets
(a) Property, plant and equipment 5 82,875.93 85,157.59
(b) Capital work-in-progress 7,807.20 510.34
(c) Goodwill 6 19,198.43 19,102.68
(d) Intangible assets 7 9,145.67 10,615.06
119,027.23 115,385.67
(e) Financial assets
(i) Investments 8 0.49 0.49
(ii) Trade receivables 9 546.59 2,640.54
(iii) Other financial assets 10 20,553.51 21,978.80
21,100.59 24,619.83
(f) Deferred tax assets (net) 27 2,649.66 1,332.13
(g) Non-current tax assets (net) 11 4,514.95 5,201.21
(h) Other non-current assets 12 22,721.94 20,853.44
Total Non -Current Assets 170,014.37 167,392.28
(2) Current assets
(a) Inventories 13 62,741.39 39,466.88
(b) Financial assets
(i) Investments 14 3,929.44 13,039.16
(ii) Trade receivables 15 503,893.30 420,035.00
(iii) Cash and cash equivalents 16 19,299.61 17,552.87
(iv) Bank balances other than (iii) above 17 3,830.66 3,244.23
(v) Loans 18 6,044.16 6,240.41
(vi) Other financial assets 19 213,572.81 157,101.39
750,569.98 617,213.06
(c) Current tax assets (net) 20 9,961.79 5,416.41
(d) Other current assets 21 60,610.67 43,324.08
Total Current Assets 883,883.83 705,420.43
Total Assets 1,053,898.20 872,812.71
EQUITY AND LIABILITIES
Equity
(a) Equity share capital 22 5,141.77 5,141.77
(b) Other equity 23 194,603.44 153,493.62
Equity attributable to owners of the Company 199,745.21 158,635.39
(c) Non-controlling interests 24 * *
Total Equity 199,745.21 158,635.39
Liabilities
(1) Non-current liabilities
(a) Financial liabilities
Borrowings 25 73,843.71 77,566.00
(b) Provisions 26 1,767.69 1,458.76
(c) Deferred tax liabilities (net) 27 12,720.04 13,732.37
Total Non-Current Liabilities 88,331.44 92,757.13
(2) Current liabilities
(a) Financial liabilities
(i) Borrowings 28 90,097.63 123,253.63
(ii) Trade payables 29 465,717.38 316,719.96
(iii) Other financial liabilities 30 17,085.07 12,417.27
572,900.08 452,390.86
(b) Other current liabilities 31 174,623.99 155,225.63
(c) Provisions 32 8,324.41 10,272.75
(d) Current tax liabilities (net) 33 9,973.07 3,530.95
Total Current Liabilities 765,821.55 621,420.19
Total Equity and Liabilities 1,053,898.20 872,812.71
* less than rounding off norms adopted by the Company.
The above Consolidated Balance Sheet should be read in conjunction with the accompanying notes.
In terms of our report attached For and on behalf of the Board of Directors
For Price Waterhouse Chartered Accountants LLP
Firm Registration Number: 012754N/N500016
Chartered Accountants
H. V. GOENKA
Chairman
DIN - 00026726
SARAH GEORGE RAJEEV AGGARWAL VIMAL KEJRIWAL
Partner Chief Financial Officer Managing Director & CEO
Membership Number: 045255 DIN - 00026981
A. T. VASWANI
Place: Mumbai Place: Mumbai Director
Date: May 14, 2018 Date: May 14, 2018 DIN - 00057953
Company Overview Statutory Reports Financial Statements
115
CONSOLIDATED STATEMENT OF
PROFIT AND LOSS for the year ended March 31, 2018
` in Lakh
For the year ended For the year ended
Particulars Note No.
March 31, 2018 March 31, 2017
I Revenue from operations 34 1,009,636.83 875,504.52
II Other income 35 4,041.20 2,886.61
III Total Income (I+II) 1,013,678.03 878,391.13
IV Expenses
(i) Cost of materials consumed 36 524,945.20 417,369.73
(ii) Changes in inventories of finished goods and work-in-progress 37 (10,486.19) (906.52)
(iii) Erection and sub-contracting expenses 38 212,696.91 178,429.01
(iv) Excise duty on sale of goods 3,834.69 17,065.02
(v) Employee benefits expense 39 79,835.25 73,266.57
(vi) Finance costs 40 24,661.33 25,361.17
(vii) Depreciation and amortisation expense 41 10,974.37 12,968.75
(viii) Other expenses 42 98,192.82 108,493.01
Total expenses 944,654.38 832,046.74
V Profit before tax (III - IV) 69,023.65 46,344.39
VI Tax expense : 43
(i) Current tax 24,931.64 13,480.16
(ii) Deferred tax (1,949.53) 2,386.39
22,982.11 15,866.55
VII Profit for the year (V-VI) 46,041.54 30,477.84
VIII Other Comprehensive Income
A(i) Items that will not be reclassified to profit or loss
- Remeasurement of defined benefit obligations 50 (202.06) (172.34)
(ii) Income tax relating to items that will not be reclassified to profit or loss 43.2 83.32 61.13
B(i) Items that will be reclassified to profit or loss 23
- Exchange differences on translating the financial statements of joint operations and (228.06) (899.33)
subsidiaries
- Net gain/(losses) on cash flow hedges (612.81) 9.25
(ii) Income tax relating to items that will be reclassified to profit or loss 43.2 143.85 120.24
Total Other Comprehensive Income (815.76) (881.05)
IX Total Comprehensive Income for the year (VII+VIII) (Comprising Profit and 45,225.78 29,596.79
Other Comprehensive Income for the period)
Profit for the year attributable to:
Owners of the Company 46,041.54 30,477.84
Non-controlling interests 24 * *
Other Comprehensive Income attributable to:
Owners of the Company (815.76) (881.05)
Non-controlling interests 24 * *
Total Other Comprehensive Income attributable to:
Owners of the Company 45,225.78 29,596.79
Non-controlling interests 24 * *
X Earnings per equity share for continuing operations (of ` 2 each)
(i) Basic 44 17.91 11.86
(ii) Diluted 17.91 11.86
The above Consolidated Statement of Profit and Loss should be read in conjunction with the accompanying notes.
In terms of our report attached For and on behalf of the Board of Directors
For Price Waterhouse Chartered Accountants LLP
Firm Registration Number: 012754N/N500016
Chartered Accountants
H. V. GOENKA
Chairman
DIN - 00026726
SARAH GEORGE RAJEEV AGGARWAL VIMAL KEJRIWAL
Partner Chief Financial Officer Managing Director & CEO
Membership Number: 045255 DIN - 00026981
A. T. VASWANI
Place: Mumbai Place: Mumbai Director
Date: May 14, 2018 Date: May 14, 2018 DIN - 00057953
A. EQUITY SHARE CAPITAL
` in Lakh
116
Particulars Notes Amount
Balance as at April 1, 2017 5,141.77
Changes in equity share capital during the year 22 -
Balance as at March 31, 2018 5,141.77
B. OTHER EQUITY
` in Lakh
Reserves and Surplus Other Comprehensive Income
Other
items Exchange Other items of other
differences comprehensive Total
Particulars (Share Capital Securities Capital Debenture Effective
issue Capital Statutory General Retained on translating income
Reserve on Premium Redemption Redemption portion of
expenses) Reserve Reserve Reserve Earnings the financial (Remeasurement
consolidation Reserve Reserve Reserve Hedges
statements of of defined benefit
foreign operations obligations)
Balance as at April 1, 2016 (29.15) 8,497.87 3.72 8,674.89 1,427.95 942.63 94.88 12,479.26 90,165.07 139.49 1,811.99 (311.77) 123,896.83
Profit for the year - - - - - - - - 30,477.84 - - - 30,477.84
Other Comprehensive Income for - - - - - - - - - 6.05 (774.70) (111.21) (879.86)
the year (net of tax)
Total Comprehensive Income - - - - - - - - 30,477.84 6.05 (774.70) (111.21) 29,597.98
for the year
Transfer from retained earnings - - - - - 970.38 - 2,818.25 (3,788.63) - - - -
KEC International Limited Annual Report 2017-18
The above Statement of Changes in Equity should be read in conjunction with the accompanying notes.
In terms of our report attached For and on behalf of the Board of Directors
For Price Waterhouse Chartered Accountants LLP
Firm Registration Number: 012754N/N500016
Chartered Accountants
H. V. GOENKA
Chairman
DIN - 00026726
SARAH GEORGE RAJEEV AGGARWAL VIMAL KEJRIWAL
Partner Chief Financial Officer Managing Director & CEO
Membership Number: 045255 DIN - 00026981
A. T. VASWANI
Place: Mumbai Place: Mumbai Director
Date: May 14, 2018 Date: May 14, 2018 DIN - 00057953
Company Overview Statutory Reports Financial Statements
117
CONSOLIDATED
CASH FLOW STATEMENT for the year ended March 31,2018
` in Lakh
For the year ended For the year ended
Particulars
March 31, 2018 March 31, 2017
A. CASH FLOW FROM OPERATING ACTIVITIES:
Profit For The Year After Tax 46,041.54 30,477.84
Adjustments for:
Income tax expense 22,982.11 15,866.55
Depreciation and amortisation expense 10,974.37 12,968.75
Amortization of leasehold prepayments - 62.68
Profit on sale of property, plant and equipment (net) (78.67) (39.58)
Loss on property, plant and equipment discarded & intangible assets 119.15 1,528.74
derecognised
Finance costs 24,661.33 25,361.17
Interest income (3,547.92) (2,137.48)
Bad debts, loans and advances written off (net) 6,603.51 19,767.73
Allowance for bad and doubtful debts, loans and advances (net) 3,727.58 2,768.19
Mark to market loss on forward and commodity contracts 914.65 413.19
Net unrealised exchange (gain) / loss (102.95) (775.06)
66,253.16 75,784.88
Changes in assets and liabilities 112,294.70 106,262.72
Changes in working capital:
Adjustments for (increase) / decrease in operating assets:
Inventories (23,274.51) (3,451.16)
Trade receivables (89,533.95) 25,392.87
Loans 281.65 7,280.88
Other financial assets (56,842.72) (16,509.43)
Other current assets (17,286.59) (10,493.43)
Other non-current assets (1,839.52) 3,989.47
(188,495.64) 6,209.20
Adjustments for increase / (decrease) in operating liabilities:
Trade payables 148,105.89 35,130.94
Other current liabilities 19,398.36 28,996.20
Other financial liabilities (715.19) 103.73
Provisions (1,669.11) (103.21)
165,119.95 64,127.66
Cash Generated from Operations 88,919.01 176,599.58
Taxes paid (net of refunds) (22,956.14) (10,440.98)
NET CASH FLOW GENERATED BY / (USED IN) OPERATING 65,962.87 166,158.60
ACTIVITIES (A)
118 KEC International Limited Annual Report 2017-18
CONSOLIDATED
CASH FLOW STATEMENT for the year ended March 31,2018
` in Lakh
For the year ended For the year ended
Particulars
March 31, 2018 March 31, 2017
B. CASH FLOW FROM INVESTING ACTIVITIES
Capital expenditure on property, plant and equipment & intangible assets (13,740.04) (6,863.26)
(after adjustment of increase/decrease in capital work-in-progress and
advances for capital expenditure)
Proceeds from sale of property, plant and equipment 188.32 166.53
Purchase of short-term investments (52,049.05) (10,501.41)
Proceeds from disposal of short term investment 61,158.77 -
Interest received 3,555.18 1,304.16
Bank balances (including non-current) not considered as Cash and cash 441.13 (2,413.89)
equivalents (net)
(445.69) (18,307.87)
NET CASH FLOW USED IN INVESTING ACTIVITIES (B) (445.69) (18,307.87)
C. CASH FLOW FROM FINANCING ACTIVITIES
Proceeds from other than short-term borrowings (including debentures) 19,512.82 47,646.89
Repayments of other than short-term borrowings (including debentures) (22,025.63) (39,098.51)
Repayment of finance lease obligations (1,107.63) (1,029.56)
Net increase / (decrease) in short-term borrowings (34,030.96) (119,747.59)
Finance costs paid (22,051.22) (25,558.13)
Dividend paid (including tax on distributed profit) (4,113.36) (112.42)
(63,815.98) (137,899.32)
NET CASH FLOW USED IN FINANCING ACTIVITIES (C) (63,815.98) (137,899.32)
NET INCREASE / (DECREASE) IN CASH AND CASH EQUIVALENTS 1,701.20 9,951.41
(A+B+C)
Cash and cash equivalents at the beginning of the year (Refer Note 16) 17,552.87 7,457.00
Effect of exchange differences on restatement of foreign currency Cash and 45.54 144.46
cash equivalents
Cash and cash equivalents at the end of the year (Refer Note 16) 19,299.61 17,552.87
Non-cash changes
As at Foreign As at
Particulars Cash flows Interest March 31, 2018
March 31, 2017 Acquisition exchange
accrued
movement
Debentures 26,006.52 - - - 2,532.90 28,539.42
Long term borrowings including current maturities 59,131.28 (2,512.81) - 290.75 328.01 57,237.23
of long term debts (other than debentures and
lease liabilities)
Short term borrowings 123,253.63 (34,030.96) - 874.96 - 90,097.63
Lease liabilities (including current maturities of 2,181.90 (1,107.63) - 14.23 - 1,088.50
finance lease obligations)
Total liabilities from financing activities 210,573.33 (37,651.40) - 1,179.94 2,860.91 176,962.78
The above Consolidated Cash Flow Statement should be read in conjunction with the accompanying notes.
In terms of our report attached For and on behalf of the Board of Directors
For Price Waterhouse Chartered Accountants LLP
Firm Registration Number: 012754N/N500016
Chartered Accountants
H. V. GOENKA
Chairman
DIN - 00026726
SARAH GEORGE RAJEEV AGGARWAL VIMAL KEJRIWAL
Partner Chief Financial Officer Managing Director & CEO
Membership Number: 045255 DIN - 00026981
A. T. VASWANI
Place: Mumbai Place: Mumbai Director
Date: May 14, 2018 Date: May 14, 2018 DIN - 00057953
Company Overview Statutory Reports Financial Statements
119
NOTES
forming part of the Consolidated Financial Statements as at and for the year ended March 31, 2018
A new five-step process must be applied before revenue can 2.3 The Ministry of Corporate Affairs (MCA) notified the Companies
be recognised: (Indian Accounting Standards) Amendment Rules, 2018 (the
‘Rules’) on 28 March, 2018 regarding Ind AS- 40 Investment
i. Identify contracts with customers property - transfers of investment property. The amendments
clarify that transfers to, or from, investment property can only
ii. Identify the separate performance obligation be made if there has been a change in use that it supported by
evidence.
iii. Determine the transaction price of the contract
Management has assessed the effects of the amendment
iv. Allocate the transaction price to each of the separate on classification of existing property at 1 April, 2018 and
performance obligations, and concluded that no reclassifications are required.
v. Recognise the revenue as each performance obligation is 2.4 The Ministry of Corporate Affairs (MCA) notified the Companies
satisfied. (Indian Accounting Standards) Amendment Rules, 2018 (the
‘Rules’) on 28 March, 2018 regarding Ind AS 12- Income taxes
The new standard is mandatory for financial years commencing regarding recognition of deferred tax assets on unrealized
on or after 1 April, 2018 and early application is not permitted. losses. The amendments clarify the accounting for deferred
The standard permits either a full retrospective or a modified taxes where an asset is measured at fair value and that fair
retrospective approach for the adoption. value is below the asset’s tax base.
120 KEC International Limited Annual Report 2017-18
NOTES
forming part of the Consolidated Financial Statements as at and for the year ended March 31, 2018
The management is in process of assessing the impact of are observable and the significance of the inputs to the fair
above amendment. The Company will adopt the amendments value measurement in its entirety, which are described as
from April 1, 2018. follows:
There are no other standards that are not yet effective and Level 1 inputs are quoted prices (unadjusted) in active
that would be expected to have a material impact on the entity markets for identical assets or liabilities that the entity can
in the current or future reporting periods and on foreseeable access at the measurement date;
future transactions.
Level 2 inputs are inputs, other than quoted prices
3. SIGNIFICANT ACCOUNTING POLICIES included within Level 1, that are observable for the asset
or liability, either directly or indirectly; and
3.1 Statement of compliance
The Consolidated financial statements of the Group have Level 3 inputs are unobservable inputs for the asset or
been prepared in accordance with Ind ASs notified under the liability.
Companies (Indian Accounting Standards) Rules, 2015 as
amended by the Companies (Indian Accounting Standards) The principal accounting policies are set out below.
(Amendment) Rules, 2016 and the Companies (Indian
Accounting Standards) (Amendment) Rules, 2017. 3.3 Basis of consolidation
The consolidated financial statements incorporate the financial
The financial statements comply in all material aspects with Ind
statements of the Company and its subsidiaries. Control is
AS notified under Section 133 of the Companies Act, 2013 (the
achieved when the Company:-
Act) [Companies (Indian Accounting Standards) Rules, 2015]
and other relevant provisions of the act.
has power over the investee;
3.2 Basis of preparation and presentation
is exposed, or has rights, to variable returns from its
The consolidated financial statements have been prepared on involvement with the investee; and
the historical cost basis except for certain financial instruments
and employee benefit obligations that are measured at fair has the ability to use its power to affect its returns.
values at the end of each reporting period, as explained in the
accounting policies below. The Company reassesses whether or not it controls an investee
if facts and circumstances indicate that there are changes to
Historical cost is generally based on the fair value of the one or more of the three elements of control listed above.
consideration given in exchange for goods and services.
When the Company has less than a majority of the voting rights
The functional currency of the Company is the Indian rupee. of an investee, it has power over the investee when the voting
These consolidated financial statements are presented rights are sufficient to give it the practical ability to direct the
in Indian rupees. For each entity (subsidiaries), the group relevant activities of the investee unilaterally. The Company
determines the functional currency and items included in the considers all relevant facts and circumstances in assessing
financial statements of each entity are measured using that whether or not the Company’s voting rights in an investee are
functional currency. sufficient to give it power, including:
Fair value is the price that would be received to sell an asset the size of the Company’s holding of voting rights relative
or paid to transfer a liability in an orderly transaction between to the size and dispersion of holdings of the other vote
market participants at the measurement date. Fair value for holders;
measurement and/or disclosure purposes in these consolidated
financial statements is determined on such a basis, except for potential voting rights held by the Company, other vote
leasing transactions that are within the scope of Ind AS 17, holders or other parties;
‘Leases’ and measurements that have some similarities to fair
value but are not fair value, such as net realisable value in Ind rights arising from other contractual arrangements; and
AS 2 ‘Inventories’ or value in use in Ind AS 36 ‘Impairment of
Assets’, as applicable. any additional facts and circumstances that indicate that the
Company has, or does not have, the current ability to direct the
In addition, for financial reporting purposes, fair value relevant activities at the time that decisions need to be made,
measurements are categorised into Level 1, 2, or 3 based on including voting patterns at previous shareholders’ meetings.
the degree to which the inputs to the fair value measurements
Company Overview Statutory Reports Financial Statements
121
NOTES
forming part of the Consolidated Financial Statements as at and for the year ended March 31, 2018
Consolidation of a subsidiary begins when the Company When necessary, adjustments are made to the financial
obtains control over the subsidiary and ceases when the statements of subsidiaries to bring their accounting policies
Company loses control of the subsidiary. Specifically, income into line with the Group’s accounting policies. All intragroup
and expenses of a subsidiary acquired or disposed of during assets and liabilities, equity, income, expenses, and cash
the year are included in the Consolidated Statement of Profit flows relating to transactions between members of the Group
and Loss from the date the Company gains control until the are eliminated in full on consolidation. Unrealised gains
date when the Company ceases to control the subsidiary. on transactions between group companies are eliminated.
Unrealised losses are also eliminated unless transaction
Profit or loss and each component’s other comprehensive provides evidence of an impairment of the transferred asset.
income are attributed to the owners of the Company and to
the non-controlling interests. Total comprehensive income of Changes in the Group’s ownership interests in subsidiaries that
subsidiaries is attributed to the owners of the Company and do not result in the Group losing control over the subsidiaries
to the non-controlling interests even if this results in the non- are accounted for as equity transactions. The carrying amounts
controlling interests having a deficit balance. of the Group’s interests and the non-controlling interests are
adjusted to reflect the changes in their relative interests in the
The financial statements of the Company and its Subsidiary subsidiaries. Any difference between the amount by which the
Companies have been consolidated on a line-by-line basis non-controlling interests are adjusted and the fair value of the
by adding together like items of assets, liabilities, income consideration paid or received is recognised directly in equity
and expenses. The financial statements of the subsidiary and attributed to owners of the Company.
companies used in the consolidation are drawn up to the same
reporting date as that of the Company.
The following subsidiaries have been considered in preparation of the consolidated financial statements:
*Merged with SAE Tower Holdings LLC, Delaware on September 29, 2017.
122 KEC International Limited Annual Report 2017-18
NOTES
forming part of the Consolidated Financial Statements as at and for the year ended March 31, 2018
Goodwill is measured as the excess of the sum of the 4. its share of the revenue from the sale of the output by the
consideration transferred, the amount of any non-controlling joint operation; and
interests in the acquiree, and the fair value of the acquirer’s
previously held equity interest in the acquiree (if any) over the 5. its expenses, including its share of any expenses incurred
net of the acquisition-date amounts of the identifiable assets jointly.
acquired and the liabilities assumed.
The Group accounts for the assets, liabilities, revenues,
3.5 Goodwill and expenses relating to its interest in a joint operation in
accordance with the Ind AS applicable to the particular assets,
Goodwill arising on an acquisition of a business is carried at
liabilities, revenues, and expenses.
cost as established at the date of acquisition of the business
(see Note 3.4 above) less accumulated impairment losses, if
When a group entity transacts with a joint operation in which a
any. Goodwill is not amortised but it is tested for impairment.
group entity is a joint operator (such as a sale or contribution
of assets), the Group is considered to be conducting the
For the purposes of impairment testing, goodwill is allocated to
transaction with the other parties to the joint operation, and
each of the Group’s cash-generating units (or groups of cash-
gains and losses resulting from the transactions are recognised
generating units) that is expected to benefit from the synergies
in the Group’s consolidated financial statements only to the
of the combination.
extent of other parties’ interests in the joint operation.
A cash-generating unit to which goodwill has been allocated is
When a group entity transacts with a joint operation in which a
tested for impairment annually, or more frequently when there
group entity is a joint operator (such as a purchase of assets),
is an indication that the unit may be impaired. If the recoverable
the Group does not recognise its share of the gains and losses
amount of the cash-generating unit is less than its carrying
until it resells those assets to a third party.
amount, the impairment loss is allocated first to reduce the
carrying amount of any goodwill allocated to the unit and then
3.7 Non-current assets held for sale
to the other assets of the unit pro rata based on the carrying
amount of each asset in the unit. Any impairment loss for Non-current assets and disposal groups are classified as held
goodwill is recognised directly in the Consolidated Statement for sale if their carrying amount will be recovered principally
of Profit and Loss. An impairment loss recognised for goodwill through a sale transaction rather than through continuing use.
is not reversed in subsequent periods. This condition is regarded as met only when the asset (or
Company Overview Statutory Reports Financial Statements
123
NOTES
forming part of the Consolidated Financial Statements as at and for the year ended March 31, 2018
disposal group) is available for immediate sale in its present contract work, claims and incentive payments are included to
condition subject only to terms that are usual and customary the extent that the amount can be measured reliably and its
for sales of such asset (or disposal group) and its sale is highly receipt is considered probable.
probable. Management must be committed to the sale, which
should be expected to qualify for recognition as a completed The outcome of a construction contract is considered as
sale within one year from the date of classification. estimated reliably when all critical approvals necessary for
commencement of the project have been obtained.
Non-current assets (and disposal groups) classified as held for
sale are measured at the lower of their carrying amount and fair When the outcome of a construction contract cannot be
value less costs to sell. estimated reliably, contract revenue is recognised to the extent
of contract costs incurred that it is probable to be recovered.
3.8 Revenue recognition Contract costs are recognised as expenses in the period in
which they are incurred.
Revenue is measured at the fair value of the consideration
received or receivable. Amounts disclosed as revenue are
When it is probable that total contract costs will exceed total
inclusive of excise duty and net of returns, trade allowances,
contract revenue, the expected loss is recognised as an
rebates, VAT / GST and amounts collected on behalf of third
expense immediately.
parties.
When contract costs incurred to date plus recognised profits
The Group recognises revenue when the amount of revenue
less recognised losses exceed progress billings, the surplus
can be measured reliably, it is probable that the economic
is shown as amounts due from customers for contract work.
benefit will flow to the Group and specific criteria’s have been
For contracts where progress billings exceed contract costs
met for each of the Group’s activities as described below:
incurred to date plus recognised profits less recognised
losses, the surplus is shown as the amounts due to customers
3.8.1. Sale of goods
for contract work. Amounts received before the related work
Revenue from the sale of goods is recognised when the goods
is performed are included in the consolidated balance sheet,
are delivered and titles have passed, at which time all the
as a liability, as advances received. Amounts billed for work
following conditions are satisfied:
performed but not yet paid by the customer are included in the
consolidated balance sheet under trade receivables.
the Group has transferred to the buyer the significant
risks and rewards of ownership of the goods;
Liquidated damages / penalties are accounted as per the
contract terms wherever there is a delayed delivery attributable
the Group retains neither continuing managerial
to the Group.
involvement to the degree usually associated with
ownership nor effective control over the goods sold; and
3.8.4 Dividend and interest income
Dividend income is recognised when the right to receive
the costs incurred or to be incurred in respect of the
payment has been established.
transaction can be measured reliably.
Interest income is recognised using effective interest method.
3.8.2 Rendering of services:
Sale of services is recognised in the accounting period in
3.8.5 Export benefits
which the services are rendered.
Export benefits under Mercantile Export from India Incentive
Scheme (MEIS) and Duty Drawback benefits are accounted
Revenue from operation and maintenance (O&M)
as revenue on accrual basis as and when export of goods
contracts is recognised on pro rata basis for the duration
take place.
of the O&M contracts.
3.8.6 Revenue from service concession arrangements (SCA):-
3.8.3 Construction contracts:
The Group through its subsidiary builds infrastructure assets
When the outcome of a construction contract can be estimated
under public-to-private Service Concession Arrangement
reliably, revenue and costs are recognised by reference to
(SCA) which it operates and maintains for periods specified in
the stage of completion of the contract activity at the end of
the SCA. Under the SCA, where the Subsidiary has acquired
the reporting period, measured based on the proportion of
contractual rights to receive specified determinable amounts,
contract costs incurred for work performed to date relative to
such rights are recognised and classified as “Financial Assets”,
the estimated total contract costs, except where this would
even though payments are contingent on the subsidiary
not be representative of the stage of completion. Variations in
124 KEC International Limited Annual Report 2017-18
NOTES
forming part of the Consolidated Financial Statements as at and for the year ended March 31, 2018
ensuring that the infrastructure meets the specified quality or accounted in the year in which it is incurred. Contingent rentals
efficiency requirements. Such financial assets are classified as arising under operating leases are recognised as an expense in
“Receivables against Service Concession Arrangements”. the period in which they are incurred.
Consideration for various services (i.e. construction or upgrade In the event that lease incentives are received to enter
services, operation and maintenance services, etc.) under the into operating leases, such incentives are recognised as a
SCA is allocated on the basis of costs actually incurred or the liability. The aggregate benefit of incentives is recognised as
estimates of cost of services to be delivered. a reduction of rental expense on a straight-line basis, except
where another systematic basis is more representative of the
The subsidiary has contractual obligations to maintain the time pattern in which economic benefits from the leased asset
infrastructure to a specified level of serviceability or restore the are consumed.
infrastructure to a specified condition before it is handed over
to the grantor of the SCA. Such obligations are measured at 3.10 Foreign currencies
the best estimate of the expenditure that would be required
In preparing these consolidated financial statements, the
to settle the obligation at the balance sheet date. Such costs
Group has applied following policies:
are recognised in the period in which such costs are actually
incurred.
A) Foreign Branches of the Company:-
1. Income and expense items are translated at the
Revenue from financial asset is recognised in the Consolidated
average exchange rate and all resulting exchange
Statement of Profit and Loss as interest, finance income
differences are are recognised in the Statement of
calculated using the effective interest method from the year
Profit and Loss.
in which construction activities are started. Revenue from
operating and maintenance services and from overlay services
2. Non-monetary assets and liabilities are measured
is recognised in the period in which such services are rendered.
in terms of historical cost in foreign currencies
and are not translated at the rates prevailing at the
The subsidiary recognises and measures revenue, costs and
reporting period. Foreign currency denominated
margin for providing construction services during the period of
monetary assets and liabilities are translated at the
construction of the infrastructure, on the same basis as that for
rates prevailing at the end of each reporting period.
construction contract referred to in Note 3.9.3.
Exchange differences on translations are recognised
in the Consolidated Statement of Profit and Loss.
3.9 Leasing
Leases are classified as finance leases whenever the terms B) Joint Operations and subsidiaries outside India with
of the lease transfer substantially all the risks and rewards functional currency other than presentation currency:
of ownership to the lessee. All other leases are classified as 1. Assets and liabilities, both monetary and non-
operating leases. monetary are translated at the rates prevailing at the
end of each reporting period.
Assets held under finance leases are initially recognised as
assets of the Group at their fair value at the inception of the 2.
Income and expense items are translated at the
lease or, if lower, at the present value of the minimum lease average exchange rate and all resulting exchange
payments. The corresponding rental obligations (net of finance differences are accumulated in the foreign currency
charges) to the lessor is included in the consolidated balance translation reserve in the statement of changes in
sheet as a finance lease obligation. equity.
Lease payments are apportioned between finance expenses C) Other foreign currency transactions:
and reduction of the lease obligation so as to achieve a Foreign currency transactions are translated into the
constant rate of interest on the remaining balance of the functional currency using the exchange rates at the dates
liability. Contingent rentals are recognised as expenses in the of the transactions. Foreign exchange gain and losses
periods in which they are incurred. resulting from the settlement of such transactions and from
translation of monetary assets and liabilities denominated
Rental expense from operating leases is generally recognised in foreign currency at the year end exchange rate are
on a straight-line basis over the term of the relevant lease. generally recognised in profit or loss. Non-monetary
Where the rentals are structured solely to increase in line with items carried at fair value that are denominated in foreign
expected general inflation to compensate for the lessor’s currencies are retranslated at the rates prevailing at the
expected inflationary cost increases, such increases are date when the fair value was determined.
Company Overview Statutory Reports Financial Statements
125
NOTES
forming part of the Consolidated Financial Statements as at and for the year ended March 31, 2018
NOTES
forming part of the Consolidated Financial Statements as at and for the year ended March 31, 2018
service cost (including current service cost, past service Consolidated Statement of Profit and Loss because of items of
cost, as well as gains and losses on curtailments and income or expense that are taxable or deductible in other years
settlements); and items that are never taxable or deductible. The Group’s
current tax is calculated using tax rates that have been enacted
net interest expense or income; and or substantively enacted by the end of the reporting period in
the countries where the Group operates and generates taxable
remeasurement income. Management periodically evaluates positions taken in
tax returns with respect to situations in which applicable tax
The Group presents the first two components of defined regulations is subject to interpretation. It establishes provisions,
benefit costs in the Consolidated Statement of Profit and Loss where appropriate, on the basis of amounts expected to be
in the line item ‘Employee benefits expense’. Curtailment gains paid to the tax authorities.
and losses are accounted for as past service costs.
3.13.2 Deferred tax
The retirement benefit obligation recognised in the Consolidated Deferred tax is recognised on temporary differences
Balance Sheet represents the actual deficit or surplus in the between the carrying amounts of assets and liabilities in the
Group’s defined benefit plans. Any surplus resulting from this consolidated financial statements and the corresponding tax
calculation is limited to the present value of any economic bases used in the computation of taxable profit. Deferred tax
benefits available in the form of refunds from the plans or liabilities are generally recognised for all taxable temporary
reductions in future contributions to the plans. differences. Deferred tax assets are generally recognised for
all deductible temporary differences to the extent that it is
3.12.2Short-term employee benefits and other long-term probable that taxable profits will be available against which
employee benefits: those deductible temporary differences can be utilised. Such
A liability is recognised for benefits accruing to employees deferred tax assets and liabilities are not recognised if the
in respect of wages and salaries and annual leave, that are temporary difference arises from the initial recognition (other
expected to be settled wholly within twelve month after the than in a business combination) of assets and liabilities in
end of the period in which the employee render the related a transaction that affects neither the taxable profit nor the
services are recognised in respect of employees’ services up accounting profit. In addition, deferred tax liabilities are not
to the end of the reporting period and are measured at the recognised if the temporary difference arises from the initial
amounts expected to be paid when the liabilities are settled. recognition of goodwill.
Liabilities recognised in respect of short-term employee Deferred tax liabilities are recognised for taxable temporary
benefits are measured at the undiscounted amount of the differences associated with investments in subsidiaries and
benefits expected to be paid in exchange for the related associates, and interests in joint ventures, except where
service. the Group is able to control the reversal of the temporary
difference and it is probable that the temporary difference
Liabilities recognised in respect of other long-term employee will not reverse in the foreseeable future. Deferred tax assets
benefits are measured using the projected unit credit method, arising from deductible temporary differences associated
with actuarial valuations being carried out at the end of each with such investments and interests are only recognised
annual reporting period. to the extent that it is probable that there will be sufficient
taxable profits against which to utilise the benefits of the
Re-measurements as a result of experience adjustments and temporary differences and they are expected to reverse in the
changes in actuarial assumptions are recognised in profit and foreseeable future.
loss. The obligations are presented as current liabilities in the
balance sheet, if the entity does not have an unconditional The carrying amount of deferred tax assets is reviewed at the
right to defer settlement for at least twelve months after the end of each reporting period and reduced to the extent that
reporting period, regardless of when the actual settlement is it is no longer probable that sufficient taxable profits will be
expected to occur. available to allow all or part of the asset to be recovered.
3.13 Taxation Deferred tax liabilities and assets are measured at the tax rates
that are expected to apply in the period in which the liability is
Income tax expense represents the sum of the tax currently
settled or the asset realised, based on tax rates (and tax laws)
payable and deferred tax.
that have been enacted or substantively enacted by the end of
the reporting period.
3.13.1 Current tax
The tax currently payable is based on taxable profit for the year.
The measurement of deferred tax liabilities and assets reflects
Taxable profit differs from ‘profit before tax’ as reported in the
the tax consequences that would follow from the manner in
Company Overview Statutory Reports Financial Statements
127
NOTES
forming part of the Consolidated Financial Statements as at and for the year ended March 31, 2018
which the Group expects, at the end of the reporting period, to 3.14 Property, plant and equipment
recover or settle the carrying amount of its assets and liabilities.
Land and buildings held for use in the production or supply of
goods or services, or for administrative purposes, are stated
Dividend distribution tax paid on the dividends is recognised
in the consolidated balance sheet at cost less accumulated
consistently with the presentation of the transaction that
depreciation and accumulated impairment losses, if any.
creates the income tax consequence. Dividend distribution
Freehold land is not depreciated. Leasehold land is amortised
tax is charged to consolidated statement of profit and loss if
over the remaining period of the lease.
the dividend itself is charged to statement of profit and loss.
If the dividend is recognised in equity, the presentation of
Properties in the course of construction for production,
dividend distribution tax is recognised in equity. The dividend
supply or administrative purposes are carried at cost, less any
distribution tax paid by the subsidiaries for which the set off
recognised impairment loss, if any. Cost includes professional
has been availed by the Parent company has been recognized
fees and, for qualifying assets, borrowing costs capitalised
in equity.
in accordance with the Company’s accounting policy. Such
properties are classified to the appropriate categories of
Deferred tax liabilities are not recognised for temporary
property, plant and equipment when completed and ready for
differences between the carrying amount and tax bases of
intended use. Depreciation of these assets, on the same basis
investments in subsidiaries, associates and interest in joint
as other property assets, commences when the assets are
arrangements where the Group is able to control the timing of
ready for their intended use.
the reversal of the temporary differences and it is probable that
the differences will not reverse in the foreseeable future.
Fixtures and equipment are stated at cost less accumulated
depreciation and accumulated impairment losses, if any.
Deferred tax assets are not recognised for temporary
differences between the carrying amount and tax bases of
Depreciation is recognised so as to write off the cost of assets
investments in subsidiaries, associates and interest in joint
(other than freehold land) less their residual values over their
arrangements where it is not probable that the differences
useful lives, using the straight-line method. The estimated
will reverse in the foreseeable future and taxable profit will
useful lives, residual values and depreciation method are
not be available against which the temporary difference can
reviewed at the end of each reporting period, with the effect of
be utilised.
any changes in estimate accounted for on a prospective basis.
Deferred tax assets and liabilities are offset when there is a
Assets held under finance leases are depreciated over the
legally enforceable right to offset current tax assets and
asset’s useful life or over the shorter of the asset’s useful life
liabilities and when the deferred tax balances relate to the
and the lease term if there is no reasonable certainty that the
same taxation authority. Current tax assets and liabilities are
group will obtained ownership at the end of the lease term.
offset where the entity has a legally enforceable right to offset
and intends either to settle on a net basis, or to realise the
Depreciation on other items of Property, Plant and Equipment
asset and settle the liabilities simultaneously.
has been provided on the straight-line method as per the useful
life as estimated by the Management. The estimate of the useful
Minimum Alternate Tax (MAT) in accordance with the tax laws,
life of the assets has been based on technical advice, taking
which gives future economic benefits in the form of adjustment
into account the nature of the asset, the estimated usage of
to future income tax liability, is considered as deferred tax
the asset, the operating conditions of the asset, past history
asset if there is convincing evidence that the Company
of replacement, anticipated technological changes, etc. The
will pay normal income tax against which the MAT paid will
estimated useful life of these Property, Plant and Equipment is
be adjusted.
mentioned below:
3.13.3 Current and deferred tax for the year Estimated useful
Current and deferred tax are recognised in the Consolidated Particulars
life (in years)
Statement of Profit and Loss, except when they relate to items Buildings (including roads and temporary 3- 60
that are recognised in other comprehensive income or directly structures)
in equity, in which case, the current and deferred tax are also Plant and Equipment/ Office Equipment 3-23
recognised in other comprehensive income or directly in equity Erection tools 3-5
respectively. Where current tax or deferred tax arises from the Furniture and Fixtures 10
initial accounting for a business combination, the tax effect is Vehicles 4-8
included in the accounting for the business combination. Computers 3-6
128 KEC International Limited Annual Report 2017-18
NOTES
forming part of the Consolidated Financial Statements as at and for the year ended March 31, 2018
An item of property, plant and equipment is derecognised upon proceeds and the carrying amount of the asset, are recognised
disposal or when no future economic benefits are expected in the Consolidated Statement of Profit and Loss when the
to arise from the continued use of the asset. Any gain or loss asset is derecognised.
arising on the disposal or retirement of an item of property,
plant and equipment is determined as the difference between 3.15.5 Useful lives of intangible assets
the sales proceeds and the carrying amount of the asset and is Brand in respect of the power transmission business acquired
recognised in the Consolidated Statement of Profit and Loss. under the High Court approved Composite Scheme of
Arrangement in an earlier year is amortised by the Company in
3.15 Intangible assets terms of the said Scheme over its useful life, which based on
an expert opinion is estimated to of 20 years. Brand in respect
3.15.1 Intangible assets acquired separately
of the railway signalling business transferred to the Company
Intangible assets with finite useful lives that are acquired
pursuant to the High Court approved Scheme of Amalgamation
separately are carried at cost less accumulated amortisation
is amortised over 10 year being its useful life, as estimated by
and accumulated impairment losses, if any. Amortisation is
the management.
recognised on a straight-line basis over their estimated useful
lives. The estimated useful life and amortisation method
Computer Software are amortised on straight line basis over
are reviewed at the end of each reporting period, with the
the estimated useful life ranging between 3-6 years.
effect of any changes in estimate being accounted for on a
prospective basis.
3.16 Impairment of tangible and intangible assets other than
goodwill
3.15.2 Intangible assets acquired in a business combination
Intangible assets acquired in a business combination and At the end of each reporting period, the Group reviews the
recognised separately from goodwill are initially recognised at carrying amounts of its tangible and intangible assets to
their fair value at the acquisition date (which is regarded as determine whether there is any indication that those assets
their cost). have suffered an impairment loss. If any such indication exists,
the recoverable amount of the asset is estimated in order to
Subsequent to initial recognition, intangible assets acquired in determine the extent of the impairment loss (if any). When
a business combination are reported at cost less accumulated it is not possible to estimate the recoverable amount of an
amortisation and accumulated impairment losses, on the same individual asset, the Group estimates the recoverable amount
basis as intangible assets that are acquired separately. of the cash-generating unit to which the asset belongs.
3.15.3 Research and development costs If the recoverable amount of an asset (or cash-generating unit)
Research costs are expensed as incurred. Development is estimated to be less than its carrying amount, the carrying
expenditures on an individual project are recognized as an amount of the asset (or cash-generating unit) is reduced to
intangible asset when the Group can demonstrate: its recoverable amount. An impairment loss is recognised
immediately in the Consolidated Statement of Profit and Loss.
The technical feasibility of completing the intangible asset
so that the asset will be available for use or sale; When an impairment loss subsequently reverses, the carrying
amount of the asset (or a cash-generating unit) is increased
Its intention to complete and its ability and intention to to the revised estimate of its recoverable amount, but so that
use or sell the asset; the increased carrying amount does not exceed the carrying
amount that would have been determined had no impairment
How the asset will generate future economic benefits; loss been recognised for the asset (or cash-generating unit)
in prior years. A reversal of an impairment loss is recognised
The availability of resources to complete the asset; immediately in the Consolidated Statement of Profit and Loss.
NOTES
forming part of the Consolidated Financial Statements as at and for the year ended March 31, 2018
NOTES
forming part of the Consolidated Financial Statements as at and for the year ended March 31, 2018
3.21.3 Impairment of financial assets 3.22.3.1 Financial liabilities subsequently measured at amortised
The Group recognizes loss allowances using the expected cost
credit loss (ECL) model for the financial assets which are not
Financial liabilities that are not held-for-trading and are not
fair valued through profit or loss. Loss allowance for all financial
designated as at FVTPL are measured at amortised cost
assets is measured at an amount equal to lifetime ECL. The
at the end of subsequent accounting periods. The carrying
Group has used practical expedient by computing expected
amounts of financial liabilities that are subsequently measured
credit loss allowance for trade receivable by taking into
at amortised cost are determined based on the effective
consideration historical credit loss experience and adjusted
interest method.
for forward looking information. The amount of expected credit
losses (or reversal) that is required to adjust the loss allowance
3.22.3.2 Financial guarantee contracts
at the reporting date is recognized as an impairment gain or
loss in the Consolidated Statement of Profit and Loss. A financial guarantee contract is a contract that requires the
issuer to make specified payments to reimburse the holder
3.21.4 Derecognition of financial assets for a loss it incurs because a specified debtor fails to make
The Group derecognises a financial asset when the contractual payments when due in accordance with the terms of a debt
rights to the cash flows from the asset expire, or when it transfers instrument.
the financial asset and substantially all the risks and rewards of
ownership of the asset to another party. On derecognition of a Financial guarantee contracts issued by a group entity are
financial asset in its entirety, the difference between the asset’s initially measured at their fair value and, if not designated as at
carrying amount and the sum of the consideration received FVTPL, are subsequently measured at the higher of:
and receivable and the cumulative gain or loss that had been
recognised in other comprehensive income and accumulated the amount of loss allowance determined in accordance
in equity is recognised in the Consolidated Statement of Profit with impairment requirements of Ind AS 109; and
and Loss if such gain or loss would have otherwise been
recognised in the Consolidated Statement of Profit and Loss the amount initially recognised less, when appropriate, the
on disposal of that financial asset. cumulative amount of income recognised in accordance
with the principles of Ind AS 18, ‘Revenue’.
3.21.5 Foreign exchange gains and losses
The fair value of financial assets denominated in a foreign 3.22.3.3 Foreign exchange gains and losses
currency is determined in that foreign currency and translated
For financial liabilities that are denominated in a foreign
at the spot rate at the end of each reporting period.
currency and are measured at amortised cost at the end of
each reporting period, the foreign exchange gains and losses
For foreign currency denominated financial assets measured
are determined based on the amortised cost of the instruments
at amortised cost, the exchange differences are recognised in
and are included in the Consolidated Statement of Profit
the Consolidated Statement of Profit and Loss except for those
and Loss.
which are designated as hedging instruments in a hedging
relationship.
The fair value of financial liabilities denominated in a foreign
currency is determined in that foreign currency and translated
3.22 Financial liabilities and equity instruments
at the spot rate at the end of the reporting period.
3.22.1 Classification as debt or equity
Debt and equity instruments issued by a group entity are 3.22.3.4 Derecognition of financial liabilities
classified as either financial liabilities or as equity in accordance
The Group derecognises financial liabilities when, and only
with the substance of the contractual arrangements and the
when, the Group’s obligations are discharged, cancelled
definitions of a financial liability and an equity instrument.
or have expired. An exchange with a new lender of debt
instruments with substantially different terms is accounted for
3.22.2 Equity instruments
as an extinguishment of the original financial liability and the
An equity instrument is any contract that evidences a
recognition of a new financial liability. Similarly, a substantial
residual interest in the assets of an entity after deducting all
modification of the terms of an existing financial liability
of its liabilities. Equity instruments issued by the Group are
(whether or not attributable to the financial difficulty of the
recognised at the proceeds received, net of direct issue costs.
debtor) is accounted for as an extinguishment of the original
Company Overview Statutory Reports Financial Statements
131
NOTES
forming part of the Consolidated Financial Statements as at and for the year ended March 31, 2018
financial liability and the recognition of a new financial liability. recognised in other comprehensive income and accumulated
The difference between the carrying amount of the financial under the heading of cash flow hedging reserve. The gain or
liability derecognised and the consideration paid and payable loss relating to the ineffective portion is recognised immediately
is recognised in the Consolidated Statement of Profit and Loss. in the Consolidated Statement of Profit and Loss.
NOTES
forming part of the Consolidated Financial Statements as at and for the year ended March 31, 2018
by the weighted average number of equity shares iii) KEC – ASSB JV
outstanding during the financial year, adjusted for bonus
iv) KEC – ASIAKOM – UB JV
elements in equity shares issued during the year and
excluding treasury shares. v) KEC – ASIAKOM JV
vi) KEC – DELCO – VARAHA JV
Diluted earnings per share adjusts the figures used in the
determination of basic earnings per share to take into account: vii) KEC – VARAHA – KHAZANA JV
viii) KEC – VALECHA – DELCO JV
the after income tax effect of interest and other financing
costs associated with dilutive potential equity shares and ix) KEC – SIDHARTH JV
x) KEC – TRIVENI – KPIPL JV
the weighted average number of additional equity
shares that would have been outstanding assuming the xi) KEC – UNIVERSAL JV
conversion of all dilutive potential equity shares.
xii) KEC – DELCO – DUSTAN JV
3.28 Rounding of amounts xiii) KEC – ANPR – KPIPL JV
All amounts disclosed in the financial statements and xiv) KEC – PLR – KPIPL JV
notes have been rounded off to the nearest lakh as per the
xv) KEC – BJCL JV
requirement of Schedule III, unless otherwise stated.
xvi) KEC – KIEL JV
4. CRITICAL ESTIMATES AND JUDGEMENTS
xvii) KEC – ABEPL JV
In the application of the Group’s accounting policies, which are
xviii) KEC – TNR Infra JV
described in Note 3, the directors of the Company are required
to make judgements, estimates and assumptions about the xix) KEC – SMC JV
carrying amounts of assets and liabilities that are not readily
xx) KEC – WATERLEAU JV
apparent from other sources. The estimates and associated
assumptions are based on historical experience and other
* KEC International Limited (Company) held 49% share capital
factors that are considered to be relevant. Actual results may
of Al Sharif Group and KEC Ltd. Company, Saudi Arabia (“Al
differ from these estimates.
Sharif JV”), having a joint arrangement located in Saudi Arabia,
with the JV partner Al Sharif Group (ASG) [also refer Note 43].
The estimates and underlying assumptions are reviewed
On March 26, 2018, the Company has acquired additional
on an ongoing basis. Revisions to accounting estimates are
6,300 shares representing 2.10% of the total share capital
recognised in the period in which the estimate is revised if the
of Al Sharif JV. Pursuant to acquisition of these additional
revision affects only that period, or in the period of the revision
shares, Company’s shareholding in the joint arrangement has
and future periods if the revision affects both current and
increased to 51.10%. By virtue of increase in shareholding, Al
future periods.
Sharif JV has become subsidiary of the Company as per the
definition of ‘subsidiary’ under the Companies Act, 2013.
The following are the critical estimates and judgements, that
have the significant effect on the amounts recognised in the
Al Sharif JV is a limited liability company whose legal form
consolidated financial statements.
confers separation between the parties to the joint arrangement
and the Company itself, the internal agreements (contractual
4.1 Classification of Joint Arrangement as a Joint
arrangements) entered into between the parties to the joint
Operation
arrangements for execution of projects (turnkey contracts)
In terms of Ind AS 111, ‘Joint Arrangement’ the following reverses or modifies the rights and obligations conferred by
joint arrangements of the Company have been classified as the legal form and establishes and define their respective rights
joint operations in the Standalone Financial Statements of the and obligations on these projects. As per these contractual
Company as the contractual arrangements between the parties arrangements, the parties to the joint arrangement have rights
specify that parties have rights to the assets, and obligations to the assets, and obligations for the liabilities, relating to the
for the liabilities, relating to the arrangement: arrangement.
i) Al-Sharif Group and KEC Ltd. Company, Saudi Arabia* Accordingly, for financial reporting purposes, Al Sharif JV is
[refer Note 46] classified as jointly controlled operation as per the requirements
of Ind AS 111 Joint Arrangements.
ii) EJP KEC Joint Venture, South Africa
Company Overview Statutory Reports Financial Statements
133
NOTES
forming part of the Consolidated Financial Statements as at and for the year ended March 31, 2018
4.2 Revenue recognition for construction contracts tax positions are measured at the amount expected to be paid
to taxation authorities when the Company determines that the
As described in Note 3.9.3, revenue and costs in respect of
probable outflow of economic resources will occur. Where the
construction contracts are recognised by reference to the
final tax outcome of these matters is different from the amounts
stage of completion of the contract activity at the end of
that were initially recorded, such differences will impact the
the reporting period, measured based on the proportion of
current and deferred income tax assets and liabilities in the
contract costs incurred for work performed to date relative to
period in which such determination is made.
the estimated total contract costs, except where this would
not be representative of the stage of completion. Variations in
4.6 Impairment of trade receivables
contract work, claims and incentive payments are included to
the extent that the amount can be measured reliably and its The impairment provisions for trade receivables are based on
receipt is considered probable. When it is probable that total assumptions about risk of default and expected loss rates.
contract costs will exceed total contract revenue, the expected The Group uses judgement in making these assumptions and
loss is recognised as an expense immediately. selecting the inputs to the impairment calculation, based on
Group’s past history, existing market conditions as well as
4.3
Useful lives of property, plant and equipment and forward looking estimates at the end of each reporting period.
intangible assets
4.7 Defined benefit obligations
As described in Notes 3.15 and 3.16 above, the Group reviews
the estimated useful lives of property, plant and equipment and The present value of defined benefit obligations is determined
intangible assets at the end of each reporting period. There was by discounting the estimated future cash outflows by reference
no change in the useful life of property, plant and equipment to market yields at the end of reporting period that have terms
and intangible assets as compared to previous year. approximating to the terms of the related obligation.
` in Lakh
134
Plant and
Vehicles
Equipment Furniture
Freehold Plant and Erection (under Office
Particulars Leasehold Buildings^ (under and Vehicles Total
Land ^ Equipment Tools finance Equipment Computers
Land finance Fixtures
lease)
NOTES
lease)
Gross Carrying Amount
As at April 1, 2016 13,642.78 5,008.00 24,139.16 61,272.05 2,781.31 7,581.63 2,302.29 4,614.51 1,364.82 1,095.55 2,994.73 126,796.83
Additions - - 249.12 2,540.74 33.36 1,080.79 195.73 452.34 - 86.36 438.31 5,076.75
Disposal - - 362.93 1,564.53 17.13 1,155.09 305.86 670.53 - 134.68 415.53 4,626.28
Adjustments (11.72) - 34.07 405.66 (36.46) (33.29) 32.77 (17.70) (28.32) (2.41) 31.03 373.63
As at March 31, 2017 13,631.06 5,008.00 24,059.42 62,653.92 2,761.08 7,474.04 2,224.93 4,378.62 1,336.50 1,044.82 3,048.54 127,620.93
Additions - - 372.07 2,022.73 37.42 3,111.01 538.56 415.32 - 85.65 594.59 7,177.35
Disposal - - 37.45 891.34 57.25 1,748.46 1.61 187.23 - 25.02 39.55 2,987.91
Adjustments (23.74) - (46.57) 128.34 73.41 9.38 39.72 3.18 6.71 0.42 (5.77) 185.08
As at March 31, 2018 13,607.32 5,008.00 24,347.47 63,913.65 2,814.66 8,845.97 2,801.60 4,609.89 1,343.21 1,105.87 3,597.81 131,995.45
Accumulated depreciation:
As at April 1, 2016 - 806.73 5,466.22 21,483.03 58.97 231.80 869.29 2,454.46 328.71 573.93 2,066.39 34,339.53
KEC International Limited Annual Report 2017-18
Depreciation expense - 77.50 1,114.25 4,766.16 42.08 3,675.21 259.91 547.96 344.13 158.68 364.02 11,349.90
Disposal - - 289.37 1,229.32 17.13 296.66 290.45 611.58 - 122.89 399.23 3,256.63
Adjustments - - (7.26) 56.61 0.53 (14.63) 13.17 (16.51) (17.33) (1.64) 17.60 30.54
As at March 31, 2017 - 884.23 6,283.84 25,076.48 84.45 3,595.72 851.92 2,374.33 655.51 608.08 2,048.78 42,463.34
Depreciation expense - 77.50 1,082.50 4,509.69 39.22 2,119.75 274.92 430.67 303.61 154.01 419.16 9,411.03
Disposal - - 36.02 754.46 57.25 1,694.99 0.76 165.73 - 22.78 27.14 2,759.13
Adjustments - - (11.66) 17.83 0.65 7.62 (0.41) 3.44 6.46 0.31 (19.96) 4.28
As at March 31, 2018 - 961.73 7,318.66 28,849.54 67.07 4,028.10 1,125.67 2,642.71 965.58 739.62 2,420.84 49,119.52
Net carrying amount
As at March 31, 2017 13,631.06 4,123.77 17,775.58 37,577.44 2,676.63 3,878.32 1,373.01 2,004.29 680.99 436.74 999.76 85,157.59
As at March 31, 2018 13,607.32 4,046.27 17,028.81 35,064.11 2,747.59 4,817.87 1,675.93 1,967.18 377.63 366.25 1,176.97 82,875.93
Note 5.1
^
The title deeds of freehold land and buildings, having gross carrying amount aggregating ` 2,634.79 lakh (as at March 31, 2017 ` 2,634.79 lakh) and net carrying
amount aggregating ` 2,578.08 lakh (as at March 31, 2017 ` 2,582.45 lakh), have been transferred to and vested in the Company, pursuant to the Schemes of
Amalgamation/Arrangement in earlier years and the procedural formalities for transfer in the name of the parent Company in the relevant documents are in process.
Note 5.2
For details of Property, plant and equipment having gross carrying amount aggregating ` 96,702.08 lakh (As at March 31, 2017 ` 89,818.84 lakh), which are pledged
as security for borrowings - Refer Notes 25 and 28.
Note 5.3
Capital work in process mainly comprises new factory building, railway robotic facility being constructed.
Note 5.4
Adjustments represents foreign currency exchange translation adjustment on account of jointly controlled operations and subsidiary which have different
functional currency
forming part of the Consolidated Financial Statements as at and for the year ended March 31, 2018
Company Overview Statutory Reports Financial Statements
135
NOTES
forming part of the Consolidated Financial Statements as at and for the year ended March 31, 2018
NOTE 6 - GOODWILL
` in Lakh
As at As at
Particulars
March 31, 2018 March 31, 2017
Balance at the beginning of the year 19,102.68 19,516.59
Effect of foreign currency exchange difference recognised in other comprehensive income (OCI) 95.75 (413.91)
Balance at the end of year 19,198.43 19,102.68
The Company through its wholly owned subsidiaries, has paid the purchase consideration to obtain the control of business of SAE Tower
Holdings LLC and its subsidiaries (SAE).
On acquisition of SAE, goodwill amounting to ` 13,462.69 lakh was recognised on the acquisition date. This goodwill represents the future
economic benefits that shall enable the Group to enter more geographies and help its overseas business growth by acquisition of SAE
business.
Goodwill is tested for impairment annually in accordance with the Group’s procedure for determining the recoverable amount of such
assets. For the purpose of impairment testing, SAE entire business is considered as one Cash Generating Unit.
The recoverable amount of this Cash Generating Unit is based on value in use. The value in use is determined based on discounted cash
flow projections. The fair value measurement has been categorised as level 3 fair value based on the inputs to the valuation technique
used.
The key assumptions used in the estimation of value in use are set out below.
As at As at
Particulars
March 31, 2018 March 31, 2017
Discount rate 7% 8%
Terminal value growth rate 3% 3%
Period considered for discounting 5 years 5 years
The cash flow projections include specific estimates for five years and terminal growth rate thereafter. The terminal growth rate has been
determined based on management’s estimates of the EBITDA margins at SAE level.
Based on the above, no impairment was identified as of March 31, 2018 and March 31, 2017 as the recoverable value of the cash generating
unit exceeded the carrying value.
136 KEC International Limited Annual Report 2017-18
NOTES
forming part of the Consolidated Financial Statements as at and for the year ended March 31, 2018
` in Lakh
Brands Computer
Particulars Total
(Refer Note 7. 1) softwares
Gross carrying amount
As at April 1, 2016 24,694.77 3,336.60 28,031.37
Additions - 370.38 370.38
Disposal - 392.02 392.02
Adjustments - 42.29 42.29
As at March 31, 2017 24,694.77 3,357.25 28,052.02
Additions - 75.16 75.16
Disposal - - -
Adjustments - 1.54 1.54
As at March 31, 2018 24,694.77 3,433.95 28,128.72
Accumulated amortisation
As at April 1, 2016 13,586.50 2,448.17 16,034.67
Amortisation expense 1,269.50 426.85 1,696.35
Disposal - 339.18 339.18
Adjustments - 45.12 45.12
As at March 31, 2017 14,856.00 2,580.96 17,436.96
Amortisation expense 1,269.50 293.84 1,563.34
Disposal - - -
Adjustments - (17.25) (17.25)
As at March 31, 2018 16,125.50 2,857.55 18,983.05
Net carrying amount
As at March 31, 2017 9,838.77 776.29 10,615.06
As at March 31, 2018 8,569.27 576.40 9,145.67
Note 7.1
Brands include brand of the power transmission business amounting to ` 24,000 lakh which was acquired by the Parent Company under
the High Court approved Composite Scheme of Arrangement (the ‘Scheme’) in an earlier year. In terms of the Scheme, the brand is being
amortised by the Company over its useful life, which based on an expert opinion is estimated to be of 20 years. The carrying amount of the
brand as on March 31, 2018 ` 8,400 lakh (as at March 31, 2017 ` 9,600 lakh) and the remaining amortisation period is 7 years (as at March
31, 2017 - 8 years).
Note 7.2
Adjustments represents foreign currency exchange translation adjustment on account of jointly controlled operations and subsidiary which
have different functional currency.
NOTE 8 - INVESTMENTS
` in Lakh
As at As at
Particulars
March 31, 2018 March 31, 2017
Non-current:
Investment in equity shares (at fair value through other comprehensive income)
Unquoted
4,900 Fully paid Equity Shares of ` 10 each of RP Goenka Group of Companies Employees Welfare 0.49 0.49
Association
0.49 0.49
Aggregate book value of quoted investments and market value thereof - -
Aggregate book value of unquoted investments 0.49 0.49
Aggregate provision for diminution in value of investments - -
Company Overview Statutory Reports Financial Statements
137
NOTES
forming part of the Consolidated Financial Statements as at and for the year ended March 31, 2018
As per Article of Association of the ‘RP Goenka Group of Companies Employees Welfare Association (Company)’, no portion of income
or property shall be paid or transferred directly or indirectly, by way of dividend, bonus or otherwise by way of profit to members of the
Company. Any surplus upon winding up or dissolution of the Company shall not be distributed amongst the members of the Company
but shall be given or transferred to such other Companies having objects similar to the objects of this Company, to be determined by the
members of the Company at or before the time of dissolution or in default thereof, by the High Court of Judicature that has or may acquire
jurisdiction in the matter.
As, there are significant restrictions on the ability of the Company to transfer funds to the Group in the form of cash dividends, the fair value
of the Group’s interest in the Company is concluded to be equal to cost.
` in Lakh
As at As at
Particulars
March 31, 2018 March 31, 2017
Non-current trade receivables - Unsecured
(i) Considered good 546.59 2,640.54
(ii) Doubtful 1,168.53 1,951.08
1,715.12 4,591.62
Less: Allowance for bad and doubtful receivables (expected credit loss allowance)* 1,168.53 1,951.08
546.59 2,640.54
* Movement in the allowance for bad and doubtful receivables (expected credit loss allowance) - Also refer Note - 48.9
Particulars ` in Lakh
Balance as at March 31, 2016 2,398.01
Add: Created during the year 204.25
Less: Utilised during the year 651.18
Balance as at March 31, 2017 1,951.08
Add: Created during the year 278.25
Less: Utilised during the year 1,060.80
Balance as at March 31, 2018 1,168.53
` in Lakh
Particulars As at March 31, 2018 As at March 31, 2017
Non-current
(i) Security deposits 981.82 1,087.13
Less: Allowance for bad and doubtful security deposits * 75.83 34.53
905.99 1,052.60
(ii) Balances with banks to the extent held as margin money or security against 309.56 729.98
borrowings, guarantees and other commitments, which have a maturity
period of more than 12 months from Balance Sheet date
(iv) Amount withheld by customers [Refer Note 52(i)(8)] 1,760.24 4,189.62
Less: Allowance for bad and doubtful receivables (expected credit loss 1,284.70 573.48
allowance) *
475.54 3,616.14
(v) Receivables against Service Concession Arrangement (Refer Note 53) 18,862.42 16,580.08
20,553.51 21,978.80
*Movement in the allowance for bad and doubtful receivables (Expected Credit Loss)/deposits - Also refer Note 48.9
138 KEC International Limited Annual Report 2017-18
NOTES
forming part of the Consolidated Financial Statements as at and for the year ended March 31, 2018
` in Lakh
As at
Particulars
March 31, 2018
Balance as at March 31, 2016 1,230.58
Add: Created during the year -
Less: Released during the year 622.57
Balance as at March 31, 2017 608.01
Add: Created during the year 812.55
Less: Released during the year 60.03
Balance as at March 31, 2018 1,360.53
` in Lakh
As at As at
Particulars
March 31, 2018 March 31, 2017
Income tax payments less liabilities 4,514.95 5,201.21
4,514.95 5,201.21
` in Lakh
Particulars As at March 31, 2018 As at March 31, 2017
(a) Capital Advances 1,050.67 1,021.69
(b) Others
-Service tax cenvat receivable - 608.56
-Excise duty recoverable from Government authorities 2,445.24 2,339.68
-VAT Credit / WCT Receivables 13,159.57 12,037.97
-Prepaid expenses 526.08 607.92
-Export benefits 1,823.84 2,011.48
-Sales tax/ excise duty/ entry tax, etc. paid under protest 1,445.69 1,914.77
-Others (includes amounts towards judicial deposits) 2,270.85 311.37
21,671.27 19,831.75
22,721.94 20,853.44
NOTE 13 - INVENTORIES
` in Lakh
Particulars As at March 31, 2018 As at March 31, 2017
Inventories (lower of cost and net realisable value)
(a) Raw materials
(i) in stock 31,678.90 19,925.36
(ii) in-transit 1,118.43 475.20
32,797.33 20,400.56
(b) Work-in-progress (Refer Note 13.1) 22,024.90 12,876.90
(c) Finished goods 5,196.54 3,858.35
(d) Erection tools and spares 1,396.82 852.73
(e) Scrap 1,325.80 1,478.34
62,741.39 39,466.88
Company Overview Statutory Reports Financial Statements
139
NOTES
forming part of the Consolidated Financial Statements as at and for the year ended March 31, 2018
` in Lakh
As at As at
Particulars
March 31, 2018 March 31, 2017
Towers and structurals 16,962.04 8,893.18
Cables 5,062.86 3,983.72
22,024.90 12,876.90
NOTE 14 - INVESTMENTS
` in Lakh
As at As at
Particulars
March 31, 2018 March 31, 2017
Unquoted - Other investments:
Investments in Commercial Papers 3,929.44 13,039.16
(Carried at fair value through profit or loss)
3,929.44 13,039.16
Notes: Unquoted investments
Aggregate book value of unquoted investments 3,929.44 13,039.16
Aggregate book value of unquoted investments and market value thereof 3,929.44 13,039.16
*Movement in the allowance for bad and doubtful receivables (expected credit loss allowance). Also Refer Note 48.9
` in Lakh
As at
Particulars
March 31, 2018
Balance as at March 31, 2016 2,871.04
Add: Created during the year 2,060.50
Less: Utilised during the year 936.39
Balance as at March 31, 2017 3,995.15
Add: Created during the year 2,661.34
Less: Utilised during the year 897.00
Balance as at March 31, 2018 5,759.49
15.2 Receivable from related party is ` 231.18 (As at March 31, 2017 ` 9.51 lakh) {Refer Note 51 (C)}
140 KEC International Limited Annual Report 2017-18
NOTES
forming part of the Consolidated Financial Statements as at and for the year ended March 31, 2018
` in Lakh
Particulars As at March 31, 2018 As at March 31, 2017
(a) Balances with banks
(i) In current accounts 17,856.13 16,782.59
(ii) In deposit accounts 1,068.40 528.69
18,924.53 17,311.28
(b) Cheques on hand 118.59 0.41
(c) Cash on hand 256.49 241.18
19,299.61 17,552.87
` in Lakh
As at As at
Particulars
March 31, 2018 March 31, 2017
(i) Earmarked balances with banks - unpaid dividend accounts 209.43 209.38
(ii) Bank deposit with original maturity of more than 3 months but less than 12 months 974.39 1,729.58
(iii) Margin Money with original maturity less than 12 months & maturity less then 12 months from Balance 465.28 -
Sheet date
(iv) Balances with banks to the extent held as margin money or security against the borrowings, 2,181.56 1,305.27
guarantees and other commitments.
3,830.66 3,244.23
NOTE 18 - LOANS
` in Lakh
As at As at
Particulars
March 31, 2018 March 31, 2017
Unsecured, considered good
- Loans and advances to Joint operations (net of the Group's share) 3,914.05 4,510.92
- Security deposits 2,130.11 1,729.49
6,044.16 6,240.41
Loans and advances to Joint Operations have been provided by the Group to meet the short term working capital requirements for
execution of projects by the joint operations.
` in Lakh
As at As at
Particulars
March 31, 2018 March 31, 2017
(i) Margin money (bank deposits) with original maturity more than 12 months - 607.14
(ii) Contractually reimbursable expenses 7,165.79 8,671.87
(iii) Amount due from customers for contract work (Refer Note 55 and 57.2) 203,598.50 147,234.74
(iv) Interest accrued on fixed deposits 10.96 18.22
(v) Insurance claims - 2.32
(vi) Mark to market gain on forward and commodity contracts - 563.37
(vii) Receivables against Service Concession Arrangement (Refer Note 53) 2,771.82 -
(viii) Others 25.74 3.73
213,572.81 157,101.39
Company Overview Statutory Reports Financial Statements
141
NOTES
forming part of the Consolidated Financial Statements as at and for the year ended March 31, 2018
` in Lakh
As at As at
Particulars
March 31, 2018 March 31, 2017
Income tax payments less liabilities 9,961.79 5,416.41
9,961.79 5,416.41
` in Lakh
As at As at
Particulars
March 31, 2018 March 31, 2017
Others
- Advances to suppliers 10,625.70 10,851.73
- Employee advances 516.23 344.80
- Cenvat / Service tax input credit receivable 154.28 4,638.15
- Amount due as refund of custom duty 370.36 1,448.64
- Excise duty recoverable from Government authorities 133.79 2,300.95
- VAT credit / WCT receivables 14,480.98 12,731.90
- GST/Excise rebate receivable on exports 1,461.86 -
- GST receivable 20,772.04 -
- Prepaid expenses 8,724.66 7,745.05
- Export benefits 3,125.77 3,017.86
- Assets classified as held for sale (Refer Note 21.1) 245.00 245.00
60,610.67 43,324.08
` in Lakh
As at As at
Particulars
March 31, 2018 March 31, 2017
Leasehold Land 245.00 245.00
The Company has signed Memorandum of underdtanding (MOU) against which the Company had received sales consideration amounitng
to ` 940.94 lakh (as at March 31, 2017 ` 940.94 lakh). However, the title and possession of the land is yet to be transferred due to pending
approvals from regulatory authorities.
NOTES
forming part of the Consolidated Financial Statements as at and for the year ended March 31, 2018
22.1 Reconciliation of number of Equity Shares of the Company and amount outstanding at the beginning and at the end
of the year
22.2 Shareholders holding more than 5% Equity Shares in the Company as at the end of the year
22.3 3,750 fully paid up Equity Shares of ` 2 each were allotted to a trustee against 1,688 equity shares of the erstwhile RPG Transmission
Limited (RPGT), since merged in the Company in 2007-08, where rights were kept in abeyance by RPGT. On settlement of the relevant
court cases/issues, the Equity Shares issued to the trustee will be transferred.
22.4 The Company has only one class of Equity Shares having a face value of ` 2 each. Every member shall be entitled to be present, and
to speak and vote and upon a poll the voting right of every member present in person or by proxy shall be in proportion to his share
of the paid- up equity share capital of the Company. The Company in General Meeting may declare dividends to be paid to members,
but no dividends shall exceed the amount recommended by the Board, but the Company in General Meeting may declare a smaller
dividend.
In the event of liquidation of the Company, the holders of Equity Shares will be entitled to receive remaining assets of the Company,
after distribution of all preferential amounts.
NOTE 23 - OTHER EQUITY
` in Lakh
Reserves and Surplus Other Comprehensive Income
obligations)
foreign operations
Note (a) Other items was created on account of share issue expenses of KEC Bikaner Sikar Transmission Private Limited.
Note (b) Capital reserve was created on account of merger of RPG Cables Limited (RPGCL) with the Company pursuant to the Scheme of Amalgamation in the
financial year 2009-2010.
Note (c) Created on acquisition of two subsidiaries, where the net assets were more than the consideration paid in an earlier years
Note (d) Securities premium reserve is used to record the premium on issue of shares. The reserve is utilized in accordance with the provisions of the Companies
Act 2013.
Note (e) This reserve was created for redemption of preference shares. The preference shares were redeemed in the financial years 2007-08 and 2008-09.
Note (f) Debentures redemption reserve is created towards redemption of debentures referred to in Note 25.1
Note (g) This reserve pertains to the Joint Operation at Saudi Arabia. In accordance with the Saudi Arabian Companies law and the Articles of Association, 10 %
of the annual net income is required to be transferred to the Statutory Reserve until the reserve reaches 50 % of the capital of the Joint Operation.
Note (h) General reserve is created from time to time by way of transfer of profits from retained earnings. General reserve is created by a transfer from one
component of equity to another and is not an item of other comprehensive income.
Financial Statements
forming part of the Consolidated Financial Statements as at and for the year ended March 31, 2018
143
144 KEC International Limited Annual Report 2017-18
NOTES
forming part of the Consolidated Financial Statements as at and for the year ended March 31, 2018
` in Lakh
As at As at
Particulars
March 31, 2018 March 31, 2017
Balance at the beginning of the year * *
Share of profit/(loss) for the year * *
Balance at the end of the year * *
NOTE 25 - BORROWINGS
` in Lakh
As at As at
Particulars
March 31, 2018 March 31, 2017
Non-Current
Measured at amortised cost:
I Debentures
Secured (Refer Note 25.1) 28,539.42 26,006.52
II Term loans
(a) From banks
Secured [Refer Note 25.2 (a)] 47,113.76 49,706.29
Less: Current maturities of long-term debt [Refer Note 30 (a)] (7,585.72) (4,980.36)
39,528.04 44,725.93
Unsecured [Refer Note 25.2 (b)] 5,195.46 4,824.99
Less: Current maturities of long-term debt [Refer Note 30 (a)] (4,369.86) (3,700.95)
825.60 1,124.04
(b) From others parties
Secured (Refer Note 25.3) 4,600.00 4,600.00
Less: Current maturities of long-term debt [Refer Note 30 (a)] (138.00) -
4,462.00 4,600.00
III Long term maturities of finance lease obligations (Refer Note 25.4) 1,088.50 2,181.90
Less: Current maturities of finance lease obligations [Refer Note 30 (b)] (599.85) (1,072.39)
488.65 1,109.51
73,843.71 77,566.00
NOTES
forming part of the Consolidated Financial Statements as at and for the year ended March 31, 2018
(iii)
` 93.31 lakh (As at March 31, 2017 ` 49.53 lakh) secured (b) From Banks: unsecured:
against equipment of a subsidiary at Brazil. These loans (i) ` Nil (As at March 31, 2017 ` 665.30 lakh) pertains to a
have various repayment periods ranging from 2018 to subsidiary at Brazil and repaid during the current year.
2022.These loans bear fixed interest rates ranging from
3.50% to 11% p.a. (ii)
` 5,195.46 lakh (As at March 31, 2017 ` 4,159.69 lakh)
pertains to a subsidiary at Brazil and quarterly structured
(iv)
` 19,010.58 lakh (As at March 31, 2017 ` 39,316.76 lakh) installments have started from February 2018. The present
secured by exclusive charge on fixed deposits with a rate of interest ranges between 10.41% to 16.67% p.a.
bank amounting to ` 309.56 lakh (As at March 31, 2017
` 583.61 lakh) of two subsidiaries in USA and exclusive 25.3 Term loans from other parties:
charge on assets of and investments in certain subsidiary
(i)
` 4,600.00 lakh (As at March 31, 2017 ` 4,600.00) in
companies in USA, Brazil and Mexico. The term loan
respect of an Indian subsidiary secured by security
bears floating interest of LIBOR plus 4.5% margin
stated against Note 25.2(a)(v). The repayment of loan
and is repayable in remaining 18 quarterly structured
installments have started from January 1, 2018 and will
installments by September 2022.
be repaid in 51 structured quarterly installments. The
present rate of interest is 9.85% p.a.
(v)
` 12,500.00 lakh (As at March 31, 2017 ` 10,340.00) in
respect of an Indian subsidiary secured by first ranking
25.4 Finance Lease Obligations:
Security interest on hypothecation of both present and
future movable and immovable assets, both present and (i)
` Nil (As at March 31, 2017 ` 8.51 lakh) secured against
future tangible and intangible assets, all insurance policies, equipment of a jointly controlled operation at Saudi
contractor guarantees, performance bonds, letters of Arabia. The lease obligation has been repaid during the
credit that may be provided by any party for the Project current year.
and insurance policies in favour of the Lenders/Security
Trustee, all rights, title, benefit, claims and demands under (ii)
` 91.28 lakh (As at March 31, 2017 ` 412.35 lakh) secured
the project documents and Contracts, all the rights under against certain vehicles of a jointly controlled operation
each letter of credit/guarantee or performance bond that at Saudi Arabia. The lease obligations are repayable in
may be posted by any party to any Project Documents monthly installments starting from December 2018 and
and all the rights under the Clearances, all rights, title the present interest rates are in the range of 10.64% to
and interest under the Transmission License issued by 14.84% p.a.
Rajasthan Electricity Regulatory Commission (RERC)
subject to certain conditions, both present and future book (iii)
` 997.22 lakh (As at March 31, 2017 ` 1,682.44 lakh)
debts, operating cash flows, receivables, all other current secured against certain equipment of a subsidiary at
assets, commission, and revenues, all the accounts and all Mexico. The lease obligations are repayable in monthly
other bank accounts of a subsidiary. Further, secured by installments through May 2019 and the present interest
the corporate guarantee of the Company and pledge of the rates are in the range of 6 month LIBOR plus 2.80% p.a.
Company’s Investment in 51,00,000 shares of ` 10 each to 15.25% p.a.
in the said subsidiary. The repayment of loan installments
have started from January 1, 2018 and will be repaid in (iv)
` Nil (As at March 31, 2017 ` 78.60 lakh) secured against
51 structured quarterly installments. The present rate of certain equipment & vehicle of a subsidiary at Brazil and
interest is 9.85% p.a. repaid during the current year.
146 KEC International Limited Annual Report 2017-18
NOTES
forming part of the Consolidated Financial Statements as at and for the year ended March 31, 2018
NOTE 26 - PROVISIONS
` in Lakh
As at As at
Particulars
March 31, 2018 March 31, 2017
Non-current:
Provision for employee benefits
- Gratuity, post employment benefits (Refer Note 50) 1,422.32 981.54
- Others (includes provision towards judicial deposits of a subsidiary) (Refer Note 26.1) 345.37 477.22
1,767.69 1,458.76
` in Lakh
As at As at
Particulars
March 31, 2018 March 31, 2017
Opening balance 477.22 395.22
Additions - 82.00
Reversals 131.85 -
Closing balance 345.37 477.22
` in Lakh
NOTES
forming part of the Consolidated Financial Statements as at and for the year ended March 31, 2018
Significant components of deferred tax assets (net) of subsidiaries as at March 31, 2018 are as follows:
` in Lakh
27.2 Significant components of deferred tax liabilities (net) of the Company and its subsidiaries as at March 31, 2017 are as
follows:
` in Lakh
NOTES
forming part of the Consolidated Financial Statements as at and for the year ended March 31, 2018
Significant components of deferred tax assets (net) of subsidiaries as at March 31, 2017 are as follows:
` in Lakh
Foot Note:
Deferred tax liabilities assets are not recognised for temporary differences between the carrying amount and tax bases of investments in subsidiaries where the group is able
to control the timing of the reversal of the temporary differences and it is probable that the differences will not reverse in the foreseeable future.
* Recognised in view of confirmed profitable orders secured by an overseas subsidiary.
27.3 Unrecognised deductible temporary differences, unused tax losses and unused tax credits
` in Lakh
As at As at
Particulars
March 31, 2018 March 31, 2017
Deductible temporary differences, unused tax losses and unused tax credits for which no deferred tax
assets have been recognised are attributable to the following:
- unused tax credits for an overseas subsidiary (refer note below) 298.48 1,593.89
298.48 1,593.89
NOTE 28 - BORROWINGS
` in Lakh
Particulars As at March 31, 2018 As at March 31, 2017
I Loans repayable on demand
From Banks
-Secured [Refer Note 28.1 (a)] 24,827.69 26,670.27
-Unsecured [Refer Note 28.1 (b)] 841.96 913.85
25,669.65 27,584.12
II Other short term borrowings
From Banks
-Secured [Refer Note 28.2 (a)] 49,984.39 54,887.86
-Unsecured [Refer Note 28.2 (b)] 4,407.41 10,090.60
54,391.80 64,978.46
From other parties
-Secured [Refer Note 28.2 (c)] 10,036.18 30,691.05
90,097.63 123,253.63
Company Overview Statutory Reports Financial Statements
149
NOTES
forming part of the Consolidated Financial Statements as at and for the year ended March 31, 2018
NOTES
forming part of the Consolidated Financial Statements as at and for the year ended March 31, 2018
` in Lakh
As at As at
Particulars
March 31, 2018 March 31, 2017
Trade payables
(i) Total outstanding dues of micro enterprises and small enterprises (Refer Note 56.1) - -
(ii) Total outstanding dues of creditors other than micro enterprises and
small enterprises 258,145.40 219,832.26
(iii) Acceptances (Refer Note 57.1) 207,571.98 96,887.70
465,717.38 316,719.96
` in Lakh
Particulars As at March 31, 2018 As at March 31, 2017
(a) Current maturities of long-term debt (Refer Note 25) 12,093.58 8,681.31
(b) Current maturities of finance lease obligations (Refer Note 25) 599.85 1,072.39
(c) Interest accrued but not due on borrowings 328.01 207.09
(d) Unpaid / unclaimed dividends# 209.43 209.38
(e) Other payables
-Interest accrued on acceptances and customer advances 702.55 746.26
-Payable towards purchase of property plant and equipment 959.09 120.56
-Mark to market loss on forward and commodity contracts 1,527.47 976.56
-Directors' commission 665.09 403.72
3,854.20 2,247.10
17,085.07 12,417.27
#
The figures reflect the position as at year end. The actual amount to be transferred to the Investor Education and Protection Fund in this respect shall be determined on the
due dates.
` in Lakh
Particulars As at March 31, 2018 As at March 31, 2017
(a) Advances from customers (Refer Note 55) 120,839.87 100,026.42
(b) Advances against assets classified as held for sale (Refer Note 21.1) 940.94 940.94
121,780.81 100,967.36
(c) Other payables
-Amount due to customers for contract work 42,034.49 44,079.91
-Statutory remittances (contribution to PF and ESIC, withholding 9,912.94 9,580.45
tax, Excise Duty, VAT, Service Tax, etc.)
-Others 895.75 597.91
52,843.18 54,258.27
174,623.99 155,225.63
Company Overview Statutory Reports Financial Statements
151
NOTES
forming part of the Consolidated Financial Statements as at and for the year ended March 31, 2018
NOTE 32 - PROVISIONS
` in Lakh
Particulars As at March 31, 2018 As at March 31, 2017
(a) Provision for employee benefits
- Compensated absences [Refer Note 50(f)] 2,010.42 2,438.90
- Gratuity, post employment benefits (Refer Note 50) 226.74 294.41
2,237.16 2,733.31
(b) Provision - others:
- Provision for expected loss on long term contracts 4,283.61 5,944.31
- Warranty provisions (Refer Note 32.1) 438.36 332.13
- Provision for litigation claims (Refer Note 32.2) 1,365.28 1,263.00
6,087.25 7,539.44
8,324.41 10,272.75
32.1
Warranty provisions
The Group bases its estimates of warranty cost on historical experience and on various other assumptions that are believed to be reasonable
under the circumstances. Actual results could differ from those estimates.
` in Lakh
As at As at
Particulars
March 31, 2018 March 31, 2017
Opening balance 332.13 217.47
Additions 161.58 179.49
Utilisations /(reversals) (36.25) (64.05)
Effect of translation adjustment gain / (loss) (19.10) (0.78)
Closing balance 438.36 332.13
Note: 32.2
Provision for litigation claims represents liabilities that are expected to materialise on completion of negotiation/matters are in appeals
with judicial authorities.
` in Lakh
As at As at
Particulars
March 31, 2018 March 31, 2017
Opening balance 1,263.00 1,263.00
Additions 102.28 -
Reversals - -
Closing balance 1,365.28 1,263.00
` in Lakh
As at As at
Particulars
March 31, 2018 March 31, 2017
Income tax liabilities less payments 9,973.07 3,530.95
9,973.07 3,530.95
152 KEC International Limited Annual Report 2017-18
NOTES
forming part of the Consolidated Financial Statements as at and for the year ended March 31, 2018
` in Lakh
For the Year ended For the Year ended
Particulars
March 31, 2018 March 31, 2017
(a) Sale of products (including excise duty)
-Towers and structurals 94,390.89 82,631.50
- Cables 85,222.79 92,986.85
179,613.68 175,618.35
(b) Turnkey contracts revenue (including excise duty) (Refer Note 46)
-Transmission and distribution* 666,731.76 601,866.41
-Other EPC 143,236.87 80,772.91
809,968.63 682,639.32
(c) Sale of services
-Telecom - erection and management service 44.16 55.00
-Tower testing and design revenue 5,407.32 4,584.71
-Operating and maintance revenue 240.64 -
-Others 340.73 97.96
6,032.85 4,737.67
(d) Other operating revenue
-Scrap sales (including excise duty) 9,701.51 7,537.43
-Export incentives 4,120.92 3,464.80
-Others 199.24 1,506.95
14,021.67 12,509.18
1,009,636.83 875,504.52
* includes ` 3,220.10 lakh (for the year ended March 31, 2017 ` 19,706.97 lakh) being revenue from construction services under service concession arrangement.
(Refer Note 53)
` in Lakh
For the Year ended For the Year ended
Particulars
March 31, 2018 March 31, 2017
(a) Interest income earned on financial assets that are not designated at
fair value through profit or loss:
(i) Bank deposits (at amortised cost) 256.66 229.95
(ii) Other financial assets carried at amortised cost 2,328.08 159.64
(iv) Other (claims from customer, etc.) - 837.17
2,584.74 1,226.76
(b) Interest income earned on financial assets that are designated at fair
value through profit or loss:
-Interest on Mutual Funds 26.25 -
-Interest on Commercial Paper 413.67 -
439.92 -
(c) Other Interest Income
(i) Excise and VAT refund 523.26 -
(ii) Income tax refund - 910.72
523.26 910.72
(d) Other non-operating income
- Guarantee charges 75.27 83.04
- Profit on sale of property, plant and equipment (net) 78.67 39.58
- Miscellaneous income 339.34 626.51
493.28 749.13
4,041.20 2,886.61
Company Overview Statutory Reports Financial Statements
153
NOTES
forming part of the Consolidated Financial Statements as at and for the year ended March 31, 2018
` in Lakh
For the Year ended For the Year ended
Particulars
March 31, 2018 March 31, 2017
Cost of materials consumed (including project bought outs) 524,945.20 417,369.73
524,945.20 417,369.73
` in Lakh
For the Year ended For the Year ended
Particulars
March 31, 2018 March 31, 2017
Opening stock
Finished goods 3,858.35 4,310.59
Work-in-progress 12,876.90 11,518.14
16,735.25 15,828.73
Less: Closing stock
Finished goods 5,196.54 3,858.35
Work-in-progress 22,024.90 12,876.90
27,221.44 16,735.25
(10,486.19) (906.52)
` in Lakh
For the Year ended For the Year ended
Particulars
March 31, 2018 March 31, 2017
Erection / construction materials consumed 38,974.78 31,057.32
Stores consumed 5,340.43 3,790.36
Sub-contracting expenses 136,698.16 115,853.07
Power, fuel and water charges 2,404.14 1,903.15
Construction transport 15,283.89 11,956.18
Others 13,995.51 13,868.93
212,696.91 178,429.01
` in Lakh
For the Year ended For the Year ended
Particulars
March 31, 2018 March 31, 2017
Salaries and wages 71,195.00 65,170.42
Contribution to provident fund and other funds (Refer Note 50) 2,400.95 2,262.68
Staff welfare expenses 6,196.07 5,694.84
Workmen's compensation 43.23 138.63
79,835.25 73,266.57
` in Lakh
For the Year ended For the Year ended
Particulars
March 31, 2018 March 31, 2017
Interest expense for financial liabilities not classified at FVTPL (including yield on debentures) 23,671.42 24,326.49
Other borrowing costs (processing fees, etc.) 989.91 1,034.68
24,661.33 25,361.17
154 KEC International Limited Annual Report 2017-18
NOTES
forming part of the Consolidated Financial Statements as at and for the year ended March 31, 2018
` in Lakh
For the Year ended For the Year ended
Particulars
March 31, 2018 March 31, 2017
Depreciation of property, plant and equipment (Refer Note 5) 9,411.03 11,272.40
Amortisation of intangible assets (Refer Note 7) 1,563.34 1,696.35
10,974.37 12,968.75
` in Lakh
For the Year ended For the Year ended
Particulars
March 31, 2018 March 31, 2017
Tools, non-erection stores and maintenance spares 1,530.69 1,411.12
Power and fuel 5,079.31 4,483.81
Rent 5,457.95 5,139.69
Rates and taxes, excluding taxes on income (net) 6,693.08 17,632.40
Excise duty (Refer Note 42.1) (21.92) 363.06
Insurance 5,126.50 4,264.71
Bank (guarantee, letter of credit and other) charges 8,852.13 7,795.44
Commission 3,830.96 2,764.12
Freight and forwarding (net) 18,926.64 11,357.80
Repairs to buildings 540.53 584.39
Repairs to plant and equipment 1,920.43 1,589.46
Repairs to other property, plant and equipment 1,101.06 1,082.23
Travelling and conveyance 7,533.85 6,355.64
Payment to statutory auditors (net of service tax input credit, where applicable) *
-as auditors (for audit, limited reviews and audit of financial statements) 117.00 156.60
-for taxation matters 25.50 23.10
-for other services 56.87 33.05
-for reimbursement of expenses 5.72 2.33
205.09 215.08
Professional fees 7,261.10 6,969.15
Bad debts, loan and advances written off 8,596.79 22,446.72
Less: Adjusted against allowance for bad and doubtful debts, loans and (1,993.28) (2,678.99)
advances
6,603.51 19,767.73
Allowance for bad and doubtful debts, loans and advances (net) 3,727.58 2,768.19
Directors' fees 63.82 64.42
Loss on property, plant and equipment discarded 119.15 1,528.74
Net loss on foreign currency transactions 1,695.40 2,225.66
Amortisation of leasehold prepayments - 62.68
Corporate Social Responsibility (Refer Note 59) 361.00 217.50
Miscellaneous expenses (Refer Note 42.2) 11,584.96 9,849.99
98,192.82 108,493.01
42.1 Excise duty shown above includes ` (134.49) lakh (Previous Year ` (67.99) lakh) being excise duty related to the difference between
the closing stock and opening stock of finished goods.
42.2 Other expenses shown above include fees of ` 163.44 lakh (Previous Year ` 152.26 lakh) paid to branch auditors, fees of ` 46.55
lakh for auditors of joint operations (Previous Year of ` 49.92 lakh) and fees of ` 7.00 lakh (Previous Year ` 7.00 lakh) paid to the cost
auditors and ` 241.20 lakh (Previous Year ` 187.03 lakh) paid to the auditor of subsidiaries.
Company Overview Statutory Reports Financial Statements
155
NOTES
forming part of the Consolidated Financial Statements as at and for the year ended March 31, 2018
` in Lakh
For the Year ended For the Year ended
Particulars
March 31, 2018 March 31, 2017
Current tax
In respect of the current year 24,925.96 13,110.16
In respect of prior years 5.68 370.00
24,931.64 13,480.16
Deferred tax
In respect of the current year (1,949.53) 2,386.39
(1,949.53) 2,386.39
Total income tax expense recognised in the Consolidated Statement of Profit and Loss 22,982.11 15,866.55
Note 43.1 The reconciliation of estimated income tax expense at Indian Statutory income tax rate to income tax expense
reported in Consolidated Statement of Profit and Loss is as follows:
` in Lakh
For the Year ended For the Year ended
Particulars
March 31, 2018 March 31, 2017
Profit before tax from continuing operations 69,023.65 46,344.43
Indian Statutory income tax rate 34.61% 34.61%
Income tax expense 23,887.70 16,039.79
Tax effect of amounts which are not deductible (taxable) in calculating taxable income 313.56 704.89
Corporate social responsibility expenditure 70.88 23.19
Donation 7.36 7.79
Net effect of different tax rates of joint operations operating in other jurisdictions (1,111.53) (1,548.28)
Effect of unused tax losses and tax offsets of the subsidiaries not recognised as deferred tax assets earlier (1,304.05) (461.06)
Effect of different tax rates of subsidiaries operating in other jurisdictions 1,049.86 651.02
Effect of no defferred tax assets created on losses by subsidiaries - 14.78
Foreign Tax credit not available 77.98 -
Others (3.97) 64.43
22,987.79 15,496.55
Adjustments recognised in the current year in relation to the current tax of prior years (5.68) 370.00
Income tax expense in the Consolidated Statement of Profit and Loss 22,982.11 15,866.55
The tax rate used for the financial years 2017-18 and 2016-17 reconciliations above is the corporate tax rate of 34.61% payable by the
corporate entities in India on taxable profits under the Indian tax law.
` in Lakh
For the Year ended For the Year ended
Particulars
March 31, 2018 March 31, 2017
Deferred tax
Arising on income and expenses recognised in other comprehensive income:
- Translation of foreign joint operations (74.23) 123.44
- Net gain on designated portion of hedging instruments 218.08 (3.20)
- Remeasurement of defined obligations 83.32 61.13
227.17 181.37
Total income tax recognised in other comprehensive income 227.17 181.37
Bifurcation of the income tax recognised in other comprehensive income into:
- Items that will not be reclassified to profit or loss 83.32 61.13
- Items that will be reclassified to profit or loss 143.85 120.24
227.17 181.37
156 KEC International Limited Annual Report 2017-18
NOTES
forming part of the Consolidated Financial Statements as at and for the year ended March 31, 2018
` in Lakh
For the Year ended For the Year ended
Particulars
March 31, 2018 March 31, 2017
Profit for the year attributable to the equity share holders of the Company 46,041.54 30,477.88
Earnings used in the calculation of basic/diluted earnings per share 46,041.54 30,477.88
Quantity
For the Year ended For the Year ended
Particulars
March 31, 2018 March 31, 2017
Weighted average number of equity shares for the purposes of basic/ diluted earnings per share 257,088,370 257,088,370
Ownership Interest
Particulars As at As at
March 31, 2018 March 31, 2017
a) Joint Operations
i Al-Sharif Group and KEC Ltd Company, Saudi Arabia (Al Sharif JV) [Refer Note 45 (b)] 51% 49%
ii EJP KEC Joint Venture, South Africa 50% 50%
iii KEC – ASSB JV, Malaysia 67% 67%
iv KEC – ASIAKOM – UB JV 60% 60%
v KEC – ASIAKOM JV 51% 51%
vi KEC – DELCO – VARAHA JV 80% 80%
vii KEC – VARAHA – KHAZANA JV 80% 80%
viii KEC – VALECHA – DELCO JV 51% 51%
ix KEC – SIDHARTH JV 80% 80%
x KEC – TRIVENI – KPIPL JV 55% 55%
xi KEC – UNIVERSAL JV 80% 80%
xii KEC – DELCO – DUSTAN JV 51% 51%
xiii KEC – ANPR – KPIPL JV 60% 60%
xiv KEC – PLR – KPIPL JV 55% 55%
xv KEC – BJCL JV 51% 51%
xvi KEC – KEIL JV 90% 90%
xvii KEC – ABEPL JV 90% 90%
xviii KEC – TNR INFRA JV 51% 51%
xix KEC – SMC JV 51% 51%
xx KEC – WATERLEAU JV 51% 51%
b) i) The Company held 49% share capital of Al Sharif JV, having a joint arrangement located in Saudi Arabia, with the JV partner Al-Sharif
Group (ASG). During the year, the Company has acquired additional 6,300 shares representing 2.10% of the total share capital of
Al Sharif JV. Pursuant to acquisition of these additional shares, Company’s stake in the joint arrangement has increased to 51.10%
making it a subsidiary as per the definition of ‘subsidiary’ under the Companies Act, 2013. However, based on the control assessment
Company Overview Statutory Reports Financial Statements
157
NOTES
forming part of the Consolidated Financial Statements as at and for the year ended March 31, 2018
under Ind AS, considering the nature of arrangement, Al Sharif JV has been continued to be classified as jointly controlled operation.
In addition to this, Al Sharif JV is a limited liability company whose legal form confers separation between the parties to the joint
arrangement and the Company itself, the internal agreements (contractual arrangements) entered into between the parties to the
joint arrangements for execution of projects (turnkey contracts) reverses or modifies the rights and obligations conferred by the legal
form and establishes and define their respective rights and obligations on these projects. As per these contractual arrangements, the
parties to the joint arrangement have rights to the assets, and obligations for the liabilities, relating to the arrangement.
ii) The Company accounts for assets, liabilities, revenue and expenses relating to its interest in joint operations based on the internal
agreements/ arrangements entered into between the parties to the joint arrangements for execution of projects, which in some cases
are different than the ownership interest disclosed above. Accordingly, the Company has recognised total income from operations `
101,790.03 lakh (for the year ended March 31, 2017 ` 119,343.53 lakh), total expenditure (including tax) ` 90,193.30 lakh (for the year
ended March 31, 2017 ` 100,665.36 lakh), total assets as at March 31, 2018 ` 146,274.22 lakh (as at March 31, 2017 ` 178,725.71
lakh) and total liabilities as at March 31, 2018 ` 98,953.18 lakh (as at March 31, 2017 ` 138,356.72 lakh).
` in Lakh
For the Year ended For the Year ended
Particulars
March 31, 2018 March 31, 2017
a (i) Contract Revenue (including excise duty of ` 2,303.53 lakh, for the year ended March 31, 2017 809,968.63 682,639.32
` 9,364.22 lakh) recognised during the year (Refer note 34)
(ii) Method used to determine the contract revenue recognised and the stage of completion of Refer note 3.8.3 Refer note 3.8.3
contracts in progress
b Disclosure in respect of contracts in progress as at the year end
(i) Aggregate amount of cost incurred and recognised profits (less recognised losses) 1,957,607.60 2,829,341.84
(ii) Advances received 100,618.10 75,430.06
(iii) Retention Receivables 204,207.34 198,242.02
(iv) Amount Due from Customers for contract works 203,598.50 147,234.74
(v) Amount Due to Customers for contract works 42,034.49 44,079.91
NOTE 47 - LEASES
(A) - Operating Leases
` in Lakh
For the Year ended For the Year ended
Particulars
March 31, 2018 March 31, 2017
1 Lease payments recognised in the Statement of Profit and Loss for the year [Includes minimum lease 5,457.95 5,139.69
payment ` 1,551.90 lakh (for the year ended March 31, 2017 ` 1,291.86 lakh)].
2 The company has operating leases for office premises and residential properties. These lease
arrangements range for a period between 11 months and 5 years, which include both cancellable
and non-cancellable leases. Most of the leases are renewable for further period on mutually
agreeable terms and also include escalation clauses and some contracts also includes clauses for
early termination by either party with a specific notice period.
3 Future minimum lease payments under the agreements, which are non-cancellable are as follows:
(i) Not later than one year 974.29 1,151.90
(ii) Later than one year and not later than five years 4,056.83 4,720.13
(iii) Later than five year 2,400.86 3,698.11
158 KEC International Limited Annual Report 2017-18
NOTES
forming part of the Consolidated Financial Statements as at and for the year ended March 31, 2018
Interest rates underlying all obligations under finance leases are fixed at respective contract dates ranging from 5.00% to 22.80% p.a.
For net carrying amount of assets acquired under finance lease as at March 31, 2018 - Refer Note 5 Property, Plant and
Equipment.
` in Lakh
` in Lakh
As at As at
Particulars
March 31, 2018 March 31, 2017
- Current maturities of Finance lease obligations (Refer Note 30) 599.85 1,072.39
- Non-current borrowings (Refer Note 25) 488.65 1,109.51
Total 1,088.50 2,181.90
The capital structure of the Group consists of net debt (borrowings as detailed in Notes 25 and 28 offset by cash and bank balances in
Notes 16 and 17) and total equity of the Group.
The Group monitors capital using a gearing ratio, which is net debt divided by total capital.
The Group sets the amount of capital in proportion to its overall financing structure, i.e. equity and financial liabilities. The Group manages
the capital structure and makes adjustments to it in the light of changes in economic conditions and the risk characteristics of the underlying
assets.
Company Overview Statutory Reports Financial Statements
159
NOTES
forming part of the Consolidated Financial Statements as at and for the year ended March 31, 2018
Gearing ratio
The gearing ratio at end of the reporting period is as follows.
` in Lakh
As at As at
Particulars
March 31, 2018 March 31, 2017
Debt * A 176,962.78 210,780.42
Cash and bank balances B 23,130.27 20,797.10
Net debt (C) C=A-B 153,832.51 189,983.32
Total equity D 199,745.21 158,635.39
Net debt to equity ratio (E) E=C/D 0.77 1.20
* Debt is defined as long-term and short-term borrowings (excluding derivative and financial guarantee contracts), as described in Notes 25 and 28 and includes interest
accrued but not due on borrowings.
` in Lakh
As at March 31, 2018 As at March 31, 2017
Particulars
FVPL FVOCI Amortised Cost FVPL FVOCI Amortised Cost
Financial assets #
Non-current investment
- Investment in equity instruments - 0.49 - - 0.49
- Investment in commercial paper 3,929.44 - - 13,039.16 - -
Trade receivables - - 504,439.89 - - 422,675.54
Cash and bank balances - - 23,130.27 - - 20,797.10
Loans - - 6,044.16 - - 6,240.41
Other financial assets
- Derivative instruments
i) Forward exchange contracts designated - - - 438.85 - -
as hedge relationship
ii) Over the counter (OTC) commodity - - - - 124.52 -
derivative contracts
- Others - - 213,572.81 - - 156,538.02
Financial liabilities
Borrowings - 22,872.25 154,090.52 - 23,704.48 187,075.94
Trade payables - - 465,717.38 - - 316,719.96
Other financial liabilities
- Derivative instruments
i) Forward exchange contracts 1,338.49 - - 12.49 964.07 -
ii) Over the counter (OTC) commodity - 188.98 - - - -
derivative contracts
- Others - - 2,536.16 - - 1,479.92
Financial assets (except investments) pledged as collateral for borrowings - Refer Notes 25 and 28
#
NOTES
forming part of the Consolidated Financial Statements as at and for the year ended March 31, 2018
48.3 Financial risk management objectives report and commodity risk report of the Company as reviewed
and approved by the Risk Management committee is placed
The Group’s Corporate Treasury function provides services
before the Audit Committee of BOD of the Company for review.
to the business, co-ordinates access to domestic and
international financial markets, monitors and manages the
48.4 Market risk
financial risks relating to the operations of the Group. These
risks include market risk (including currency risk, interest rate The Group’s activities expose it primarily to the financial risks
risk and commodity price risk), credit risk and liquidity risk. of changes in foreign currency exchange rates and interest
rates (see Notes 48.5 and 48.10 below) and commodity
The Group seeks to minimise the effects of currency risk and price (see Note 48.8 below). The Group enters into a variety
commodity price risk by using derivative and non-derivative of derivative financial instruments to manage its exposure to
financial instruments to hedge risk exposures. The Company foreign currency risk, interest rate risk and commodity price
has a Risk Management Policies to mitigate the risks in risk including:
commodity and foreign exchange which is also been followed
by the subsidiaries. The use of financial derivatives and non - forward foreign exchange contracts to hedge the exchange
derivatives is governed by the Company’s policies approved by rate risk arising from execution of international projects.
the Board of Directors (BOD), which provide written principles
to use financial derivatives and non-derivative financial -
Commodity Over the Counter (OTC) derivative contracts
instruments, to hedge currency risk and commodity price risk. to hedge the Price Risk for base metals such as Copper,
The Group does not enter into or trade financial instruments, Aluminium, Zinc and Lead.
including derivative financial instruments and non-derivative
financial instruments, for speculative purposes. Derivatives are only used for economic hedging purposes
and not as speculative investments. All such transactions are
The Treasury Department prepares and submits the report carried out within the approved guidelines set by the Board of
on performance along with the other details relating to forex Directors.
and commodity transaction. The periodical forex management
` in Lakh
Particulars USD BRL SAR AED EUR ZAR Others Total
As at March 31, 2018
Assets 113,588.77 21,689.96 83,574.52 21,816.94 7,940.32 14,799.28 71,093.97 334,503.76
Liabilities (121,373.08) (10,169.05) (63,053.52) (23,330.23) (11,068.74) (5,466.42) (52,316.34) (286,777.38)
As at March 31, 2017
Assets 110,537.76 25,177.97 108,427.91 19,877.60 3,292.89 12,486.91 66,304.10 346,105.14
Liabilities (168,844.47) (9,998.98) (84,300.01) (13,708.74) (4,027.35) (6,858.31) (31,450.65) (319,188.51)
Company Overview Statutory Reports Financial Statements
161
NOTES
forming part of the Consolidated Financial Statements as at and for the year ended March 31, 2018
` in Lakh
Impact on profit before tax Impact on equity
Exposure to currencies Change in rate For the year ended For the year ended As at As at
31 March, 2018 31 March, 2017 March 31, 2018 March 31, 2017
USD +5% (2,459.11) (608.97) 2,848.32 3,062.07
-5% 2,459.11 608.97 (2,848.32) (3,062.07)
BRL +5% - - (576.05) (758.95)
-5% - - 576.05 758.95
SAR +5% (39.07) 90.00 (986.98) (1,296.39)
-5% 39.07 (90.00) 986.98 1,296.39
AED +5% 78.45 (241.03) (2.79) (67.42)
-5% (78.45) 241.03 2.79 67.42
EUR +5% (38.34) (70.62) 194.76 105.43
-5% 38.34 70.62 (194.76) (105.43)
ZAR +5% (357.79) (282.97) (108.85) 1.54
-5% 357.79 282.97 108.85 (1.54)
Others +5% (938.83) (1,767.81) (0.06) 5.39
-5% 938.83 1,767.81 0.06 (5.39)
NOTES
forming part of the Consolidated Financial Statements as at and for the year ended March 31, 2018
The following table details the forward foreign currency (FC) contracts as fair value hedges outstanding at the end of the reporting period:
*The average exchange rates for the respective years is derived based on daily movement in spot rates for respective foreign currencies.
In respect of the Company’s foreign currency forward contract (buy), a 5 % appreciation/depreciation of the foreign currency underlying
such contracts would have resulted in an approximate gain/(loss) of ` 1,149.19 lakh / (` 1,149.19 lakh) and an approximate gain/(loss) of
` 1,182.50 lakh / (` 1,182.50 lakh) for the year ended March 31, 2018 and the year ended March 31, 2017 respectively, in the Company’s
Statement of Profit and Loss/Other Comprehensive Income.
In respect of the Company’s foreign currency forward contract (sell), a 5 % appreciation/depreciation of the foreign currency underlying
such contracts would have resulted in an approximate gain/(loss) of ` 2,141.31 lakh / (` 2,141.31 lakh) and an approximate gain/(loss) of
` 73.73 lakh / (` 73.73 lakh) for the year ended March 31, 2018 and the year ended March 31, 2017, respectively, in the Company’s
Statement of Profit and Loss/Other Comprehensive Income.
The line-items in the consolidated balance sheet that include the above instruments are “Other financial assets” and “Other financial
liabilities”.
For the year ended March 31, 2018, the aggregate amount of loss under forward foreign exchange contracts recognised in the Statement
of Profit and Loss is ` 2,308.56 lakh (for the year ended March 31, 2017: gains of ` 1,352.21 lakh).
Company Overview Statutory Reports Financial Statements
163
NOTES
forming part of the Consolidated Financial Statements as at and for the year ended March 31, 2018
The Company has designated following forward contracts as cash flow hedges which are outstanding as under:
* The average exchange rates for the restective years is derived based on daily movement in spot rates for respective foreign currencies.
Average Foreign currency (USD in Lakh) Nominal Amount (` in Lakh) Fair value (` in Lakh)
Cash flow hedges exchange
rate* Aluminium Copper Lead Aluminium Copper Lead Aluminium Copper Lead
As at March Less than 64.45 8.52 38.15 9.56 550.61 2,467.62 614.44 (33.82) (83.00) (37.29)
31, 2018 3 months
3 to 6 4.26 27.20 - 276.62 1,763.78 - (15.66) (19.20) -
months
As at March Less than 67.14 25.15 45.53 - 1,630.83 2,952.09 - 27.92 45.18 -
31, 2017 3 months
3 to 6 5.77 - - 373.93 - - 5.90 - -
months
*The average exchange rates for the respective years is derived based on daily movement in spot rates for respective foreign currencies.
In respect of the Group’s commodity derivative contracts, a 10 The Group is exposed to credit risk from its operating activities
% appreciation/depreciation of all commodity prices underlying (primarily trade receivables) and from its financing activities,
such contracts, would have resulted in an approximate gain/(loss) including deposits with banks, foreign exchange transactions
of ` 565.21 lakh / (` 565.21 lakh) and an approximate gain/(loss) of and other financial instruments. The Group’s major customers
` 512.04 lakh/(` 512.04 lakh) in the Statement of Profit and Loss/ includes government bodies and public sector undertakings.
other comprehensive income for the year ended March 31, 2018 Further, many of the International projects are funded by the
and for the year ended March 31, 2017 respectively. In respect of multilateral agencies such as World Bank, African Development
Group’s exposure in commodities (not hedged with commodity Bank, Asian Development Bank etc. For private customers,
derivative contracts), a 10% increase / decrease in prices, will the Group evaluates the creditworthiness based on publicly
result in approximate (loss)/gain amounting to (` 4,507.50 lakh) / available financial information and the Group’s historical
` 4,507.50 lakh for the year ended March 31, 2018 and (` experiences. The Group’s exposure to its counterparties are
4,068.50 lakh) / ` 4,068.50 lakh for the year ended March 31, continuously reviewed and monitored by the management.
2017.
Credit period varies as per the contractual terms with the
48.9 Credit risk management customers. No interest is generally charged on overdue trade
receivables.
Credit risk refers to the risk that a counterparty will default on its
contractual obligations resulting in financial loss to the Group.
164 KEC International Limited Annual Report 2017-18
NOTES
forming part of the Consolidated Financial Statements as at and for the year ended March 31, 2018
The Group directly reduces the gross carrying amount of a been issued to the banks on behalf of subsidiaries and
financial asset when the Group has no reasonable expectations joint operations under the agreements entered into by the
of recovering a financial asset in its entirety or a portion thereof. subsidiaries/ Joint operations with the banks. Based on the
The amounts of financial assets are net of an allowance for management’s assessment as at the end of the reporting
doubtful accounts, estimated by the Group and based, in part, period, the Group considers the likelihood of any claim under
on the age of specific receivable balance and the current and such guarantee is remote.
expected collection trends. When assessing the credit risk
associated with its receivables, the Group also considers the Cash and cash equivalents:
other financial and non-financial assets and liabilities recognized As at the year end, the Group held cash and cash equivalents
within the same project to provide additional indications on of ` 19,299.61 lakh (March 31, 2017 ` 17,552.87 Lakh). The
the Group’s exposure to credit risk. As such, in addition to the cash and cash equivalents are held with bank and financial
age of its Financial Assets, the Group also considers the age institution counterparties with good credit rating.
of its contracts in progress, as well as the existence of any
deferred revenue or down payments on contracts on the same Other Bank Balances:
project or with the same client. The Group has used practical Other bank balances are held with bank and financial institution
expedient by computing expected credit loss allowance for counterparties with good credit rating.
trade receivable by taking into consideration historical credit
loss experience and adjusted for forward looking information. Derivatives:
The expected credit loss is based on the ageing of the days, The derivatives are entered into with bank and financial
the receivables are due and the expected credit loss rate. The institution counterparties with good credit rating.
Company is still pursuing the recovery for the receivable for
which allowance made for bad and doubtful debts. Other financial assets:
Other financial assets are neither past due nor impaired.
Ageing of non-current (Note 9) and current (Note 15) trade
receivables considered by the Management for this purpose 48.10 Interest rate risk management
are as under:
The Group is exposed to interest rate risk because the Group
` in Lakh borrows funds at both fixed and floating interest rates.
As at As at
Particulars The Group’s exposures to interest rates changes at the end of
March 31, 2018 March 31, 2017
Trade Receivables 45,731.48 55,398.81 the reporting period are as follows:
outstanding for a period
` in Lakh
exceeding six months
from the date they are due As at As at
Particulars
March 31, 2018 March 31, 2017
for payment.
Variable rate borrowing 348,867.40 280,843.97
Other trade receivables 465,636.43 373,222.96
(including interest bearing
Total - Gross 511,367.91 428,621.77
acceptances)
Fixed rate borrowing 35,667.36 26,824.15
Apart from the largest customer of the company in Saudi Arabia Total borrowings 384,534.76 307,668.12
(which is state controlled enterprise) and a major customer in
India (which is a public sector undertaking), the Group does not
48.11Interest rate sensitivity
have significant credit risk exposure to any single customer.
Concentration of credit risk related to the customer in Saudi The sensitivity analysis below have been determined based on
Arabia exceeds 10% of the trade receivables of the Group and the exposure to interest rates for non-derivative instruments
credit risk related to the major customer in India exceeds 10% at the end of the reporting period. For floating rate liabilities,
of the trade receivables of the Group. Concentration of credit the analysis is prepared assuming the amount of the liability
risk to any other customer did not exceed 10% of the trade outstanding at the end of the reporting period was outstanding
receivables at any time during the year. for the whole year. A 50 basis point increase or decrease is
used for the purpose of sensitivity analysis.
In addition the Group is exposed to credit risk in relation to
financial guarantees given by the Group on behalf of its joint If interest rates had been 50 basis points higher/lower and all
operations (net of Group’s share). The Group’s maximum other variables were held constant, the Group’s:
exposure in this respect is the maximum amount the Group
could have to pay if the guarantee is called on (net of Group’s Profit for the year ended March 31, 2018 would decrease/
share), as at March 31, 2018 ` 37,153.82 lakh (as at March increase by ` 1,744.34 lakh (for the year ended March 31,
31, 2017 ` 21,535.75 lakh). These financial guarantees have 2017: decrease/increase by ` 1,404.22 lakh). This is mainly
Company Overview Statutory Reports Financial Statements
165
NOTES
forming part of the Consolidated Financial Statements as at and for the year ended March 31, 2018
attributable to the Group’s exposure to interest rates on its reserves, banking facilities and reserve borrowing facilities,
variable rate borrowings. by continuously monitoring forecast and actual cash flows,
and by matching the maturity profiles of the financial assets
During the year, Group’s sensitivity in interest rate has increased and liabilities.
due to increase in variable debt instruments compared to
previous year. The following tables detail the Group’s remaining contractual
maturity for its non-derivative financial liabilities with agreed
48.12 Liquidity risk management repayment periods. The tables have been drawn up based on
the undiscounted cash flows of financial liabilities based on
The Board of Directors of the Company has established an
the earliest date on which the Group can be required to pay.
appropriate liquidity risk management framework for the
The tables include both interest and principal cash flows. To
management of the Company’s short-term, medium-term and
the extent that interest flows are linked to floating rate, the
long-term funding and liquidity management requirements.
undiscounted amount is derived from interest rate at the end
The said policy is also followed by the subsidiaries. The
of the reporting period. The contractual maturity is based on
Group manages liquidity risk by maintaining adequate
the earliest date on which the Group may be required to pay.
` in Lakh
Less than 1 More than 5 Carrying
Particulars 1-3 Years 3-5 Years Total
year years Amount
As at March 31, 2018
Interest bearing liabilities 310,691.06 44,075.68 29,768.02 - 384,534.76 384,534.76
Trade payables 258,145.40 - - - 258,145.40 258,145.40
Other financial liabilities 4,063.63 - - - 4,063.63 4,063.63
Total 572,900.09 44,075.68 29,768.02 - 646,743.79 646,743.79
As at March 31, 2017
Interest bearing liabilities 230,116.98 14,907.23 44,706.92 16,945.34 306,676.47 306,454.51
Trade payables 219,832.26 - - - 219,832.26 219,832.26
Other financial liabilities 3,926.57 - 1,006.52 - 4,933.09 4,933.09
Total 453,875.81 14,907.23 45,713.44 16,945.34 531,441.82 531,219.86
The amounts included above for financial guarantee contracts activities and to settle commitments is ` 530,951.75 as at
are the maximum amounts the Group could be forced to settle March 31, 2018 (` 559,977.80 lakh as at March 31, 2017).
under the arrangement for the full guaranteed amount if that
amount is claimed by the counterparty to the guarantee (Refer 48.13 Fair value measurements
Note 48.9).
This note provides information about how the Group determines
fair values of various financial assets and financial liabilities.
The amounts included above for variable interest rate
Fair value of the Group’s financial assets and financial liabilities
instruments for non-derivative financial liabilities is subject
are measured on a recurring basis.
to change if changes in variable interest rates differ to those
estimates of interest rates determined at the end of the
Some of the Group’s financial assets and financial liabilities are
reporting period.
measured at fair value at the end of each reporting period. The
following table gives information about how the fair values of
The Group has access to various fund/non-fund based bank
these financial assets and financial liabilities are determined (in
financing facilities. The amount of unused borrowing facilities
particular, the valuation technique(s) and inputs used).
(fund and non fund based) available for future operating
166 KEC International Limited Annual Report 2017-18
NOTES
forming part of the Consolidated Financial Statements as at and for the year ended March 31, 2018
` in Lakh
For the Year ended For the Year ended
Particulars
March 31, 2018 March 31, 2017
Revenue expenses charged to Consolidated Statement of Profit and Loss (including depreciation on 2,265.31 2,249.71
Property, plant and equipment)
Expenditure capitalised during the year - -
NOTES
forming part of the Consolidated Financial Statements as at and for the year ended March 31, 2018
the plan. The Company makes contribution to the plan. Interest rate risk
There are no minimum funding requirement for the plan
A decrease in the bond interest rate will increase the plan
in India. The trustees of the gratuity fund have a fiduciary
liability; however, this will be partially offset by an increase in
responsibility to act according to the provisions of the trust
the return on the plan’s debt investments.
deed and rules. Since the fund is income tax approved,
the Company and the trustees have to ensure that they
Longevity risk
are at all times fully compliant with the relevant provisions
of the Income tax and rules. Besides this, if the Company The present value of the defined benefit plan liability is
is covered by the Payment of Gratuity Act, 1972 then the calculated by reference to the best estimate of the mortality
Company is bound to pay the statutory minimum gratuity of plan participants both during and after their employment.
as prescribed under this Act. An increase in the life expectancy of the plan participants will
increase the plan’s liability.
(ii) Joint operation in Saudi
Salary risk
The Joint Operation has an obligation towards an
unfunded defined benefit retirement plan (akin to gratuity) The present value of the defined benefit plan liability is calculated
covering eligible employees. The benefits payable are as by reference to the future salaries of plan participants. As such,
under: an increase in the salary of the plan participants will increase
the plan’s liability.
For Service Less 1/2 * Service * Applicable salary
Than 5 years
No other post-retirement benefits are provided to the
For Service more First Five Years: 1/2 * Service employees.
Than 5 years * Applicable Salary
Beyond 5 Years: Service
In respect of the plan in India and joint operation in Saudi,
* Applicable Salary
the most recent actuarial valuation of the plan assets and the
(iii) Overseas subsidiaries present value of the defined benefit obligation were carried out
as at March 31, 2018 by an actuary. The present value of the
The subsidiaries have an unfunded retirement benefit
defined benefit obligation, and the related current service cost
and severance benefit plan, as per the requirement of
and past service cost, were measured using the projected unit
Local Federal Labor Law. The benefit consists of amount
credit method.
to be paid to employees in case of death, disability and
separation from the subsidiaries, according to the Articles
49, 50 and 162 of the Local Federal Labor Law.
NOTES
forming part of the Consolidated Financial Statements as at and for the year ended March 31, 2018
` in Lakh
For the year ended For the year ended
March 31, 2018 March 31, 2017
I Components of defined benefit cost
1 Current service cost 694.88 539.69
2 Interest cost on benefit obligation (Net) 58.67 15.00
3 Total expenses included in Statement of Profit and Loss (P&L) 753.55 554.69
4 Actuarial changes arising from changes in demographic assumptions 121.17 15.16
5 Actuarial changes arising from changes in financial assumptions (6.02) 123.80
6 Actuarial changes arising from changes in experience assumptions (65.69) 46.00
7 Return on Plan Assets (excluding interest income) 152.60 (12.62)
8 Total recognized in Other Comprehensive Income (OCI) 202.06 172.34
9 Total defined benefit cost recognized in P&L and OCI 955.61 727.03
II Actual Contribution and Benefits Payments for the year
1 Actual Benefits Payments (477.43) (345.99)
2 Actual Contributions 536.70 390.59
` in Lakh
As at As at
March 31, 2018 March 31, 2017
III Net asset/(liability) recognized in the Balance Sheet
1 Present Value of Defined Benefit Obligations 4,814.92 4,311.73
2 Fair Value of Plan Assets 3,165.86 3,035.78
3 Net asset / (liability) recognized in the Balance Sheet (1,649.06) (1,275.95)
IV Change in Present Value of Defined Benefit Obligation during the year
1 Present Value of Defined Benefit Obligation as at the beginning 4,311.73 3,695.08
of the year
2 Current Service Cost 694.88 539.69
3 Interest Cost 282.25 237.99
4 Benefits paid (477.43) (345.99)
5 Settlement / Curtailment effect (45.97) -
6 Actuarial changes arising from changes in demographic assumptions 121.17 15.16
7 Actuarial changes arising from changes in financial assumptions (6.02) 123.80
8 Actuarial changes arising from changes in experience assumptions (65.69) 46.00
9 Present Value of Defined Benefit Obligations as at the end of the year 4,814.92 4,311.73
V Change in Fair Value of Plan Assets during the year
1 Plan Assets as at the beginning of the year 3,035.78 2,755.55
2 Interest Income 223.42 223.01
3 Actual Company Contributions 536.70 390.59
4 Benefits paid (477.43) (345.99)
5 Expected return on Plan Assets (excluding interest income) (152.61) 12.62
6 Plan Assets as at the end of the year 3,165.86 3,035.78
VI-A Actuarial Assumptions (Considered for the Company)
1 Discount Rate 7.50% 7.10%
2 Expected Return on plan assets 7.50% 7.10%
3 Salary escalation Rate 8.00% 8.00%
4 Mortality Table Indian Assured Lives Mortality
(IALM) (2006-08) (Modified) Ult
5 Disability 5% of 5% of Mortality
Mortality Rate Rate
6 Withdrawal (Rate of Employee Turnover) Upto 30 years 16.00% 14.00%
31-44 years 10.00% 10.00%
45 years and above 11.00% 5.00%
Company Overview Statutory Reports Financial Statements
169
NOTES
forming part of the Consolidated Financial Statements as at and for the year ended March 31, 2018
` in Lakh
As at As at
March 31, 2018 March 31, 2017
VI-B Actuarial Assumptions (Considered for Joint Operation in Saudi)
1 Discount Rate 2.60% 4.35%
2 Salary escalation Rate 7.00% 7.00%
3 Mortality Table Implicit in Withdrawal
4 Disability Implicit in Withdrawal
5 Withdrawal (Rate of Employee Turnover) Managers (M0 to M6) 9.00% 8.00%
Others 15.00% 14.00%
VI-C Actuarial Assumptions (Considered by overseas subsidiary)
1 Discount Rate 7.20% 7.12%
2 Salary escalation Rate 5.50% 5.50%
VII The assumption of the future salary increases, considered in actuarial valuation, takes into account the inflation, seniority, promotion
and other relevant factors.
` in Lakh
As at As at
March 31, 2018 March 31, 2017
VIII The major categories of Plan Assets of the Company as a percentage of the total plan assets
Equity 13.21% 9.52%
Debt 75.04% 80.85%
Money Market Investments 11.75% 9.63%
Mutual Fund 0.00% 0.00%
IX Contribution expected to be paid to the Plan of the Company during the year ended
March 31, 2018 ` 550 lakh.
X Weighed Average duration of the Plan
Considered for the Company 8 years 7 years
Considered for Joint Operation in Saudi 6 years 7 years
` in Lakh
As at As at
Maturity profile of defined benefit obligation
March 31, 2018 March 31, 2017
1 Year 1 652.19 506.22
2 Year 2 901.89 724.47
3 Year 3 730.48 615.32
4 Year 4 679.30 635.90
5 Year 5 778.90 616.05
6 Next 5 years 3,786.14 3,518.81
` in Lakh
As at As at
Financial assumptions sensitivity analysis
March 31, 2018 March 31, 2017
A. Discount rate
Discount rate - 50 basis points 4,803.08 4,209.54
Discount rate + 50 basis points 4,521.63 3,941.33
B. Salary increase rate
Salary rate - 50 basis points 4,555.19 3,952.98
Salary rate + 50 basis points 4,766.48 4,194.20
Demographic assumptions sensitivity analysis
C. Withdrawal Rate
Withdrawal Rate - 100 basis points 4,712.13 4,119.98
Withdrawal Rate + 100 basis points 4,609.83 4,028.12
170 KEC International Limited Annual Report 2017-18
NOTES
forming part of the Consolidated Financial Statements as at and for the year ended March 31, 2018
d) The following table shows a breakdown of the defined benefit obligation and plan assets by country:
` in Lakh
As at March 31, 2018 As at March 31, 2017
Description Gratuity Gratuity
Total Total
India Saudi US India Saudi US
(A) Present value of obligation 3,795.45 781.50 237.96 4,814.92 3,237.11 753.10 321.52 4,311.73
(B) Fair value of plan assets 3,165.86 - - 3,165.86 3,035.78 - - 3,035.78
(C) Total liability = (A) - (B) 629.59 781.50 237.96 1,649.06 201.33 753.10 321.52 1,275.95
e) Provident Fund
The Company has established ‘KEC International Limited Provident Fund’ in respect of certain employees to which both the employee and
the employer make contribution equal to 12% of the employee’s basic salary respectively. The Company’s contribution to the provident fund
for all employees, are charged to the Statement of Profit and Loss. In case of any liability arising due to shortfall between the return from
its investments and the administered interest rate, the same is required to be provided for by the Company. In accordance with the recent
actuarial valuation, there is no deficiency in the interest cost as the present value of expected future earnings of the fund is greater than the
expected amount to be credited to the individual members based on the expected guaranteed rate of interest.
` in Lakh
As at As at
Particulars
March 31, 2018 March 31, 2017
Company’s contribution to the provident fund 1,079.57 927.92
Assumptions used in determining the present value obligation of the interest rate guarantee are as follows:
As at As at
Particulars
March 31, 2018 March 31, 2017
a. Approach used Deterministic Deterministic
b. Increase in compensation levels 8.00% 8.00%
c. Discount Rate 7.50% 7.10%
d. Attrition Rate
Upto 30 years 16.00% 14.00%
31 - 44 years 10.00% 10.00%
45 years and above 11.00% 5.00%
e. Weighted Average Yield 8.32% 8.57%
f. Weighted Average YTM 8.32% 8.57%
g. Reinvestment Period on Maturity 8 years 8 years
h. Mortality Rate Indian Assured Lives Indian Assured Lives
Mortalilty (IALM) (2006- Mortalilty (IALM) (2006-
08) (modified) Ultimate 08) (modified) Ultimate
f) Compensated Absences
The compensated abscence cover the Company’s liability for sick and earned leave.
The amount of the provision of ` 2,010.42 lakh (as at 31st March, 2017 – ` 2,438.90 lakh) is presented as current, since the Company does
not have an unconditional right to defer settlement for any of these obligations.
Company Overview Statutory Reports Financial Statements
171
NOTES
forming part of the Consolidated Financial Statements as at and for the year ended March 31, 2018
(A) Details of related parties with whom transactions have taken place
Entity having significant influence over the Company
Swallow Associates LLP
Entities where control / significant influence by KMPs and their relatives exists and with
whom transactions have taken place
STEL Holdings Limited
Chattarpati Investments LLP
Harsh Anant Goenka HUF
CEAT Limited
M/s. Feedback Infra Private Limited
B. N. Elias & Co. LLP
Palacino Properties LLP
RPG Enterprises Limited
Raychem RPG Private Limited
Ceat Speciality Tyres Limited
Spencers and Company Limited
Zensar Technologies Limited
NOTE 51 - RELATED PARTY DISCLOSURES
Related party disclosures as required by IND AS 24 “Related Party Disclosures” are given below:
172
` in Lakh
NOTES
For the year ended March 31, 2018 For the year ended March 31, 2017
Entities where control Entities where control
Transactions Key Post - Key
/ significant influence / significant influence Post - employment
Management employment Total Management Total
by KMPs and their by KMPs and their benefit plan
Personnel benefit plan Personnel
relatives exist relatives exist
Sale of Products 1,591.31 1,591.31 514.59 514.59
CEAT Limited 1,341.48 1,341.48 19.14 19.14
Raychem RPG Private limited 249.83 249.83 249.01 249.01
CEAT Speciality Tyres Limited 246.44 246.44
Freight and Service tax 5.01 5.01
recovered on sales
Raychem RPG Private limited 5.01 5.01
Services received 1,448.09 1,448.09 1,446.79 1,446.79
M/s. Feedback Infra Pvt. Ltd 16.94 16.94 17.37 17.37
KEC International Limited Annual Report 2017-18
Note: The sales / provision to and purchase / provision of services from related parties are made on terms equivalent to those that prevail in arm’s length transactions.
forming part of the Consolidated Financial Statements as at and for the year ended March 31, 2018
173
174 KEC International Limited Annual Report 2017-18
NOTES
forming part of the Consolidated Financial Statements as at and for the year ended March 31, 2018
NOTE 52 - CONTINGENT LIABILITIES AND COMMITMENTS (TO THE EXTENT NOT PROVIDED FOR)
(i) Contingent Liabilities#
` in Lakh
Relating to various
Sr. As at As at
Particulars years comprise in
No March 31, 2018 March 31, 2017
the period
*These claims mainly relate to the issues of applicability, issue of disallowance of cenvat / VAT credit and in case of Sales Tax / Value added tax, also relate to the issue of
submission of relevant forms and the Company’s claim of exemption for MVAT on export sales and services.
**These claims mainly relate to the issues of appropriate jurisdiction for tax applicability at overseas locations.
^
These claims mainly relate to the issues of clearance of goods from customs within time limit.
^^
These suits includes Civil suits as well as Industrial relations & labour laws cases.
excluding financial guarantees referred to in Note 48.9.
#
NOTES
forming part of the Consolidated Financial Statements as at and for the year ended March 31, 2018
(ii) Commitments
` in Lakh
As at As at
Particulars
March 31, 2018 March 31, 2017
1 Estimated amount of contracts remaining to be executed on capital account and not 2,188.87 1,022.22
provided for (net of capital advances)
2 Other Commitments:
i) Amount of future minimum lease payment under non-cancellable operating leases 7,431.98 9,570.14
[ Refer Note 47 (A) (3) ]
ii) Derivative related commitments Refer Notes 48.7 and 48.8
NOTE 53 - SERVICE CONCESSION ARRANGEMENTS The amount due from the grantor comprises of Fair value (FV) of the
cost incurred in relation to the project measured at cost plus margin
KEC Bikaner Sikar Transmission Private Limited (Concessionaire),
on cost incurred excluding the borrowing cost (being management
subsidiary, has executed a Transmission Service Agreement (TSA) for
estimate of FV of cost incurred) and Finance Income, measured
development of 400 KV D/C Bikaner-Sikar Transmission Line Project
at effective interest rate on estimated cash flows. Receivables
on Design, Build, Finance, Operate & Transfer (DBFOT) basis with
and finance income are reviewed annually for any change in the
Rajasthan Rajya Vidyut Prasaran Nigam Limited (Authority / RRVPNL).
cash flows.
The Transmission line of 172 kilometers will emanate from 400 KV
Bikaner Substation of RRVPNL to 400 KV Sikar Substation of Power Grid The Project is physically completed in the month of September 2017
Corporation of India Limited. The Concession Arrangement granted by and the Pre-commissioning tests were successfully completed during
the Authority is for a period of 25 years including Construction Period of October 2017. The Commercial Operation Date (COD) has been
630 days from the Appointed Date (i.e. May 03, 2016). declared as on December 04, 2017 by the Concessionaire based on the
Provisional Completion Certificate issued by the Independent Engineer.
Besides construction, during the Operation Period, the Concessionaire
The Concessionaire has also received the Completion Certificate from
shall operate, maintain and if required modify, repair, make
the Independent Engineer.
improvements to the Transmission System in accordance with this TSA
either by itself, or through the Operations & Maintenance Contractor, The carrying amount of the financial assets as on March 31, 2018 is
if required. All cost and expenses related to Project shall be borne ` 21,634.25 (As at March 31, 2017 ` 16,580.80 lakh). The amount of
by Concessionaire and grant shall be also provided by way of Equity revenue (includes revenue from operations and maintenance activities)
support by the Authority. In terms of TSA the Concessionaire is also for the year ended March 31, 2018 ` 3220.10 lakh (for the year ended
required to build the project offices in Bikaner and Sikar. At the end of March 31, 2017 `197,06.97 lakh) and and Profit after Tax of ` 213.28
the Concession Period, the Concessionaire is required to hand over the lakh (for the year ended March 31, 2017 Loss after Tax of ` 40.85 lakh)
Transmission System in the stipulated condition to the Authority. The respectively.
Concession Arrangement provides a renewal option for 20 years from
NOTE 54 - SEGMENT REPORTING
the completion of original concession period. Premature termination is
permitted only upon the happening of a Force Majeure event or upon The Group is primarily engaged in Engineering, Procurement and
the parties defaulting on their obligation. Further the Concessionaire Construction business (EPC) relating to infrastructure interalia products,
may at any time after the 35th Anniversary of the Appointed Date projects and systems for power transmission, distribution, and related
terminate this Agreement by a notice. activities. Information reported to and evaluated regularly by the Chief
Operational Decision Maker (CODM) i.e. Managing Director for the
In terms of TSA, the Concessionaire is entitled to a fixed defined Annuity
purpose of resource allocation and assessing performance focuses on
called Unitary Charges from the Authority. The subsidiary has classified
the business as a whole. The CODM reviews the Group’s performance
this arrangement as Financial Assets and disclosed the amount
on the analysis of profit before tax at an overall level. Accordingly, there
due from the Authority as “Receivable against Service Concession
is no other separate reportable segment as defined by Ind AS 108
Arrangement”. (Refer Note 10)
“Operating Segments”.
NOTES
forming part of the Consolidated Financial Statements as at and for the year ended March 31, 2018
NOTE 55
The details of amounts which are expected by the Group to be recovered or settled after twelve months in respect of assets and liabilities
relating to long-term contracts which are classified as current are as under:
(` in Lakh)
As at As at
Particulars
March 31, 2018 March 31, 2017
Trade Receivables (Note 15) 1,18,962.22 97,211.75
Amount due from customers for long term contracts (Note 19) 13,909.08 10,171.79
Advance from customers (Note 31) 31,605.99 11,261.72
NOTE 56
Note 56.1 Based on the details regarding the status of the supplier obtained by the management, there is no supplier covered under the
Micro, Small and Medium Enterprises Development Act, 2006 (the Act).
` in Lakh
Other
Particulars SBNs* denomination Total
notes
Closing cash in hand as on November 08, 2016 79.79 153.35 233.14
(+) Permitted Receipts - 256.53 256.53
(-) Permitted Payments (11.00) (354.77) (365.77)
(-) Amount Deposited in bank (68.79) (0.24) (69.03)
Closing cash in hand as on December 30, 2016 - 54.87 54.87
* For the purposes of this clause, the term ‘Specified Bank Notes’ shall have the same meaning provided in the notification of the Government of India, in the Ministry of Finance,
Department of Economic Affairs number S.O. 3407(E), dated the 8th November, 2016.
NOTE 57 – RECLASSIFICATIONS
Note 57.1 Reclassification - Acceptances
Acceptances comprises of credit availed for payment to suppliers for materials (including project bought outs) purchased and services
availed by the company. The said balances have been regrouped in the current year under trade payables as compared to being shown
separately based on the terms of the arrangements and as it is more consistent with peers.
6 SAE Towers Holdings LLC, Delaware (USA) 11.21 22,380.75 8.96 4,129.06 16.30 (133.00) 8.83 3,996.07
(Refer below note)
Footnote
The information has been furnished based on the Audited Consolidated Financial Statement of SAE Towers Holdings LLC and its subsidiaries (SAE Group). The requisite additional information for SAE Group
based on the information considered in the Audited Consolidated Financial Statement of SAE Group are as under:
Financial Statements
forming part of the Consolidated Financial Statements as at and for the year ended March 31, 2018
177
Net Assets i.e. Total Assets - Share in Other Share in Total Comprehensive
Share in Profit or Loss
Total Liabilities Comprehensive Income (OCI) Income (TCI)
178
Name of the entity in Consolidated Financial Statements
of SAE Group As % of As % of As % of As % of
Consolidated Amount Consolidated Amount Consolidated Amount Consolidated Amount
Net Assets of (` in Lakh) Profit or Loss (` in Lakh) OCI of KEC (` in Lakh) TCI of KEC (` in Lakh)
NOTES
KEC Group of KEC Group Group Group
1 SAE Towers Holdings LLC, Delaware (USA) 25.96 51,856.58 (0.89) (411.13) - - (0.91) (411.13)
2 SAE Towers Brazil Subsidiary Company LLC, - - - - - - - -
Delaware (USA)
3 SAE Towers Mexico Subsidiary Company LLC, - - - - - - - -
Delaware (USA)
4 SAE Towers Mexico S de RL de CV, Mexico 4.65 9,287.96 3.19 1,470.78 - - 3.25 1,470.78
5 SAE Towers Brazil Torres de Transmission 7.74 15,452.03 12.14 5,588.28 - - 12.36 5,588.28
Ltda, Brazil
6 SAE Prestadora de Servicios Mexico, S de 0.59 1,170.96 0.10 45.10 - - 0.10 45.10
RL de CV, Mexico
7 SAE Towers Ltd, Delaware (USA) 0.76 1,527.85 (0.13) (57.84) - - (0.13) (57.84)
8 SAE Engenharia E Construcao Ltda, Brazil - - - - - - - -
KEC International Limited Annual Report 2017-18
*Merged with SAE Tower Holdings LLC, Delaware (USA) on September 29, 2017.
forming part of the Consolidated Financial Statements as at and for the year ended March 31, 2018
Company Overview Statutory Reports Financial Statements
179
NOTES
forming part of the Consolidated Financial Statements as at and for the year ended March 31, 2018
NOTE 60
The Board of Directors of the Company at its meeting held on May 14, 2018, have recommended a Dividend of ` 2.40/- per equity share of
` 2/- each for the year ended March 31, 2018, subject to approval of shareholders at the ensuing Annual General Meeting.
NOTE 61
The Company has approved its financial statements in its Board meeting dated May 14, 2018.
A.T.VASWANI
Place: Mumbai Place: Mumbai Director
Date: May 14, 2018 Date: May 14, 2018 DIN - 00057953
FORM AOC - 1
Annexure pursuant to first proviso to sub section (3) of Section 129 read with rule 5 of Companies (Accounts) Rules, 2014
180
Statement containing salient features of the financial statement of subsidiaries/associate companies/joint ventures
Part “A”: Subsidiaries
` in Lakh
Total
NOTES
Investments Profit/ Proposed % of Shareholding
Liabilities Provision Profit/
Sr. Reporting Share Reserves & Total (except in case of Turnover (Loss) Dividend (either directly
Name of Subsidiary Company (excluding for Taxation (Loss) after
No. Currency Capital surplus Assets Investment in the ** before (excluding or through
Capital and ** Taxation **
Subsidiaries) Taxation ** dividend paid) subsidiaries)
Reserves)
1 SAE Towers Holdings LLC, USA* INR 43,293.08 8,563.50 87,571.72 35,715.14 - - (412.13) - (412.13) - 100%
USD(000) 66,431.00 13,140.25 134,374.28 54,803.04 - - (655.21) - (655.21) -
2 SAE Towers Brazil Subsidiary INR - - - - - - - - - - 100%
Company LLC, USA* USD(000) - - - - - - - - - -
3 SAE Towers Mexico Subsidiary INR - - - - - - - - - - 100%
Holding Company LLC, USA* USD(000) - - - - - - - - - -
4 SAE Towers Mexico S de RL de CV, INR 14,388.90 (5,100.94) 23,890.08 14,602.13 - 24,611.22 206.44 (1,267.93) 1,474.37 - 100%
Mexico* USD(000) 22,079.02 (7,827.13) 36,658.10 22,406.21 - 39,126.89 328.20 (2,015.76) 2,343.95 -
5 SAE Towers Brazil Torres de INR 6,313.01 9,139.02 49,076.13 33,624.09 - 75,056.60 8,364.89 2,762.97 5,601.92 - 100%
Transmission Ltda, Brazil* USD(000) 9,686.99 14,023.35 75,304.78 51,594.43 - 119,324.88 13,298.49 4,392.56 8,905.93 -
6 SAE Prestadora de Servicios Mexico, INR - 1,170.96 2,271.19 1,100.23 - 4,872.12 142.87 97.66 45.21 - 100%
KEC International Limited Annual Report 2017-18
S de RL de CV, Mexico* USD(000) - 1,796.78 3,485.03 1,688.25 - 7,745.68 227.14 155.26 71.88 -
7 SAE Towers Ltd, USA* INR 1,304.05 223.79 2,357.39 829.54 - 10,608.68 27.57 85.55 (57.98) - 100%
USD(000) 2,001.00 343.40 3,617.29 1,272.89 - 16,865.66 43.82 136.00 (92.18) -
8 SAE Engenharia E Construcao Ltda, INR - - - - - - - - - - 100%
Brazil* USD(000) - - - - - - - - - -
9 SAE Engineering & Construction INR - (221.95) 47.83 269.78 - - - - - - 100%
Services S de RL de CV, Mexico* USD(000) - (340.57) 73.39 413.97 - - - - - -
10 KEC Investment Holdings, Mauritius INR 26,459.02 (53.81) 41,467.38 15,062.17 - - (0.64) - (0.64) - 100%
USD(000) 40,600.00 (82.57) 63,629.56 23,112.12 - - (1.02) - (1.02) -
11 KEC Global Mauritius, Mauritius INR 241.13 (73.35) 269.94 102.16 - - (11.43) - (11.43) - 100%
USD(000) 370.00 (112.55) 414.21 156.76 - - (18.17) - (18.17) -
12 KEC International (Malaysia) SDN.BHD INR 172.26 (9.27) 269.43 106.43 - - (5.80) - (5.80) - 100%
RM(000) 1,021.74 (54.96) 1,598.08 631.30 - - (36.13) - (36.13) -
13 RPG Transmission Nigeria Limited, INR 20.69 0.08 20.88 0.10 - - (0.10) - (0.10) - 100%
Nigeria Naira(000) 10,000.00 39.61 10,089.61 50.00 - - (50.00) - (50.00) -
forming part of the Consolidated Financial Statements as at and for the year ended March 31, 2018
` in Lakh
Total
Investments Profit/ Proposed % of Shareholding
Liabilities Provision Profit/
Sr. Reporting Share Reserves & Total (except in case of Turnover (Loss) Dividend (either directly
Name of Subsidiary Company (excluding for Taxation (Loss) after
No. Currency Capital surplus Assets Investment in the ** before (excluding or through
Capital and ** Taxation **
Subsidiaries) Taxation ** dividend paid) subsidiaries)
Reserves)
14 KEC Global FZ – LLC, Ras UL INR 177.41 (96.52) 83.61 2.72 - 3.22 (1,158.94) 3.36 (1,162.30) - 100%
Khaimah, UAE AED(000) 1,000.00 (544.04) 471.29 15.34 - 18.30 (6,596.10) 19.12 (6,615.22) -
NOTES
15 Al-Sharif Group and KEC Ltd. INR 521.34 66,807.12 188,668.21 121,339.75 - 112,804.48 20,088.97 3,491.84 16,597.13 - 51.10%
Company Overview
Company, Saudi Arabia SAR(000) 3,000.00 384,435.04 1,085,672.77 698,237.73 - 656,255.22 116,870.28 20,314.23 96,556.05 -
(Refere Note 3)
16 KEC Power India Private Limited, India INR 22.10 11.22 33.37 0.05 - - (1.45) (0.02) (1.43) - 100%
17 KEC Bikaner Sikar Transmission INR 1,000.00 2,241.48 22,347.15 19,105.67 - 3,220.10 293.85 80.57 213.28 - 99.99%
Private Limited
forming part of the Consolidated Financial Statements as at and for the year ended March 31, 2018
181
182 KEC International Limited Annual Report 2017-18
NOTES
forming part of the Consolidated Financial Statements as at and for the year ended March 31, 2018
` in Lakh
RP Goenka Group of Companies
Name of Associates / Joint Ventures
Employees Welfare Association
1. Latest audited Balance Sheet date 31/3/2018
2. Shares of Associate / joint ventures held by the company on the year end
No. -
Amount of Investment in Associates / Joint Ventures -
Extend of Holding % 49
3. Description of how there is significant influence By virtue of shareholding
4. Reason why the Associate / Joint Ventures is not consolidated Yes
5. Net worth attributable to Shareholding as per latest audited Balance Sheet -
6. Profit / Loss for the year -
i. Considered in Consolidation* -
ii. Not considered in Consolidation -
H. V. GOENKA
Chairman
DIN - 00026726
A. T. VASWANI
Place : Mumbai Director
Date : May 14, 2018 DIN - 00057953
Company Overview Statutory Reports Financial Statements
183
FINANCIAL STATEMENTS
Standalone Independent Auditors’ Report 184
Balance Sheet 190
Statement of Profit and Loss 191
Statement of Changes in Equity 192
Cash Flow Statement 193
Notes 195
184 KEC International Limited Annual Report 2017-18
INDEPENDENT
AUDITORS’ REPORT
TO THE MEMBERS OF KEC International Limited 4. We have taken into account the provisions of the Act and the
Rules made thereunder including the accounting and auditing
REPORT ON THE STANDALONE INDIAN ACCOUNTING standards and matters which are required to be included in
STANDARDS (IND AS) FINANCIAL STATEMENTS the audit report under the provisions of the Act and the Rules
made thereunder.
1.
We have audited the accompanying standalone Ind AS
financial statements of KEC International Limited (“the
5. We conducted our audit of the standalone Ind AS financial
Company”), which comprise the Balance Sheet as at March
statements in accordance with the Standards on Auditing
31, 2018, the Statement of Profit and Loss (including Other
specified under Section 143(10) of the Act and other
Comprehensive Income), the Cash Flow Statement and the
applicable authoritative pronouncements issued by the
Statement of Changes in Equity for the year then ended,
Institute of Chartered Accountants of India. Those Standards
and a summary of the significant accounting policies and
and pronouncements require that we comply with ethical
other explanatory information, in which are incorporated 20
requirements and plan and perform the audit to obtain
jointly controlled operations as referred to in Note 42 in the
reasonable assurance about whether the standalone Ind AS
standalone financial statements and the Returns for the year
financial statements are free from material misstatement.
ended on that date of the Company’s branches located at
Abu Dhabi, Afghanistan, Algeria, Bangladesh, Egypt, Ethiopia,
6.
An audit involves performing procedures to obtain audit
Georgia, Ghana, Indonesia, Ivory Coast, Jordan, Kenya, Laos,
evidence about the amounts and the disclosures in the
Lebanon, Libya, Malaysia(2), Mozambique, Nepal(2), Nigeria,
standalone Ind AS financial statements. The procedures
Oman, Philippines, Senegal, South Africa, Sri Lanka, Tanzania,
selected depend on the auditors’ judgment, including the
Thailand, Tunisia, Uganda, Zambia, Bhutan, Cameroon, Congo,
assessment of the risks of material misstatement of the
Kazakhstan and Kuwait.
standalone Ind AS financial statements, whether due to
fraud or error. In making those risk assessments, the auditor
MANAGEMENT’S RESPONSIBILITY FOR THE STANDALONE
considers internal financial control relevant to the Company’s
IND AS FINANCIAL STATEMENTS
preparation of the standalone Ind AS financial statements that
2. The Company’s Board of Directors is responsible for the matters give a true and fair view, in order to design audit procedures that
stated in Section 134(5) of the Companies Act, 2013 (“the Act”) are appropriate in the circumstances. An audit also includes
with respect to the preparation of these standalone Ind AS evaluating the appropriateness of the accounting policies used
financial statements to give a true and fair view of the financial and the reasonableness of the accounting estimates made
position, financial performance (including other comprehensive by the Company’s Directors, as well as evaluating the overall
income), cash flows and changes in equity of the Company in presentation of the standalone Ind AS financial statements.
accordance with the accounting principles generally accepted
in India, including the Indian Accounting Standards specified 7.
We believe that the audit evidence we have obtained is
in the Companies (Indian Accounting Standards) Rules, 2015 sufficient and appropriate to provide a basis for our audit
(as amended) under Section 133 of the Act. This responsibility opinion on the standalone Ind AS financial statements.
also includes maintenance of adequate accounting records in
accordance with the provisions of the Act for safeguarding of OPINION
the assets of the Company and for preventing and detecting
8. In our opinion and to the best of our information and according
frauds and other irregularities; selection and application of
to the explanations given to us, the aforesaid standalone Ind
appropriate accounting policies; making judgments and
AS financial statements give the information required by the
estimates that are reasonable and prudent; and design,
Act in the manner so required and give a true and fair view in
implementation and maintenance of adequate internal
conformity with the accounting principles generally accepted
financial controls, that were operating effectively for ensuring
in India, of the state of affairs of the Company as at March
the accuracy and completeness of the accounting records,
31, 2018, and its total comprehensive income (comprising of
relevant to the preparation and presentation of the standalone
profit and other comprehensive income), its cash flows and the
Ind AS financial statements that give a true and fair view and
changes in equity for the year ended on that date.
are free from material misstatement, whether due to fraud
or error.
OTHER MATTER
AUDITORS’ RESPONSIBILITY 9.
We did not audit the Ind AS financial statements/financial
information of 31 branches and 20 jointly controlled operations
3. Our responsibility is to express an opinion on these standalone
included in the standalone Ind AS financial statements of the
Ind AS financial statements based on our audit.
Company, which constitute total assets of ` 264,326.05 lakh
Company Overview Statutory Reports Financial Statements
185
and net assets of ` 49,969.53 lakh as at March 31, 2018, total (e) In our opinion, the aforesaid standalone Ind AS financial
revenue of ` 219,863.71 lakh and net cash flows amounting statements comply with the Indian Accounting Standards
to (` 1,355.44 lakh) for the year then ended. These financial specified under Section 133 of the Act.
statements/financial information have been audited by other
auditors whose reports have been furnished to us, and our (f)
On the basis of the written representations received
opinion on the standalone Ind AS financial statements to the from the directors as on March 31, 2018 taken on record
extent they have been derived from such financial statements/ by the Board of Directors of the Company, none of the
financial information is based solely on the report of such directors are disqualified as on March 31, 2018 from
other auditors. being appointed as a director in terms of Section 164 (2)
of the Act.
10.
The Ind AS financial statements of the Company for the
year ended March 31, 2017, were audited by another firm of (g)
With respect to the adequacy of the internal financial
chartered accountants under the Companies Act, 2013 who, controls with reference to financial statements of the
vide their report dated May 19, 2017, expressed an unmodified Company and the operating effectiveness of such
opinion on those financial statements. controls, refer to our separate Report in Annexure A.
Our opinion is not qualified in respect of these matters. (h) With respect to the other matters to be included in the
Auditors’ Report in accordance with Rule 11 of the
REPORT ON OTHER LEGAL AND REGULATORY Companies (Audit and Auditors) Rules, 2014, in our
REQUIREMENTS opinion and to the best of our knowledge and belief and
according to the information and explanations given
11. As required by the Companies (Auditor’s Report) Order, 2016,
to us:
issued by the Central Government of India in terms of sub-
section (11) of section 143 of the Act (“the Order”), and on the
i.
The Company has disclosed the impact, if any,
basis of such checks of the books and records of the Company
of pending litigations as at March 31, 2018 on its
as we considered appropriate and according to the information
financial position in its standalone Ind AS financial
and explanations given to us, we give in the Annexure B a
statements – Refer Note 49;
statement on the matters specified in paragraphs 3 and 4 of
the Order.
ii.
The Company has made provision as at March
31, 2018, as required under the applicable law or
12. As required by Section 143 (3) of the Act, we report that:
accounting standards, for material foreseeable
losses, if any, on long-term contracts - Refer Note
(a)
We have sought and obtained all the information and
29. Further, the Company did not have any material
explanations which to the best of our knowledge and
foreseeable losses on derivative contracts as at
belief were necessary for the purposes of our audit.
March 31, 2018.
(b) In our opinion, proper books of account as required by
iii. There has been no delay in transferring amounts,
law have been kept by the Company so far as it appears
required to be transferred, to the Investor Education
from our examination of those books and the reports of
and Protection Fund by the Company during the
the other auditors for the branches not audited by us and
year ended March 31, 2018.
proper returns adequate for the purposes of our audit
have been received from the branches not visited by us.
iv. The reporting on disclosures relating to Specified
Bank Notes is not applicable to the Company for the
(c)
The reports on the accounts of the branch offices of
year ended March 31, 2018.
the Company audited under Section 143 (8) of the Act
by branch auditors have been sent to us and have been
For Price Waterhouse Chartered Accountants LLP
properly dealt with by us in preparing this report.
Firm Registration Number: 012754N/N500016
Chartered Accountants
(d)
The Balance Sheet, the Statement of Profit and Loss
(including other comprehensive income), the Cash Flow
Sarah George
Statement and the Statement of Changes in Equity dealt
Place: Mumbai Partner
with by this Report are in agreement with the books of
Date: May 14, 2018 Membership Number: 045255
account and with the returns received from the branches
not visited by us.
186 KEC International Limited Annual Report 2017-18
REPORT ON THE INTERNAL FINANCIAL CONTROLS controls system over financial reporting and their operating
UNDER CLAUSE (I) OF SUB-SECTION 3 OF SECTION 143 effectiveness. Our audit of internal financial controls over
OF THE ACT financial reporting included obtaining an understanding of
internal financial controls over financial reporting, assessing
1. We have audited the internal financial controls over financial
the risk that a material weakness exists, and testing and
reporting of KEC International Limited (“the Company”) as of
evaluating the design and operating effectiveness of internal
March 31, 2018 in conjunction with our audit of the standalone
control based on the assessed risk. The procedures selected
Ind AS financial statements of the Company for the year ended
depend on the auditor’s judgement, including the assessment
on that date, which includes the internal financial controls over
of the risks of material misstatement of the financial statements,
financial reporting of the Company’s 36 branches.
whether due to fraud or error.
MANAGEMENT’S RESPONSIBILITY FOR INTERNAL
5.
We believe that the audit evidence we have obtained is
FINANCIAL CONTROLS
sufficient and appropriate to provide a basis for our audit
2. The Company’s management is responsible for establishing opinion on the Company’s internal financial controls system
and maintaining internal financial controls based on the over financial reporting.
internal control over financial reporting criteria established
by the Company considering the essential components of MEANING OF INTERNAL FINANCIAL CONTROLS OVER
internal control stated in the Guidance Note on Audit of FINANCIAL REPORTING
Internal Financial Controls Over Financial Reporting issued
6. A company’s internal financial control over financial reporting is
by the Institute of Chartered Accountants of India (ICAI).
a process designed to provide reasonable assurance regarding
These responsibilities include the design, implementation
the reliability of financial reporting and the preparation of
and maintenance of adequate internal financial controls that
financial statements for external purposes in accordance
were operating effectively for ensuring the orderly and efficient
with generally accepted accounting principles. A company’s
conduct of its business, including adherence to company’s
internal financial control over financial reporting includes those
policies, the safeguarding of its assets, the prevention and
policies and procedures that (1) pertain to the maintenance
detection of frauds and errors, the accuracy and completeness
of records that, in reasonable detail, accurately and fairly
of the accounting records, and the timely preparation of reliable
reflect the transactions and dispositions of the assets of the
financial information, as required under the Act.
company; (2) provide reasonable assurance that transactions
are recorded as necessary to permit preparation of financial
AUDITORS’ RESPONSIBILITY
statements in accordance with generally accepted accounting
3. Our responsibility is to express an opinion on the Company’s principles, and that receipts and expenditures of the company
internal financial controls over financial reporting based on our are being made only in accordance with authorisations of
audit. We conducted our audit in accordance with the Guidance management and directors of the company; and (3) provide
Note on Audit of Internal Financial Controls Over Financial reasonable assurance regarding prevention or timely detection
Reporting (the “Guidance Note”) and the Standards on Auditing of unauthorised acquisition, use, or disposition of the
deemed to be prescribed under section 143(10) of the Act to company’s assets that could have a material effect on the
the extent applicable to an audit of internal financial controls, financial statements.
both applicable to an audit of internal financial controls and
both issued by the ICAI. Those Standards and the Guidance INHERENT LIMITATIONS OF INTERNAL FINANCIAL
Note require that we comply with ethical requirements and plan CONTROLS OVER FINANCIAL REPORTING
and perform the audit to obtain reasonable assurance about
7.
Because of the inherent limitations of internal financial
whether adequate internal financial controls over financial
controls over financial reporting, including the possibility
reporting was established and maintained and if such controls
of collusion or improper management override of controls,
operated effectively in all material respects.
material misstatements due to error or fraud may occur and
not be detected. Also, projections of any evaluation of the
4.
Our audit involves performing procedures to obtain audit
internal financial controls over financial reporting to future
evidence about the adequacy of the internal financial
periods are subject to the risk that the internal financial control
Company Overview Statutory Reports Financial Statements
187
viii. According to the records of the Company examined by us and 188 of the Act. The details of such related party transactions
the information and explanation given to us, the Company have been disclosed in the financial statements as required
has not defaulted in repayment of loans or borrowings to under Indian Accounting Standard (Ind AS) 24, Related Party
any financial institution or bank or Government or dues to Disclosures specified under Section 133 of the Act.
debenture holders as at the balance sheet date.
xiv.
The Company has not made any preferential allotment or
ix. The Company has not raised any moneys by way of initial private placement of shares or fully or partly convertible
public offer or further public offer (including debt instruments). debentures during the year under audit. Accordingly, the
Further, the term loans have been applied by the Company provisions of Clause 3(xiv) of the Order are not applicable to
during the year for the purposes for which they were obtained. the Company.
x. During the course of our examination of the books and records xv. The Company has not entered into any non-cash transactions
of the Company, carried out in accordance with the generally with its directors or persons connected with him. Accordingly,
accepted auditing practices in India, and according to the the provisions of Clause 3(xv) of the Order are not applicable to
information and explanations given to us, we have neither the Company.
come across any instance of material fraud by the Company
or on the Company by its officers or employees, noticed or xvi. The Company is not required to be registered under Section
reported during the year, nor have we been informed of any 45-IA of the Reserve Bank of India Act, 1934. Accordingly, the
such case by the Management. provisions of Clause 3(xvi) of the Order are not applicable to
the Company.
xi. The Company has paid/ provided for managerial remuneration
in accordance with the requisite approvals mandated by the For Price Waterhouse Chartered Accountants LLP
provisions of Section 197 read with Schedule V to the Act. Firm Registration Number: 012754N/N500016
Chartered Accountants
xii. As the Company is not a Nidhi Company and the Nidhi Rules,
2014 are not applicable to it, the provisions of Clause 3(xii) of Sarah George
the Order are not applicable to the Company. Place: Mumbai Partner
Date: May 14, 2018 Membership Number: 045255
xiii.
The Company has entered into transactions with related
parties in compliance with the provisions of Sections 177 and
190 KEC International Limited Annual Report 2017-18
BALANCE SHEET
as at March 31, 2018
` in Lakh
As at As at
Particulars Note No.
March 31, 2018 March 31, 2017
ASSETS
(1) Non-Current Assets
(a) Property, plant and equipment 5 59,539.81 60,700.71
(b) Capital work-in-progress 7,090.80 423.04
(c) Intangible assets 6 9,059.42 10,536.96
75,690.03 71,660.71
(d) Financial assets
(i) Investments 7 31,766.20 12,233.47
(ii) Trade receivables 8 546.59 2,640.54
(iii) Other financial assets 9 1,370.78 4,735.16
33,683.57 19,609.17
(e) Non-current tax assets (net) 10 4,508.45 5,161.90
(f) Other non-current assets 11 20,451.09 20,542.07
Total Non -Current Assets 134,333.14 116,973.85
(2) Current Assets
(a) Inventories 12 44,789.18 26,976.08
(b) Financial assets
(i) Trade receivables 13 483,524.51 394,883.65
(ii) Cash and cash equivalents 14 17,631.36 12,302.48
(iii) Bank balances other than (ii) above 15 3,802.95 3,244.23
(iv) Loans 16 21,527.12 18,260.85
(v) Other financial assets 17 208,124.50 156,878.95
734,610.44 585,570.16
(c) Current tax assets (net) 18 8,398.40 4,009.37
(d) Other current assets 19 51,346.13 35,432.33
Total Current Assets 839,144.15 651,987.94
Total Assets 973,477.29 768,961.79
EQUITY AND LIABILITIES
Equity
(a) Equity share capital 20 5,141.77 5,141.77
(b) Other equity 21 198,723.09 160,432.08
Total Equity 203,864.86 165,573.85
Liabilities
(1) Non-current liabilities
(a) Financial Liabilities
Borrowings 22 40,062.34 26,089.21
STATEMENT OF
PROFIT AND LOSS for the year ended March 31, 2018
` in Lakh
For the year ended For the year ended
Particulars Note No.
March 31, 2018 March 31, 2017
I Revenue from operations 31 907,573.70 773,708.55
II Other income 32 2,259.93 3,708.40
III Total Income (I+II) 909,833.63 777,416.95
IV Expenses
(i) Cost of materials consumed 33 467,623.72 359,992.10
(ii) Changes in inventories of finished goods and work-in-progress 34 (6,454.90) 163.20
(iii) Erection and sub-contracting expenses 35 212,651.61 177,340.84
(iv) Excise duty on sale of goods 3,834.69 17,065.02
(v) Employee benefits expense 36 56,211.55 50,591.74
(vi) Finance costs 37 19,581.42 20,883.14
(vii) Depreciation and amortisation expense 38 9,543.40 11,538.91
(viii) Other expenses 39 82,694.27 97,488.53
Total expenses 845,685.76 735,063.48
V Profit before tax (III - IV) 64,147.87 42,353.47
VI Tax expense: 40
(i) Current tax 21,599.92 11,666.71
(ii) Deferred tax (456.80) 2,504.28
21,143.12 14,170.99
VII Profit for the the year (V-VI) 43,004.75 28,182.48
VIII Other Comprehensive Income
A(i) Items that will not be reclassified to profit or loss
- Remeasurement of defined benefit obligations 47 (254.10) (204.57)
(ii) Income tax relating to items that will not be reclassified to profit or loss 40.2 98.93 70.80
B(i) Items that will be reclassified to profit or loss 21
- Exchange differences on translating the financial statements of foreign joint 23.83 (830.20)
operations
-Deferred (Losses)/ Gains on Cash flow hedges (612.81) 9.25
(ii) Income tax relating to items that will be reclassified to profit or loss 40.2 143.85 120.24
Total Other Comprehensive Income (600.30) (834.48)
IX Total Comprehensive Income for the year (VII + VIII) (Comprising Profit and 42,404.45 27,348.00
Other Comprehensive Income for the year)
X Earnings per equity share for continuing operation (of ` 2 each)
(i) Basic 41 16.73 10.96
(ii) Diluted 16.73 10.96
The above statement of profit and loss should be read in conjunction with the accompanying notes.
In terms of our report attached For and on behalf of the Board of Directors
For Price Waterhouse Chartered Accountants LLP
Firm Registration Number: 012754N/N500016
Chartered Accountants
H. V. GOENKA
Chairman
DIN - 00026726
A. T. VASWANI
Place: Mumbai Place: Mumbai Director
Date: May 14, 2018 Date: May 14, 2018 DIN - 00057953
A. EQUITY SHARE CAPITAL
` in Lakh
192
Particulars Notes Amount
As at April 1, 2017 5,141.77
Change in equity share capital during the year 20 -
As at March 31, 2018 5,141.77
B. OTHER EQUITY
` in Lakh
Reserve and Surplus Other Comprehensive Income
Exchange
Other items of other
differences
comprehensive
Particulars Securities Capital Debenture Effective on translating Total
Capital General Statutory Retained income
Premium Redemption Redemption portion of the financial
Reserve Reserve Reserve Earnings (Remeasurement
STATEMENT OF
The above statement of changes in equity should be read in conjunction with the accompanying notes.
In terms of our report attached For and on behalf of the Board of Directors
For Price Waterhouse Chartered Accountants LLP
Firm Registration Number: 012754N/N500016
Chartered Accountants
H. V. GOENKA
Chairman
DIN - 00026726
SARAH GEORGE RAJEEV AGGARWAL VIMAL KEJRIWAL
Partner Chief Financial Officer Managing Director & CEO
Membership Number: 045255 DIN - 00026981
A. T. VASWANI
Place: Mumbai Place: Mumbai Director
Date: May 14, 2018 Date: May 14, 2018 DIN - 00057953
Company Overview Statutory Reports Financial Statements
193
CASH FLOW
STATEMENT for the year ended March 31,2018
` in Lakh
For the year ended For the year ended
Particulars
March 31, 2018 March 31, 2017
A. CASH FLOW FROM OPERATING ACTIVITIES:
Profit for the year after tax 43,004.75 28,182.48
Adjustments for:
Income tax expense 21,143.12 14,170.99
Depreciation and amortisation expense 9,543.40 11,538.91
Amortization of leasehold prepayments - 62.68
Profit on sale of property, plant and equipment (net) (41.61) (19.31)
Loss on property, plant and equipment discarded & intangible assets 119.15 1,528.74
derecognised
Finance costs 19,581.42 20,883.14
Interest income (1,474.93) (2,541.68)
Adjustment on account of fair value of financial guarantees (256.53) (468.34)
Dividend income from equity instruments in subsidiary 132.54 -
Bad debts, loans and advances written off (net) 5,463.80 19,767.73
Allowance for bad and doubtful debts, loans and advances (net) 2,268.68 1,948.08
Mark to market loss on forward and commodity contracts 901.94 400.70
Net loss arising on financial assets mandatorily measured at FVTPL 225.00 429.00
Net unrealised exchange (gain) / loss (796.72) 760.76
56,809.26 68,461.40
Changes in assets and liabilities 99,814.01 96,643.88
Changes in working capital:
Adjustments for (increase) / decrease in operating assets:
Inventories (17,813.10) (1,705.79)
Trade receivables (91,670.61) 23,998.79
Loans 571.78 7,280.88
Other financial assets (49,377.27) 58.65
Other current assets (15,913.80) (17,572.68)
Other non-current assets 119.96 4,098.50
(174,083.04) 16,158.35
Adjustments for increase / (decrease) in operating liabilities:
Trade payables 147,196.63 32,342.37
Other current liabilities 27,960.92 17,983.09
Other financial liabilities (702.69) 103.73
Provisions (1,579.76) (17.96)
172,875.10 50,411.23
98,606.07 163,213.46
Taxes paid (net of refunds) (21,187.57) (8,719.77)
NET CASH FLOW GENERATED BY / (USED IN) OPERATING ACTIVITIES (A) 77,418.50 154,493.69
194 KEC International Limited Annual Report 2017-18
CASH FLOW
STATEMENT for the year ended March 31,2018
` in Lakh
For the year ended For the year ended
Particulars
March 31, 2018 March 31, 2017
B. CASH FLOW FROM INVESTING ACTIVITIES
Capital expenditure on property, plant and equipment & intangible assets (after (13,468.42) (5,896.86)
adjustment of increase/decrease in capital work-in-progress and advances for
capital expenditure)
Proceeds from sale of property, plant and equipment 140.19 146.17
Payment towards investments in subsidiaries (including (19,501.21) (2,050.00)
share application money)
Loans given to a subsidiary (19,661.91) (9,974.68)
Loans repaid by a subsidiary 16,614.13 3,531.06
Interest received 1,135.68 1,403.03
Dividend received from a subsidiary (132.54) -
Bank balances (including non-current) not considered as Cash and cash 165.39 (2,424.20)
equivalents (net)
(34,708.69) (15,265.48)
NET CASH FLOW USED IN INVESTING ACTIVITIES (B) (34,708.69) (15,265.48)
C. CASH FLOW FROM FINANCING ACTIVITIES
Proceeds from other than short-term borrowings (including debentures) 15,509.87 25,000.00
Repayments of other than short-term borrowings (including debentures) - (22,049.16)
Repayment of finance lease obligations (329.58) (429.99)
Net increase / (decrease) in short-term borrowings (31,501.50) (114,165.80)
Finance costs paid (16,946.44) (20,986.93)
Dividend paid (including tax on distributed profit) (4,113.38) (112.42)
(37,381.03) (132,744.30)
NET CASH FLOW (USED IN) / GENERATED BY FINANCING ACTIVITIES (C) (37,381.03) (132,744.30)
NET INCREASE / (DECREASE) IN CASH AND CASH EQUIVALENTS (A+B+C) 5,328.78 6,483.91
Cash and cash equivalents at the beginning of the year (Refer Note 14) 12,302.48 5,818.75
Effect of exchange differences on restatement of foreign currency Cash and 0.11 (0.18)
cash equivalents
Cash and cash equivalents at the end of the year (Refer Note 14) 17,631.36 12,302.48
NOTES
forming part of the Financial Statements as at and for the year ended March 31, 2018
A new five-step process must be applied before revenue can 2.3 The Ministry of Corporate Affairs (MCA) notified the Companies
be recognised: (Indian Accounting Standards) Amendment Rules, 2018 (the
‘Rules’) on 28 March, 2018 regarding Ind AS 40- Investment
i. Identify contracts with customers property - transfers of investment property. The amendments
clarify that transfers to, or from, investment property can only
ii. Identify the separate performance obligation be made if there has been a change in use that it supported by
evidence.
iii. Determine the transaction price of the contract
Management has assessed the effects of the amendment
iv. Allocate the transaction price to each of the separate on classification of existing property at 1 April, 2018 and
performance obligations, and concluded that no reclassifications are required.
v. Recognise the revenue as each performance obligation 2.4 The Ministry of Corporate Affairs (MCA) notified the Companies
is satisfied. (Indian Accounting Standards) Amendment Rules, 2018 (the
‘Rules’) on 28 March, 2018 regarding Ind AS 12- Income taxes
The new standard is mandatory for financial years commencing regarding recognition of deferred tax assets on unrealized
on or after 1 April, 2018 and early application is not permitted. losses. The amendments clarify the accounting for deferred
The standard permits either a full retrospective or a modified taxes where an asset is measured at fair value and that fair
retrospective approach for the adoption. value is below the asset’s tax base.
We have established an implementation team to implement the The management is in process of assessing the impact of
standard related to the recognition of revenue from contracts above amendment. The Company will adopt the amendments
with customers, where the existing revenue contracts are from April 1, 2018.
being evaluated to determine revenue recognition under the
196 KEC International Limited Annual Report 2017-18
NOTES
forming part of the Financial Statements as at and for the year ended March 31, 2018
There are no other standards that are not yet effective and
Level 2 inputs are inputs, other than quoted prices
that would be expected to have a material impact on the entity included within Level 1, that are observable for the asset
in the current or future reporting periods and on foreseeable or liability, either directly or indirectly; and
future transactions.
Level 3 inputs are unobservable inputs for the asset
3. SIGNIFICANT ACCOUNTING POLICIES or liability.
3.1 Statement of compliance
The principal accounting policies are set out below:
The financial statements of the Company have been prepared
in accordance with Ind ASs notified under the Companies 3.3 Interests in joint operations
(Indian Accounting Standards) Rules, 2015 as amended by
A joint operation is a joint arrangement whereby the parties that
the Companies (Indian Accounting Standards) (Amendment)
have joint control of the arrangement have rights to the assets,
Rules, 2016 and the Companies (Indian Accounting Standards)
and obligations for the liabilities, relating to the arrangement.
(Amendment) Rules, 2017.
Joint control is the contractually agreed sharing of control of
an arrangement, which exists only when decisions about the
The financial statements comply in all material aspects with Ind
relevant activities require unanimous consent of the parties
AS notified under Section 133 of the Companies Act, 2013 (the
sharing control.
Act) [Companies (Indian Accounting Standards) Rules, 2015]
and other relevant provisions of the act.
When a Company undertakes its activities under joint
operations, the Company as a joint operator recognises in
3.2 Basis of preparation and presentation
relation to its interest in a joint operation:
The financial statements have been prepared on the historical
cost basis except for certain financial instruments and 1. its assets, including its share of any assets held jointly;
employee benefit obligations, that are measured at fair values
at the end of each reporting period, as explained in the 2. its liabilities, including its share of any liabilities incurred
accounting policies below. jointly;
Historical cost is generally based on the fair value of the 3. its revenue from the sale of its share of the output arising
consideration given in exchange for goods and services. from the joint operation;
The functional currency of the Company is the Indian rupee. 4. its share of the revenue from the sale of the output by the
These financial statements are presented in Indian rupees. joint operation; and
Fair value is the price that would be received to sell an asset 5. its expenses, including its share of any expenses incurred
or paid to transfer a liability in an orderly transaction between jointly.
market participants at the measurement date. Fair value for
measurement and/or disclosure purposes in these financial The Company accounts for the assets, liabilities, revenues,
statements is determined on such a basis, except for leasing and expenses relating to its interest in a joint operation in
transactions that are within the scope of Ind AS 17, ‘Leases’ accordance with the Ind AS applicable to the assets, liabilities,
and measurements that have some similarities to fair value revenues, and expenses.
but are not fair value, such as net realisable value in Ind AS
2, ‘Inventories’ or value in use in Ind AS 36 ‘Impairment of When a Company transacts with a joint operation in which a
Assets’, as applicable. Company is a joint operator (such as a sale or contribution
of assets), the Company is considered to be conducting the
In addition, for financial reporting purposes, fair value transaction with the other parties to the joint operation, and
measurements are categorised into Level 1, 2, or 3 based on gains and losses resulting from the transactions are recognised
the degree to which the inputs to the fair value measurements in the Company’s financial statements only to the extent of
are observable and the significance of the inputs to the fair other parties’ interests in the joint operation.
value measurement in its entirety, which are described
as follows: When a Company transacts with a joint operation in which a
Company is a joint operator (such as a purchase of assets), the
Level 1 inputs are quoted prices (unadjusted) in active Company does not recognise its share of the gains and losses
markets for identical assets or liabilities that the entity can until it resells those assets to a third party.
access at the measurement date;
Company Overview Statutory Reports Financial Statements
197
NOTES
forming part of the Financial Statements as at and for the year ended March 31, 2018
the Company retains neither continuing managerial Liquidated damages / penalties are accounted as per the
involvement to the degree usually associated with contract terms wherever there is a delayed delivery attributable
ownership nor effective control over the goods sold; and to the Company.
the costs incurred or to be incurred in respect of the 3.5.4 Dividend and interest income
transaction can be measured reliably. Dividend income is recognised when the right to receive
payment has been established.
3.5.2 Rendering of services:
Sale of services is recognised in the accounting period in Interest income is recognised using effective interest method.
which the services are rendered.
3.5.5 Export benefits
Revenue from operation and maintenance (O&M) Export benefits under Mercantile Export from India Incentive
contracts is recognised on pro rata basis for the duration Scheme (MEIS) and Duty Drawback benefits are accounted as
of the O&M contracts. revenue on accrual basis as and when export of goods take place.
198 KEC International Limited Annual Report 2017-18
NOTES
forming part of the Financial Statements as at and for the year ended March 31, 2018
3.6 Leasing B)
Joint Operations outside India with functional currency
other than presentation currency:
Leases are classified as finance leases whenever the terms
1. Assets and liabilities, both monetary and non- monetary
of the lease transfer substantially all the risks and rewards
are translated at the rates prevailing at the end of each
of ownership to the lessee. All other leases are classified as
reporting period.
operating leases.
2. Income and expense items are translated at the average
Assets held under finance leases are initially recognised as
exchange rate and all resulting exchange differences are
assets of the Company at their fair value at the inception of
accumulated in the foreign currency translation reserve in
the lease or, if lower, at the present value of the minimum lease
the statement of changes in equity.
payments. The corresponding rental obligations (net of finance
charges) to the lessor is included in the balance sheet as a
C) Other foreign currency transactions:
finance lease obligation.
Foreign currency transactions are translated into the functional
currency using the exchange rates at the dates of the
Lease payments are apportioned between finance expenses
transactions. Foreign exchange gain and losses resulting from
and reduction of the lease obligation so as to achieve a
the settlement of such transactions and from translation of
constant rate of interest on the remaining balance of the
monetary assets and liabilities denominated in foreign currency
liability. Contingent rentals are recognised as expenses in the
at the year end exchange rate are generally recognised in
periods in which they are incurred.
profit or loss. Non-monetary items carried at fair value that are
denominated in foreign currencies are retranslated at the rates
Rental expense from operating leases is generally recognised
prevailing at the date when the fair value was determined.
on a straight-line basis over the term of the relevant lease.
Where the rentals are structured solely to increase in line with
Exchange differences on monetary items are recognised in the
expected general inflation to compensate for the lessor’s
Statement of Profit and Loss in the period in which they arise
expected inflationary cost increases, such increases are
except for:
accounted in the year in which it is incurred. Contingent rentals
arising under operating leases are recognised as an expense in
exchange differences on foreign currency borrowings
the period in which they are incurred.
relating to assets under construction for future productive
use, which are included in the cost of those assets when
In the event that lease incentives are received to enter
they are regarded as an adjustment to interest costs on
into operating leases, such incentives are recognised as a
those foreign currency borrowings
liability. The aggregate benefit of incentives is recognised as
a reduction of rental expense on a straight-line basis, except
exchange differences on transactions entered into in
where another systematic basis is more representative of the
order to hedge certain foreign currency risks (see Note
time pattern in which economic benefits from the leased asset
3.21 below for hedging accounting policies); and
are consumed.
exchange differences on monetary items receivable from
3.7 Foreign currencies
or payable to a foreign operation for which settlement is
In preparing these financial statements, the Company has neither planned nor likely to occur (therefore forming part
applied following policies: of the net investment in the foreign operation), which are
recognised initially in other comprehensive income and
A) Foreign Branches: reclassified from equity to profit or loss on repayment of
1. Income and expense items are translated at the average the monetary items.
exchange rate and all resulting exchange differences are
recognised in the Statement of Profit and Loss. Forward Exchange Contracts:
The forward exchange contracts are marked to market and
2.
Non-monetary assets and liabilities are measured in
gain/loss on such contracts are recognised in the Statement of
terms of historical cost in foreign currencies and are
Profit and Loss at the end of each reporting period, except for
not translated at the rates prevailing at the end of each
those contracts which are designated as hedge instruments.
reporting period. Foreign currency denominated monetary
assets and liabilities are translated at the rates prevailing
3.8 Borrowing costs
at the end of each reporting period. Exchange differences
on translations are recognised in the Statement of Profit
Borrowing costs directly attributable to the acquisition,
and Loss. construction or production of qualifying assets, which are
Company Overview Statutory Reports Financial Statements
199
NOTES
forming part of the Financial Statements as at and for the year ended March 31, 2018
assets that necessarily take a substantial period of time to get The retirement benefit obligation recognised in the balance
ready for their intended use or sale, are added to the cost of sheet represents the actual deficit or surplus in the Company’s
those assets, until such time as the assets are substantially defined benefit plans. Any surplus resulting from this calculation
ready for their intended use or sale. is limited to the present value of any economic benefits
available in the form of refunds from the plans or reductions in
Interest income earned on the temporary investment of specific future contributions to the plans.
borrowings pending their expenditure on qualifying assets is
deducted from the borrowing costs eligible for capitalisation. 3.9.2 Short-term and other long-term employee benefits:
A liability is recognised for benefits accruing to employees
Finance expenses are recognised immediately in the Statement in respect of wages and salaries and annual leave, that are
of Profit and Loss, unless they are directly attributable to expected to be settled wholly within twelve month after the
qualifying assets, in which case they are capitalised in end of the period in which the employee render the related
accordance with the Company’s general policy on borrowing services are recognised in respect of employees’ services up
costs. to the end of the reporting period and are measured at the
amounts expected to be paid when the liabilities are settled.
All other borrowing costs are recognised in the Statement of
Profit and Loss in the period in which they are incurred. Liabilities recognised in respect of short-term employee
benefits are measured at the undiscounted amount of the
3.9 Employee benefits benefits expected to be paid in exchange for the related
service.
3.9.1 Retirement benefit costs:
Payments to defined contribution retirement benefit scheme
Liabilities recognised in respect of other long-term employee
for eligible employees in the form of superannuation fund is
benefits are measured using the projected unit credit method,
recognised as an expense when employees have rendered
with actuarial valuations being carried out at the end of each
service entitling them to the contributions.
annual reporting period.
For defined benefit retirement benefit plans, the cost of
Re-measurements as a result of experience adjustments and
providing benefits is determined using the projected unit
changes in actuarial assumptions are recognised in profit and
credit method, with actuarial valuations being carried out at
loss. The obligations are presented as current liabilities in the
the end of each annual reporting period. Remeasurement,
balance sheet, if the entity does not have an unconditional
comprising actuarial gains and losses, the effect of the
right to defer settlement for at least twelve months after the
changes to the return on plan assets (excluding net interest),
reporting period, regardless of when the actual settlement is
is reflected immediately in the balance sheet with a charge or
expected to occur.
credit recognised in other comprehensive income in the period
in which they occur. Remeasurement recognised in other
3.10 Taxation
comprehensive income is reflected immediately in retained
earnings and is not reclassified to the Statement of Profit and Income tax expense represents the sum of the tax currently
Loss. Past service cost is recognised in the Statement of Profit payable and deferred tax.
and Loss in the period of a plan amendment. Net interest is
calculated by applying the discount rate at the beginning of 3.10.1 Current tax
the period to the net defined benefit liability or asset. Defined The tax currently payable is based on taxable profit for the
benefit costs are categorised as follows: year. Taxable profit differs from ‘profit before tax’ as reported in
the Statement of Profit and Loss because of items of income or
service cost (including current service cost, past service expense that are taxable or deductible in other years and items
cost, as well as gains and losses on curtailments and that are never taxable or deductible.
settlements);
The Company’s current tax is calculated using tax rates that
net interest expense or income; and have been enacted or substantively enacted by the end of
the reporting period in the countries where the Company,
Remeasurement it’s branches and jointly controlled operations operate and
generate taxable income.
The Company presents the first two components of defined
benefit costs in Statement of Profit and Loss in the line item
Management periodically evaluates positions taken in
‘Employee benefits expense’. Curtailment gains and losses are tax returns with respect to situations in which applicable
accounted for as past service costs. tax regulations is subject to interpretations. It establishes
200 KEC International Limited Annual Report 2017-18
NOTES
forming part of the Financial Statements as at and for the year ended March 31, 2018
provisions, where appropriate, on the basis of amounts Deferred tax assets and liabilities are offset when there is legally
expected to be paid to the tax authorities. enforceable right to offset current tax assets and liabilities and
when the deferred tax balances relate to the same taxation
3.10.2 Deferred tax authority. Current tax assets and liabilities are offset when
Deferred tax is recognised on temporary differences between entity has legally enforceable right to offset and intends either
the carrying amounts of assets and liabilities in the financial to settle on a net basis, or to realise the asset and settle the
statements and the corresponding tax bases used in the liability simultaneously.
computation of taxable profit. Deferred tax liabilities are
generally recognised for all taxable temporary differences. Minimum Alternate Tax (MAT) in accordance with the tax laws,
Deferred tax assets are generally recognised for all deductible which gives future economic benefits in the form of adjustment
temporary differences to the extent that it is probable that to future income tax liability, is considered as deferred tax
taxable profits will be available against which those deductible asset if there is convincing evidence that the Company
temporary differences can be utilised. Such deferred tax assets will pay normal income tax against which the MAT paid will
and liabilities are not recognised if the temporary difference be adjusted.
arises from the initial recognition (other than in a business
combination) of assets and liabilities in a transaction that 3.10.3 Current and deferred tax for the year
affects neither the taxable profit nor the accounting profit. Current and deferred tax are recognised in the Statement
of Profit and Loss, except when they relate to items that are
Deferred tax liabilities are recognised for taxable temporary recognised in other comprehensive income or directly in
differences associated with interests in joint operations equity, in which case, the current and deferred tax are also
except where the Company is able to control the reversal of recognised in other comprehensive income or directly in equity
the temporary difference and it is probable that the temporary respectively. Where current tax or deferred tax arises from the
difference will not reverse in the foreseeable future. Deferred initial accounting for a business combination, the tax effect is
tax assets arising from deductible temporary differences included in the accounting for the business combination.
associated with such interests are only recognised to the
extent that it is probable that there will be sufficient taxable 3.11 Property, plant and equipment
profits against which to utilise the benefits of the temporary
Land and buildings held for use in the production or supply of
differences and they are expected to reverse in the
goods or services, or for administrative purposes, are stated in
foreseeable future.
the balance sheet at cost less accumulated depreciation and
accumulated impairment losses, if any. Freehold land is not
The carrying amount of deferred tax assets is reviewed at the
depreciated. Freehold land is not depreciated. Leasehold land
end of each reporting period and reduced to the extent that
is amortised over the remaining period of the lease.
it is no longer probable that sufficient taxable profits will be
available to allow all or part of the asset to be recovered.
Properties in the course of construction for production,
supply or administrative purposes are carried at cost, less any
Deferred tax liabilities and assets are measured at the tax rates
recognised impairment loss, if any. Cost includes professional
that are expected to apply in the period in which the liability is
fees and, for qualifying assets, borrowing costs capitalised
settled or the asset realised, based on tax rates (and tax laws)
in accordance with the Company’s accounting policy. Such
that have been enacted or substantively enacted by the end of
properties are classified to the appropriate categories of
the reporting period.
property, plant and equipment when completed and ready for
intended use. Depreciation of these assets, on the same basis
The measurement of deferred tax liabilities and assets reflects
as other property assets, commences when the assets are
the tax consequences that would follow from the manner in
ready for their intended use.
which the Company expects, at the end of the reporting
period, to recover or settle the carrying amount of its assets
Fixtures and equipment are stated at cost less accumulated
and liabilities.
depreciation and accumulated impairment losses, if any.
Deferred tax assets are not recognised for temporary differences
Depreciation is recognised so as to write off the cost of assets
between the carrying amount and tax bases of investments
(other than freehold land and properties under construction) less
in subsidiaries, branches and associates and interest in joint
their residual values over their useful lives, using the straight-
arrangements where it is not probable that the differences
line method. The estimated useful lives, residual values and
will reverse in the foreseeable future and taxable profit will
depreciation method are reviewed at the end of each reporting
not be available against which the temporary differences can
period, with the effect of any changes in estimate accounted
be utilised.
for on a prospective basis.
Company Overview Statutory Reports Financial Statements
201
NOTES
forming part of the Financial Statements as at and for the year ended March 31, 2018
Assets held under finance leases are depreciated over the 3.12.3 Research and development costs
asset’s useful life or over the shorter of the asset’s useful life Research costs are expensed as incurred. Development
and the lease term if there is no reasonable certainty that the expenditures on an individual project are recognized as an
group will obtained ownership at the end of the lease term. intangible asset when the Group can demonstrate:
Depreciation on other items of Property, Plant and Equipment The technical feasibility of completing the intangible asset
has been provided on the straight-line method as per the useful so that the asset will be available for use or sale
life as estimated by the Management. The estimate of the useful
life of the assets has been based on technical advice, taking Its intention to complete and its ability and intention to
into account the nature of the asset, the estimated usage of use or sell the asset
the asset, the operating conditions of the asset, past history
of replacement, anticipated technological changes, etc. The How the asset will generate future economic benefits
estimated useful life of these Property, Plant and Equipment is
mentioned below: The availability of resources to complete the asset
NOTES
forming part of the Financial Statements as at and for the year ended March 31, 2018
If the recoverable amount of an asset (or cash-generating unit) present obligation, its carrying amount is the present value of
is estimated to be less than its carrying amount, the carrying those cash flows (when the effect of the time value of money
amount of the asset (or cash-generating unit) is reduced to is material).
its recoverable amount. An impairment loss is recognised
immediately in the Statement of Profit and Loss. When some or all of the economic benefits required to settle
a provision are expected to be recovered from a third party,
When an impairment loss subsequently reverses, the carrying a receivable is recognised as an asset if it is virtually certain
amount of the asset (or a cash-generating unit) is increased that reimbursement will be received and the amount of the
to the revised estimate of its recoverable amount, but so that receivable can be measured reliably.
the increased carrying amount does not exceed the carrying
amount that would have been determined had no impairment
Present obligations arising under onerous contracts are
loss been recognised for the asset (or cash-generating unit) recognised and measured as provisions. An onerous contract
in prior years. A reversal of an impairment loss is recognised is considered to exist where the Company has a contract under
immediately in the Statement of Profit and Loss. which the unavoidable costs of meeting the obligations under
the contract exceed the economic benefits expected to be
3.14 Investments received from the contract.
Investment in equity shares of subsidiaries are measured at
A disclosure for a contingent liability is made when there is
cost. Investments in equity instruments are measured at fair
a possible obligation or a present obligation that may, but
value through other comprehensive income.
probably will not require an outflow of resources embodying
economic benefits or the amount of such obligation cannot
The Company classifies its financial assets in the measurement
be measured reliably. When there is a possible obligation or
categories as those to be measured subsequently at fair value
a present obligation in respect of which likelihood of outflow
(through other comprehensive income or through profit and
of resources embodying economic benefits is remote, no
loss) and those measured at amortised cost. The classification
provision or disclosure is made.
depends on the Company’s business model for managing the
financial asset and the contractual terms of the cash flows.
Contingent assets: A contingent asset is a possible asset that
(Also refer 3.17)
arises from past events and whose existence will be confirmed
only by the occurrence or non-occurrence of one or more
3.15 Inventories
uncertain future events not wholly within the control of the
Inventories (Raw material, work-in-progress, finished goods, entity. Contingent assets are not recognised but disclosed only
stores and spares and erection material) are stated at the lower when an inflow of economic benefits is probable.
of cost and net realisable value. Cost of purchased material
is determined on the weighted average basis. Net realisable 3.17 Financial instruments
value represents the estimated selling price for inventories less
Financial assets and financial liabilities are recognised when a
all estimated costs of completion and costs necessary to make
Company becomes a party to the contractual provisions of the
the sale. Scrap is valued at net realisable value.
instruments.
Cost of work-in-progress and finished goods includes material
Financial assets and financial liabilities are initially measured at
cost, labour cost, and manufacturing overheads absorbed on
fair value. Transaction costs that are directly attributable to the
the basis of normal capacity of production.
acquisition or issue of financial assets and financial liabilities
[other than financial assets and financial liabilities at Fair value
3.16 Provisions
through Profit or loss (FVTPL)] are added to or deducted from
Provisions are recognised when the Company has a present the fair value of the financial assets or financial liabilities, as
obligation (legal or constructive) as a result of a past event; appropriate, on initial recognition. Transaction costs directly
it is probable that the Company will be required to settle the attributable to the acquisition of financial assets or financial
obligation in respect of which a reliable estimate can be made liabilities at fair value through profit or loss are recognised
of the amount of the obligation. immediately in the Statement of Profit and Loss.
The amount recognised as a provision is the best estimate of Purchases or sale of financial assets that require delivery
the consideration required to settle the present obligation at of assets within a time frame established by regulation or
the end of the reporting period, taking into account the risks convention in the market place (regular way trades) are
and uncertainties surrounding the obligation. When a provision recognized on the trade date, i.e., the date that the Company
is measured using the cash flows estimated to settle the commits to purchase or sell the asset.
Company Overview Statutory Reports Financial Statements
203
NOTES
forming part of the Financial Statements as at and for the year ended March 31, 2018
3.18 Financial assets at amortised cost For foreign currency denominated financial assets measured
at amortised cost, the exchange differences are recognised in
Financial assets are subsequently measured at amortised
the Statement of Profit and Loss except for those which are
cost if these financial assets are held within a business whose
designated as hedging instruments in a hedging relationship.
objective is to hold these assets in order to collect contractual
cash flows and the contractual terms of the financial asset give
3.19 Financial liabilities and equity instruments
rise on specified dates to cash flows that are solely payments
of principal and interest on the principal amount outstanding. 3.19.1 Classification as debt or equity
Debt and equity instruments issued by a Company are classified
3.18.1 Effective interest method as either financial liabilities or as equity in accordance with the
Income is recognised on an effective interest basis for debt substance of the contractual arrangements and the definitions
instruments other than those financial assets classified as FVTPL. of a financial liability and an equity instrument.
Interest income is recognised in the Statement of Profit and Loss.
3.19.2 Equity instruments
3.18.2 F
inancial assets at fair value through profit or loss (FVTPL) An equity instrument is any contract that evidences a residual
Financial assets are measured at fair value through profit or interest in the assets of an entity after deducting all of its
loss unless it is measured at amortised cost or at fair value liabilities. Equity instruments issued by the Company are
through other comprehensive income on initial recognition. recognised at the proceeds received, net of direct issue costs.
Gains or losses arising on remeasurement are recognised in the
Statement of Profit and Loss. The net gain or loss recognised 3.19.3 Financial liabilities
in the Statement of Profit and Loss incorporates any dividend All financial liabilities are subsequently measured at amortised
or interest earned on the financial asset and is included in the cost using the effective interest method.
‘Other income’ line item.
3.19.3.1 Financial liabilities subsequently measured at
3.18.3 Impairment of financial assets amortised cost
The Company recognizes loss allowances using the expected
Financial liabilities that are not held-for-trading and are not
credit loss (ECL) model for the financial assets which are
designated as at FVTPL are measured at amortised cost
not fair valued through profit or loss. Loss allowance for
at the end of subsequent accounting periods. The carrying
all financial assets is measured at an amount equal to
amounts of financial liabilities that are subsequently measured
lifetime ECL. The Company has used practical expedient by
at amortised cost are determined based on the effective
computing expected credit loss allowance for trade receivable
interest method.
by taking into consideration historical credit loss experience
and adjusted for forward looking information. The amount of
3.19.3.2 Financial guarantee contracts
expected credit losses (or reversal) that is required to adjust
the loss allowance at the reporting date is recognized as an financial guarantee contract is a contract that requires the
A
impairment gain or loss in the Statement of Profit and Loss. issuer to make specified payments to reimburse the holder for a
loss it incurs because a specified debtor fails to make payments
3.18.4 Derecognition of financial assets when due in accordance with the terms of a debt instrument.
The Company derecognises a financial asset when the
contractual rights to the cash flows from the asset expire, Financial guarantee contracts issued by a Company are initially
or when it transfers the financial asset and substantially all measured at their fair value and, if not designated as at FVTPL,
the risks and rewards of ownership of the asset to another are subsequently measured at the higher of:
party. On derecognition of a financial asset in its entirety, the
difference between the asset’s carrying amount and the sum of the amount of loss allowance determined in accordance
the consideration received and receivable and the cumulative with impairment requirements of Ind AS 109, ‘Financial
gain or loss that had been recognised in other comprehensive Instruments’; and
income and accumulated in equity is recognised in the
Statement of Profit and Loss if such gain or loss would have the amount initially recognised less, when appropriate, the
otherwise been recognised in the Statement of Profit and Loss cumulative amount of income recognised in accordance
on disposal of that financial asset. with the principles of Ind AS 18, ‘Revenue’.
3.18.5 Foreign exchange gains and losses 3.19.3.3 Foreign exchange gains and losses
The fair value of financial assets denominated in a foreign
For financial liabilities that are denominated in a foreign
currency is determined in that foreign currency and translated
currency and are measured at amortised cost at the end of
at the spot rate at the end of each reporting period.
204 KEC International Limited Annual Report 2017-18
NOTES
forming part of the Financial Statements as at and for the year ended March 31, 2018
each reporting period, the foreign exchange gains and losses flow hedges. Hedges of foreign exchange risk and commodity
are determined based on the amortised cost of the instruments price risk on firm commitments are accounted for as cash
and are included in the Statement of Profit and Loss. flow hedges.
NOTES
forming part of the Financial Statements as at and for the year ended March 31, 2018
3.23 Operating Cycle revision affects only that period, or in the period of the revision
and future periods if the revision affects both current and
Assets and liabilities other than those relating to long-term
future periods.
contracts (i.e. supply or construction contracts) are classified
as current if it is expected to realize or settle within 12 months
The following are the critical estimates and judgements, that
after the balance sheet date.
have the significant effect on the amounts recognised in the
financial statements.
In case of long-term contracts, the time between acquisition
of assets for processing and realisation of the entire proceeds
4.1 Classification of Joint Arrangement as a Joint Operation
under the contracts in cash or cash equivalent exceeds one
year. Accordingly, for classification of assets and liabilities In terms of Ind AS 111, ‘Joint Arrangement’, the following
related to such contracts as current, duration of each contract joint arrangements have been classified as joint operations
is considered as its operating cycle. as the contractual arrangements between the parties specify
that parties have rights to the assets, and obligations for the
3.24 Earnings per share liabilities, relating to the arrangement:
Basic earnings per share is calculated by dividing:
i) Al- Sharif Group and KEC Ltd. Company, Saudi Arabia*
[refer Note 43]
the profit attributable to owners of the group
ii) EJP KEC Joint Venture, South Africa
by the weighted average number of equity shares
iii) KEC – ASSB JV
outstanding during the financial year, adjusted for bonus
elements in equity shares issued during the year and iv) KEC – ASIAKOM – UB JV
excluding treasury shares.
v) KEC – ASIAKOM JV
Diluted earnings per share adjusts the figures used in the vi) KEC – DELCO – VARAHA JV
determination of basic earnings per share to take into account:
vii) KEC – VARAHA – KHAZANA JV
the after income tax effect of interest and other financing viii) KEC – VALECHA – DELCO JV
costs associated with dilutive potential equity shares and
ix) KEC-SIDHARTH JV
the weighted average number of additional equity x) KEC – TRIVENI – KPIPL JV
shares that would have been outstanding assuming the
xi) KEC – UNIVERSAL JV
conversion of all dilutive potential equity shares.
xii) KEC – DELCO – DUSTAN JV
3.25 Rounding off amounts
xiii) KEC – ANPR – KPIPL JV
All amounts disclosed in the financial statements and
xiv) KEC – PLR – KPIPL JV
notes have been rounded off to the nearest lakh as per the
requirement of Schedule III, unless otherwise stated. xv) KEC – BJCL JV
xvi) KEC-KIEL JV
4. CRITICAL ESTIMATES AND JUDGEMENTS
xvii) KEC - ABEPL JV
In the application of the Company’s accounting policies, which
are described in Note 3, the directors of the Company are xviii) KEC - TNR Infra JV
required to make judgements, estimates and assumptions
xix) KEC - SMC JV
about the carrying amounts of assets and liabilities that are
not readily apparent from other sources. The estimates and xx) KEC - WATERLEAU JV
associated assumptions are based on historical experience
and other factors that are considered to be relevant. Actual * KEC International (Company) held 49% share capital of Al
results may differ from these estimates. Sharif Group and KEC Ltd. Company, Saudi Arabia (“Al Sharif
JV”), having a joint arrangement located in Saudi Arabia, with
The estimates and underlying assumptions are reviewed the JV partner Al Sharif Group (ASG) [also refer Note 43]. On
on an ongoing basis. Revisions to accounting estimates are March 26, 2018, the Company has acquired additional 6,300
recognised in the period in which the estimate is revised if the shares representing 2.10 percent of the total share capital of
206 KEC International Limited Annual Report 2017-18
NOTES
forming part of the Financial Statements as at and for the year ended March 31, 2018
` in Lakh
Plant and
Vehicles
Equipment Furniture
Freehold Plant and Erection (under Office
Particulars Leasehold Buildings^ (under and Vehicles Total
Land ^ Equipment Tools finance Equipment Computers
Land finance Fixtures
lease)
NOTES
lease)
Company Overview
Note 5.1
^
The title deeds of freehold land and buildings, having gross carrying amount aggregating ` 2,634.79 lakh (as at March 31, 2017 ` 2,634.79 lakh) and net carrying amount aggregating ` 2,578.04 lakh (as at
March 31, 2017 ` 2,582.45 lakh) have been transferred to and vested in the Company, pursuant to the Schemes of Amalgamation/Arrangement in earlier years and the procedural formalities for transfer in
the name of the Company in the relevant documents are in process.
Note 5.2
For details of Property, plant and equipment having gross carrying amount aggregating ` 95,587.07 lakh (As at March 31, 2017 ` 86,222.33 lakh), which are pledged as security for borrowings - Refer
Notes 22 and 25.
Note 5.3
Capital work in process mainly comprises new factory building, railway robotic facility being constructed.
Note 5.4
Adjustments represents foreign currency exchange translation adjustment on account of jointly controlled operations which have different functional currency.
forming part of the Financial Statements as at and for the year ended March 31, 2018
Financial Statements
207
208 KEC International Limited Annual Report 2017-18
NOTES
forming part of the Financial Statements as at and for the year ended March 31, 2018
` in Lakh
Brands Computer
Particulars Total
(Refer Note 6. 1) softwares
Gross carrying amount
As at April 1, 2016 24,694.77 2,433.73 27,128.50
Additions - 327.65 327.65
Disposal - 177.74 177.74
As at March 31, 2017 24,694.77 2,583.64 27,278.41
Additions - 61.08 61.08
Disposal - - -
As at March 31, 2018 24,694.77 2,644.72 27,339.49
Accumulated amortisation
As at 1 April, 2016 13,586.50 1,641.93 15,228.43
Amortisation expenses 1,269.50 368.42 1,637.92
Disposal - 124.90 124.90
As at March 31, 2017 14,856.00 1,885.45 16,741.45
Amortisation expenses 1,269.50 269.12 1,538.62
Disposal - - -
As at March 31, 2018 16,125.50 2,154.57 18,280.07
Net carrying value
As at March 31, 2017 9,838.77 698.19 10,536.96
As at March 31, 2018 8,569.27 490.15 9,059.42
Note 6.1
Brands include brand of the power transmission business amounting ` 24,000 lakh which was acquired by the Company under the High
Court approved Composite Scheme of Arrangement (the ‘Scheme’) in an earlier year. In terms of the Scheme, the brand is being amortised
by the Company over its useful life, which based on an expert opinion is estimated to be of 20 years. The carrying amount of the brand
as on March 31, 2018 ` 8,400 lakh (as at March 31, 2017 ` 9,600 lakh) and the remaining amortisation period is 7 years (as at March
31, 2017 - 8 years).
Company Overview Statutory Reports Financial Statements
209
NOTES
forming part of the Financial Statements as at and for the year ended March 31, 2018
NOTE 7 - INVESTMENTS
` in Lakh
As at As at
Particulars
March 31, 2018 March 31, 2017
Non-current:
(A) Investment in Equity Instruments:
Unquoted
(a) Subsidiaries - wholly owned
10,000,000 Fully paid Ordinary Shares of Naira 1 each of RPG Transmission Nigeria Limited 34.52 34.52
1,000 Fully paid Equity Shares of AED 1,000 each of KEC Global FZ-LLC, Ras Ul Khaimah, 118.65 118.65
United Arab Emirates
10,600,000 Fully paid Ordinary Shares of US $ 1 each of KEC Investment Holdings, Mauritius * 7,946.65 * 7,792.72
30,000,000 (As at March 31, 2017 Nil) 4% Non Cumulative Convertible Preference Shares US $ 1 each 19,338.76 -
of KEC Investment Holdings, Mauritius (Refer Note 7.3)
370,000 (As at March 31, 2017, 120,000) Fully paid Ordinary Shares of US $ 1.00 each of KEC 233.18 70.74
Global Mauritius
221,022 Fully paid Equity Shares of ` 10/- each of KEC Power India Private Limited 86.29 86.29
(b) Subsidiary
9,999,999 Fully paid Equity Shares of ` 10/- each of KEC Bikaner Sikar Transmission Private Limited * 1,211.66 * 1,109.06
subscribed during the year ended March 31, 2017 (Refer Note 7.2)
28,969.71 9,211.98
28,969.71 9,211.98
(B) Investment in Preference Shares (At fair value through profit and loss):
Unquoted
Subsidiary
34,500,000 1% Fully paid Optionally Convertible Non-Cumulative Preference Shares (OCPS) of 2,796.00 3,021.00
` 10/- each of KEC Bikaner Sikar Transmission Private Limited (Refer Note 7.4)
(C) Investment in equity shares (at fair value through other comprehensive income)
Unquoted
4,900 Fully paid Equity Shares of ` 10/- each of RP Goenka Group of Companies Employees 0.49 0.49
Welfare Association
31,766.20 12,233.47
Aggregate book value of quoted investments and market value thereof - -
Aggregate book value of unquoted investments 31,766.20 12,233.47
Aggregate amount of impairment in the value of investments - -
Note 7.2 :- Includes 5,100,000 equity shares pledged in respect of term loan availed by KEC Bikaner Sikar Transmission Private Limited.
Note 7.3 :- This reprsents investment in preference shares of KEC Investment Holdings, Mauritius. These shares are compulsarily convertible
into equity shares with a conversion ratio of one is to four. The issuer has the option of early convert as well with above fixed ratio. These is
no mandatory dividend payout year on year. Considering the said terms, the investment has been classified as equity.
Note 7.4 :- These shares are offered on a private placement basis and it carries a fixed non-cumulative dividend at a rate of 1% per annum.
The Company has an option to convert each OCPS into one equity shares of ` 10 each and to demand for the redemption of these shares
after a lock in period of 5 years. Fair value is determined in the manner described in Note 45.13. The loss on fair valuation of preference
shares of ` 225.00 (As at March 31, 2017 ` 429.00 lakh) is recognised in “Other expenses” (Note 39).
*Includes ` 1,235.67 lakh (As at March 31, 2017 ` 979.14 lakh) towards adjustment on account of fair value of financial guarantees issued to subsidiaries and step down
subsidiaries, as applicable.
210 KEC International Limited Annual Report 2017-18
NOTES
forming part of the Financial Statements as at and for the year ended March 31, 2018
` in Lakh
As at As at
Particulars
March 31, 2018 March 31, 2017
Non-current trade receivables - Unsecured
(i) Considered good 546.59 2,640.54
(ii) Doubtful 1,168.53 1,951.08
1,715.12 4,591.62
Less: Allowance for bad and doubtful receivables (expected credit loss allowance)* 1,168.53 1,951.08
546.59 2,640.54
*Movement in the allowance for bad and doubtful receivables (expected credit loss allowance). Also refer Note 45.9
` in Lakh
Particulars Amount
` in Lakh
Particulars As at March 31, 2018 As at March 31, 2017
Non-current
(i) Security deposits 971.07 1,036.58
Less: Allowance for bad and doubtful security deposits* 75.83 34.53
895.24 1,002.05
(ii) Balances with banks to the extent held as margin money or security against - 116.97
borrowings, guarantees and other commitments, which have a maturity
period of more than 12 months from Balance Sheet date
(iii) Amount withheld by customers [Refer Note 49(i)(8)] 1,760.24 4,189.62
Less: Allowance for bad and doubtful receivables 1,284.70 573.48
(expected credit loss allowance)*
475.54 3,616.14
1,370.78 4,735.16
*Movement in the allowance for bad and doubtful receivables (ECL) / deposits - Also refer Note 45.9.
` in Lakh
Particulars Amount
Balance as at March 31, 2016 1,230.58
Add: Created during the year -
Less: Released during the year 622.57
Balance as at March 31, 2017 608.01
Add: Created during the year 812.55
Less: Released during the year 60.03
Balance as at March 31, 2018 1,360.53
Company Overview Statutory Reports Financial Statements
211
NOTES
forming part of the Financial Statements as at and for the year ended March 31, 2018
` in Lakh
As at As at
Particulars
March 31, 2018 March 31, 2017
Income tax payments less liabilities 4,508.45 5,161.90
4,508.45 5,161.90
` in Lakh
Particulars As at March 31, 2018 As at March 31, 2017
(a) Capital advances
(b) Others 1,050.67 1,021.69
- Service tax cenvat receivable - 608.56
- Excise duty recoverable from Government authorities 2,445.24 2,339.68
- VAT Credit / WCT Receivables 13,159.57 12,037.97
- Prepaid expenses 526.08 607.92
- Export benefits 1,823.84 2,011.48
- Sales tax/ excise duty/ entry tax, etc. paid under protest 1,445.69 1,914.77
19,400.42 19,520.38
20,451.09 20,542.07
NOTE 12 - INVENTORIES
` in Lakh
Particulars As at March 31, 2018 As at March 31, 2017
Inventories (lower of cost and net realisable value)
(a) Raw materials
(i) in stock 24,493.94 14,040.94
(ii) in-transit 988.85 475.20
25,482.79 14,516.14
(b) Work-in-progress (Refer Note 12.1) 12,626.13 6,499.65
(c) Finished goods 3,957.64 3,629.22
(d) Stores and spares 1,396.82 852.73
(f) Scrap 1,325.80 1,478.34
44,789.18 26,976.08
` in Lakh
As at As at
Particulars
March 31, 2018 March 31, 2017
Towers and structurals 7,563.27 2,515.93
Cables 5,062.86 3,983.72
12,626.13 6,499.65
212 KEC International Limited Annual Report 2017-18
NOTES
forming part of the Financial Statements as at and for the year ended March 31, 2018
` in Lakh
As at As at
Particulars
March 31, 2018 March 31, 2017
Trade receivables - Unsecured (Refer Note 13.2 and 45.9)
(i) Considered good 483,524.51 394,883.65
(ii) Doubtful 4,140.38 3,129.69
487,664.89 398,013.34
Less: Allowance for bad and doubtful debts (expected credit loss allowance)* 4,140.38 3,129.69
483,524.51 394,883.65
*Movement in the allowance for bad and doubtful receivables (expected credit loss allowance)
` in Lakh
As at
Particulars
March 31, 2018
Balance as at March 31, 2016 2,791.10
Add: Created during the year 1,274.98
Less: Utilised during the year 936.39
Balance as at March 31, 2017 3,129.69
Add: Created during the year 1,202.43
Less: Utilised during the year 191.74
Balance as at March 31, 2018 4,140.38
13.2 Receivable from related party is ` 231.18 (As at March 31, 2017 ` 9.51 lakh) {Refer Note 48 (C)}
` in Lakh
Particulars As at March 31, 2018 As at March 31, 2017
(a) Balances with banks
(i) In current accounts 16,188.83 11,533.27
(ii) In deposit accounts 1,068.40 528.69
17,257.23 12,061.96
(b) Cheques on hand 118.59 0.41
(c) Cash on hand 255.54 240.11
17,631.36 12,302.48
Company Overview Statutory Reports Financial Statements
213
NOTES
forming part of the Financial Statements as at and for the year ended March 31, 2018
` in Lakh
As at As at
Particulars
March 31, 2018 March 31, 2017
(i) Earmarked balances with banks - unpaid dividend accounts 209.43 209.38
(ii) Bank deposit with original maturity of more than 3 months but less than 12 months 946.68 1729.58
(iii) Balances with banks to the extent held as margin money or security against 2,181.56 1305.27
the borrowings, guarantees and other commitments
(iv) Margin Money with original maturity less than 12 months & maturity less then 465.28 -
12 months from B/S date
3,802.95 3,244.23
NOTE 16 - LOANS
` in Lakh
As at As at
Particulars
March 31, 2018 March 31, 2017
Unsecured, considered good
(i) Loans to related parties - KEC Investment Holdings, Mauritius (wholly owned subsidiary) 15,056.39 12,028.56
(ii) Loans to related parties - KEC Global Mauritious (wholly owned subsidiary) 97.69 -
(iii) Loans to related parties - KEC Bikaner Sikar Transmission Private Limited (subsidiary) 627.12 -
(iv) Loans and advances to Joint operations (net of the Company's share) 3,914.05 4,510.92
(v) Security deposits 1,831.87 1,721.37
21,527.12 18,260.85
16.1 The Company has provided short term loans to wholly owned subsidiary for the purpose of providing loans to and/or making strategic
investments in the step down subsidiaries. These loans are given at rates comparable to the average commercial rate of interest.
16.2 Loans and advances to Joint operations have been provided by the Company to meet the short term working capital requirements for
execution of projects by the joint operations.
16.3 Disclosure required by SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015:
(i) Loans and advances in the nature of loans given to the wholly owned subsidiary.
` in Lakh
NOTES
forming part of the Financial Statements as at and for the year ended March 31, 2018
` in Lakh
As at As at
Particulars
March 31, 2018 March 31, 2017
(i) Margin money (bank deposits) with original maturity more than 12 months - 607.14
(ii) Contractually reimbursable expenses 7,165.79 8,671.87
(iii) Amount due from customers for contract works (Refer note 50 and 53.2) 200,922.67 147,016.12
(iv) Interest accrued on fixed deposits 4.18 14.40
(v) Insurance claims - 2.32
(vi) Mark to market gain on forward and commodity contracts - 563.37
(vii) Others 31.86 3.73
208,124.50 156,878.95
` in Lakh
As at As at
Particulars
March 31, 2018 March 31, 2017
Income tax payments less liabilities 8,398.40 4,009.37
8,398.40 4,009.37
` in Lakh
As at As at
Particulars
March 31, 2018 March 31, 2017
Advances other than capital advances
- Advances to suppliers 10,179.92 10,258.54
- Employee advances 516.23 344.67
- Cenvat / Service tax input credit receivable 154.28 4,634.83
- Amount due as refund of custom duty 370.36 1,448.64
- Excise duty recoverable from Government authorities 133.79 2,300.95
- VAT credit / WCT receivables 8,171.64 5,672.21
- GST/Excise rebate receivable on exports 1,461.86 -
- GST receivables 18,832.17 -
- Prepaid expenses 8,155.11 7,509.63
- Export benefits 3,125.77 3,017.86
- Assets classified as held for sale (Refer Note 19.1) 245.00 245.00
51,346.13 35,432.33
` in Lakh
As at As at
Particulars
March 31, 2018 March 31, 2017
Leasehold Land 245 245
Total 245 245
The Company has signed Memorandum of understanding (MOU) against which the Company had received sales consideration amounting
to ` 940.94 lakh (as at March 31, 2017 ` 940.94 lakh). However, the title and possession of the land is yet to be transferred due to pending
approvals from regulatory authorities.
Company Overview Statutory Reports Financial Statements
215
NOTES
forming part of the Financial Statements as at and for the year ended March 31, 2018
20.1 Reconciliation of number of Equity Shares of the Company and amount outstanding at the beginning and at the end
of the year
20.2 Shareholders holding more than 5% Equity Shares in the Company as at the end of the year
20.3 3,750 fully paid up Equity Shares of ` 2 each were allotted to a trustee against 1,688 equity shares of the erstwhile RPG Transmission
Limited (RPGT), since merged in the Company in 2007-08, where rights were kept in abeyance by RPGT. On settlement of the relevant
court cases/issues, the Equity Shares issued to the trustee will be transferred.
20.4 The Company has only one class of Equity Shares having a face value of ` 2 each. Every member shall be entitled to be present, and to
speak and vote and upon a poll the voting right of every member present in person or by proxy shall be in proportion to his share of the
paid- up equity share capital of the Company. The Company in General Meeting may declare dividends to be paid to members, but no
dividends shall exceed the amount recommended by the Board, but the Company in General Meeting may declare a smaller dividend.
In the event of liquidation of the Company, the holders of Equity Shares will be entitled to receive remaining assets of the Company,
after distribution of all preferential amounts.
NOTE 21 - OTHER EQUITY
` in Lakh
216
Reserves & Surplus Other Comprehensive Income
Exchange
Other items
Effective differences
NOTES
Particulars Securities Capital Debenture of other Total
Capital General Statutory Retained portion of on translating
Premium Redemption Redemption comprehensive
Reserve Reserve Reserve Earnings cash flow the financial
Reserve Reserve Reserve income(Specify
Hedges statements of a
nature)
foreign operation
Balance as at March 31, 2017 8,497.87 8,674.89 1,427.95 678.81 15,297.51 94.88 127,053.59 145.55 (1,032.37) (406.60) 160,432.08
Balance as at April 1, 2017 8,497.87 8,674.89 1,427.95 678.81 15,297.51 94.88 127,053.59 145.55 (1,032.37) (406.60) 160,432.08
Profit for the year - - - - - - 43,004.75 - - - 43,004.75
Other Comprehensive Income - - - - - - - (394.73) (50.42) (155.17) (600.32)
for the year
Total Comprehensive - - - - - - 43,004.75 (394.73) (50.42) (155.17) 42,404.43
Income for the year
Dividends - - - - - - (4,950.81) - - - (4,950.81)
Dividend distribution tax - - - - - - 837.39 - - - 837.39
Transfer from retained earnings - - - 1,598.46 - - (1,598.46) - - - -
Transfer to retained earnings - - - - - - - - - - -
Balance as at March 31, 2018 8,497.87 8,674.89 1,427.95 2,277.27 15,297.51 94.88 164,346.46 (249.18) (1,082.79) (561.77) 198,723.09
Note (a) Capital reserve was created on account of merger of RPG Cables Limited (RPGCL) with the Company pursuant to the Scheme of Amalgamation in the
financial year 2009-2010.
ecurities premium reserve is used to record the premium on issue of shares. The reserve is utilized in accordance with the provisions of the Companies
Note (b) S
Act, 2013.
Note (c) This reserve was created for redemption of preference shares. The preference shares were redeemed in the financial years 2007-08 and 2008-09.
Note (d) Debentures redemption reserve is created towards redemption of debentures referred to in Note 22.
forming part of the Financial Statements as at and for the year ended March 31, 2018
Note (e) General reserve is created from time to time by way of transfer profits from retained earnings. General reserve is created by a transfer from one component
of equity to another and is not an item of other comprehensive income.
Note (f) This reserve pertains to the Joint Operation at Saudi Arabia. In accordance with the Saudi Arabian Companies law and the Articles of Association, 10%
of the annual net income is required to be transferred to the Statutory Reserve until the reserve reaches 50% of the capital of the Joint Operation.
Company Overview Statutory Reports Financial Statements
217
NOTES
forming part of the Financial Statements as at and for the year ended March 31, 2018
NOTE 22 - BORROWINGS
` in Lakh
As at As at
Particulars
March 31, 2018 March 31, 2017
Non-current:
Measured at amortised cost:
I - Debentures
Secured (Refer Note 22.1) 28,539.42 26,006.52
II - Term loans
From banks
Secured (Refer Note 22.2) 15,509.87 -
Less: Current maturities of long-term debt [Refer Note 27 (a)] (3,986.95) -
11,522.92 -
III Long term maturities of finance lease obligations (Refer Note 22.3) 91.28 420.86
Less: Current maturities of finance lease obligations [Refer Note 27 (b)] (91.28) (338.17)
- 82.69
40,062.34 26,089.21
NOTES
forming part of the Financial Statements as at and for the year ended March 31, 2018
NOTE 23 - PROVISIONS
` in Lakh
As at As at
Particulars
March 31, 2018 March 31, 2017
Non-current:
Provision for employee benefits
- Gratuity (Refer Note 47) 1,337.23 888.58
1,337.23 888.58
` in Lakh
NOTES
forming part of the Financial Statements as at and for the year ended March 31, 2018
24.2 Significant components of deferred tax liabilities (net) as at March 31, 2017 are as follows:
` in Lakh
NOTE 25 - BORROWINGS
` in Lakh
Particulars As at March 31, 2018 As at March 31, 2017
I Loans repayable on demand
From Banks
-Secured [Refer Note 25.1 (a)] 24,827.69 26,670.27
II Other short term borrowings
From Banks
-Secured [Refer Note 25.2 (a)] 49,984.39 54,887.86
-Unsecured [Refer Note 25.2 (b)] 4,407.41 10,090.60
54,391.80 64,978.46
From Other Parties
-Secured [Refer Note 25.2 (c)] 10,036.18 28,421.48
89,255.67 120,070.21
220 KEC International Limited Annual Report 2017-18
NOTES
forming part of the Financial Statements as at and for the year ended March 31, 2018
25.1 Loans repayable on demand from banks: 25.2 Other short-term borrowings
(a) Secured: (a)
From Banks-secured
(i) ` 11,374.25 lakh (As at March 31, 2017 ` 5,088.32 lakh) (i) ` 49,984.39 lakh (As at March 31, 2017 ` 44,281.45 lakh)
secured by first charge on the whole of the current secured by security stated against Note 25.1 (a) (i) above.
assets of the Company, both present and future (except The present interest rates ranges from 1.42% to 3.45%
specific receivables financed by financial institutions and p.a.
banks), second charge on fixed assets of the Company’s
immovable properties situated at Jaipur, Jabalpur and (ii)
` Nil (As at March 31, 2017 ` 10,606.41 lakh), secured
Nagpur factories and further secured by first charge on by the contract receivables of certain projects of a joint
flat situated at Juhu, Mumbai. The present interest rates operation at Saudi Arabia discounted with the banks. Also
ranges from 9.50% to 13.50% p.a. secured by corporate guarantee given by the Company.
(ii)
` Nil (As at March 31, 2017 ` 1.53 lakh) guaranteed (b)
From Bank-unsecured
by banks by Indian bank for a loan related to jointly (i) ` Nil (As at March 31, 2017 ` 4,559.71 lakh), pertains to
controlled operation, which in turn is secured by security the Company.
stated against Note 25.1 (a) (i) above.
(ii)
` 4,407.41 lakh (As at March 31, 2017 ` 5,530.89 lakh),
(iii)
` 226.95 lakh (As at March 31, 2017 ` 1,489.00 lakh) pertaining to a joint operation at Saudi Arabia. The
secured by assignment of certain overseas book debts of present interest rates ranges from 2.00% to 4.40% p.a.
the Company. The present interest rate is 4.20% p.a.
(c) From Other Parties-secured
(iv)
` 13,226.49 lakh (As at March 31, 2017 ` 20,091.42 lakh), (i) ` 10,036.18 lakh (As at March 31, 2017 ` 13,589.90 lakh)
secured by the contract receivables of certain projects secured by security stated against Note 25.1 (a) (i) above.
of a jointly controlled operation at Saudi Arabia and The loan of ` 2,606.80 lakh carries interest rate of 3.76%
corporate guarantee of the Company. In last year, the p.a., loan of ` 4,236.05 lakh carries interest rate of 3.90%
borrowing was further secured by bank guarantee given p.a., and loan of ` 3,193.33 lakh carries interest rate of
by bankers of the Company which in turn is secured 3.95% p.a.
by security of the Company stated against Note 25.1
(a) (i). The present interest rates ranges from 3.50% to (ii)
` Nil (As at March 31, 2017 ` 14,831.58 lakh) being
4.50% p.a. commercial papers issued against standby facilities from
certain banks which in turn is secured by security stated
against Note 25.1 (a) (i) above. The present interest rates
ranges from 6.75% to 7.25% p.a.
Company Overview Statutory Reports Financial Statements
221
NOTES
forming part of the Financial Statements as at and for the year ended March 31, 2018
` in Lakh
As at As at
Particulars
March 31, 2018 March 31, 2017
Trade payables
(i) Total outstanding dues of micro enterprises and small enterprises (Refer Note 52.1) - -
(ii) Total outstanding dues of creditors other than micro enterprises and small enterprises 237,479.05 200,462.63
(iii) Acceptances (Refer Note 53.1) 207,571.98 96,887.70
445,051.03 297,350.33
` in Lakh
Particulars As at March 31, 2018 As at March 31, 2017
(a) Current maturities of long term-debts (Refer Note 22) 3,986.95 -
(b) Current maturities of finance lease obligations (Refer Note 22) 91.28 338.17
(c) Interest accrued but not due on borrowings 289.53 143.74
(d) Unpaid / unclaimed dividends# 209.43 209.38
(e) Other payables
-Interest accrued on acceptances and customer advances 702.55 746.26
-Payable towards purchase of property, plant and equipment 466.89 120.56
-Mark to market loss on forward contracts 1,514.76 964.07
-Directors' commission 665.09 403.72
3,349.29 2,234.61
7,926.48 2,925.90
#
The figures reflect the position as at year end. The actual amount to be transferred to the Investor Education and Protection Fund in this respect shall be determined on
the due dates.
` in Lakh
Particulars As at March 31, 2018 As at March 31, 2017
(a) Advances from customers (Refer Note 50) 108,286.66 76,898.69
(b) Advances against assets classified as held for sale (Refer Note 19.1) 940.94 940.94
109,227.60 77,839.63
(c) Other payables
-Amount due to customers for contract works 42,010.58 44,079.91
-Statutory remittances (contribution to PF and ESIC, withholding tax, Excise 6,081.79 7,587.97
Duty, VAT, Service Tax, etc.)
-Others 363.33 214.87
48,455.70 51,882.75
157,683.30 129,722.38
222 KEC International Limited Annual Report 2017-18
NOTES
forming part of the Financial Statements as at and for the year ended March 31, 2018
NOTE 29 - PROVISIONS
` in Lakh
Particulars As at March 31, 2018 As at March 31, 2017
(a) Provision for employee benefits
- Compensated absences [Refer Note 47 (f)] 2,010.42 2,438.90
- Gratuity (Refer Note 47) 73.89 65.86
2,084.31 2,504.76
(b) Provision - others:
- Provision for expected loss on construction contracts (Refer Note 29.1) 4,283.61 5,944.31
- Provision for litigation claims (Refer Note 29.2) 1,365.28 1,263.00
5,648.89 7,207.31
7,733.20 9,712.07
Note: 29.1
` in Lakh
As at As at
Particulars
March 31, 2018 March 31, 2017
Opening balance 5,944.31 6,729.42
Additions 3,396.65 3,433.12
Reversals 5,057.85 4,218.23
Effect of translation adjustment gain / (loss) 0.50 -
Closing balance 4,283.61 5,944.31
Note: 29.2
Provision for litigation claims represents liabilities that are expected to materialise on completion of negotiation/matters are in appeals with
judicial authorities.
` in Lakh
As at As at
Particulars
March 31, 2018 March 31, 2017
Opening balance 1,263.00 1,263.00
Additions 102.28 -
Reversals - -
Closing balance 1,365.28 1,263.00
` in Lakh
As at As at
Particulars
March 31, 2018 March 31, 2017
Income tax liabilities less payments 8,050.20 3,416.70
8,050.20 3,416.70
Company Overview Statutory Reports Financial Statements
223
NOTES
forming part of the Financial Statements as at and for the year ended March 31, 2018
` in Lakh
For the Year ended For the Year ended
Particulars
March 31, 2018 March 31, 2017
(a) Sale of products (including excise duty)
- Towers and structurals 10,919.23 971.50
- Cables 85,222.79 92,986.85
96,142.02 93,958.35
(b) Construction contracts revenue (including excise duty)
(Refer Note 44)
- Transmission and distribution 650,722.34 584,755.62
- Other EPC 143,334.79 80,772.91
794,057.13 665,528.53
(c) Sale of services
- Telecom - erection and management service 44.16 55.00
- Tower testing and design revenue 4,808.20 3,781.01
- Operating and maintance revenue 193.57 -
- Others 315.30 97.96
5,361.23 3,933.97
(d) Other operating revenue
- Scrap sales (including excise duty) 7,696.38 6,073.91
- Export incentives 4,120.92 3,464.80
- Others 196.02 748.99
12,013.32 10,287.70
907,573.70 773,708.55
` in Lakh
For the Year ended For the Year ended
Particulars
March 31, 2018 March 31, 2017
(a) Interest income earned on financial assets that are not designated
at fair value through profit or loss:
(i) Bank deposits (at amortised cost) 245.60 215.28
(ii) Other financial assets carried at amortised cost 1,129.06 578.51
(iii) Others (claims from customer, etc.) - 837.17
1,374.66 1,630.96
(b) Interest income earned on financial assets that are designated at
fair value through profit or loss:
- Interest on debt Funds 12.50 -
NOTES
forming part of the Financial Statements as at and for the year ended March 31, 2018
` in Lakh
For the Year ended For the Year ended
Particulars
March 31, 2018 March 31, 2017
Cost of materials consumed (including project bought outs) 467,623.72 359,992.10
467,623.72 359,992.10
` in Lakh
For the Year ended For the Year ended
Particulars
March 31, 2018 March 31, 2017
Opening stock
Finished goods 3,629.22 4,306.26
Work-in-progress 6,499.65 5,985.81
10,128.87 10,292.07
Less: Closing stock
Finished goods 3,957.64 3,629.22
Work-in-progress 12,626.13 6,499.65
16,583.77 10,128.87
(6,454.90) 163.20
` in Lakh
For the Year ended For the Year ended
Particulars
March 31, 2018 March 31, 2017
Erection / construction materials consumed 38,974.78 31,057.32
Stores consumed 5,340.43 3,790.36
Sub-contracting expenses 136,698.16 114,764.90
Power, fuel and water charges 2,404.14 1,903.15
Construction transport 15,283.89 11,956.18
Others 13,950.21 13,868.93
212,651.61 177,340.84
` in Lakh
For the Year ended For the Year ended
Particulars
March 31, 2018 March 31, 2017
Salaries and wages 50,806.55 45,606.63
Contribution to provident fund and other funds (Refer Note 47) 2,256.80 2,081.77
Staff welfare expenses 3,104.97 2,764.71
Workmen's compensation 43.23 138.63
56,211.55 50,591.74
` in Lakh
For the Year ended For the Year ended
Particulars
March 31, 2018 March 31, 2017
Interest expense for financial liabilities not classified at FVTPL (including yield on debentures) 19,125.40 20,054.92
Other borrowing costs (processing fees, etc.) 456.02 828.22
19,581.42 20,883.14
Company Overview Statutory Reports Financial Statements
225
NOTES
forming part of the Financial Statements as at and for the year ended March 31, 2018
` in Lakh
For the Year ended For the Year ended
Particulars
March 31, 2018 March 31, 2017
Depreciation of property, plant and equipment (Refer Note 5) 8,004.78 9,900.99
Amortisation of intangible assets (Refer Note 6) 1,538.62 1,637.92
9,543.40 11,538.91
` in Lakh
For the Year ended For the Year ended
Particulars
March 31, 2018 March 31, 2017
Tools, non-erection stores and maintenance spares 1,347.99 1,235.34
Power and fuel 3,578.17 3,206.30
Rent 4,306.79 3,995.13
Rates and taxes, excluding taxes on income (net) 6,505.15 17,469.41
Excise duty (Refer Note 39.1) (21.92) 363.06
Insurance 5,009.83 4,049.05
Bank (guarantee, letter of credit and other) charges 8,354.07 7,618.67
Commission 2,924.93 2,169.70
Freight and forwarding (net) 14,645.81 6,837.42
Repairs to buildings 189.93 308.26
Repairs to plant and equipment 950.77 686.64
Repairs to other property, plant and equipment 1,101.02 1,082.23
Travelling and conveyance 7,162.81 6,008.92
Payment to statutory auditors (net of service tax input credit, where applicable)*
-as auditors (for audit, limited reviews and audit of financial 117.00 156.60
statements)
-for taxation matters 25.50 23.10
-for other services 56.87 33.05
-for reimbursement of expenses 5.72 2.33
205.09 215.08
Professional fees 6,024.47 6,036.95
Bad debts, loans and advances written off 6,751.82 22,446.72
Less: Adjusted against allowance for bad and doubtful debts, loans and (1,312.57) (2,678.99)
advances
5,439.25 19,767.73
Allowance for bad and doubtful debts, loans and advances (net) 2,293.23 1,948.08
Directors’ fees 63.82 64.42
Loss on property, plant and equipment discarded 119.15 1,528.74
Net loss on foreign currency transactions 1,579.48 3,482.66
Net loss arising on financial assets mandatorily measured at FVTPL 225.00 429.00
Amortisation of leasehold prepayments - 62.68
Corporate Social Responsibility (Refer Note 54) 361.00 217.50
Miscellaneous expenses (Refer Note 39.2) 10,328.43 8,705.56
82,694.27 97,488.53
* Current year audit fees includes fees paid to previous auditor ` 65.57 lakh
39.1 Excise duty shown above includes ` (134.49) lakh (Previous Year ` (67.99) lakh) being excise duty related to the difference between
the closing stock and opening stock of finished goods.
39.2 Other expenses shown above include fees of ` 163.44 lakh (Previous Year ` 152.26 lakh) paid to branch auditors, fees of ` 46.55
lakh for auditors of joint operations (Previous Year of ` 49.92 lakh) and fees of ` 7.00 lakh (Previous Year ` 7.00 lakh) paid to the cost
auditors.
226 KEC International Limited Annual Report 2017-18
NOTES
forming part of the Financial Statements as at and for the year ended March 31, 2018
` in Lakh
For the Year ended For the Year ended
Particulars
March 31, 2018 March 31, 2017
Current tax
In respect of the current year 21,594.24 11,272.70
In respect of prior years 5.68 394.01
21,599.92 11,666.71
Deferred tax
In respect of the current year (456.80) 2,504.28
(456.80) 2,504.28
Total income tax expense recognised in the Statement of Profit and Loss 21,143.12 14,170.99
Note 40.1 The reconciliation of estimated income tax expense at Indian Statutory income tax rate to income tax expense
reported in Statement of Profit and Loss is as follows:
` in Lakh
For the Year ended For the Year ended
Particulars
March 31, 2018 March 31, 2017
Profit before tax from continuing operations 64,147.87 42,353.47
Indian Statutory income tax rate 34.61% 34.61%
Income tax expense 22,200.29 14,658.54
Tax effect of amounts which are not deductible (taxable) in calculating taxable income - 620.80
Corporate social responsibility expenditure 70.88 23.19
Donation 7.36 7.79
Net effect of different tax rates of joint operations operating in other jurisdictions (1,205.70) (1,548.28)
Foreign Tax credit not available 77.98 -
Others (2.01) 14.94
21,148.80 13,776.98
Adjustments recognised in the current year in relation to the current tax of prior years (5.68) 394.01
Income tax expense in Statement of Profit and Loss 21,143.12 14,170.99
The tax rate used for the financial years 2017-18 and 2016-17 reconciliations above is the corporate tax rate of 34.61% payable by the
corporate entities in India on taxable profits under the Indian tax law.
` in Lakh
For the Year ended For the Year ended
Particulars
March 31, 2018 March 31, 2017
Deferred tax
Arising on income and expenses recognised in other comprehensive income:
- Translation of foreign joint operations (74.23) 123.44
- Net gain on designated portion of hedging instruments 218.08 (3.20)
- Remeasurement of defined obligations 98.93 70.80
Total income tax recognised in other comprehensive income 242.78 191.04
Bifurcation of the income tax recognised in other comprehensive income into:
- Items that will not be reclassified to profit or loss 98.93 70.80
- Items that may be reclassified to profit or loss 143.85 120.24
242.78 191.04
Company Overview Statutory Reports Financial Statements
227
NOTES
forming part of the Financial Statements as at and for the year ended March 31, 2018
` in Lakh
For the Year ended For the Year ended
Particulars
March 31, 2018 March 31, 2017
Profit for the year attributable to the equity share holders of the Company 43,004.75 28,182.48
Earnings used in the calculation of basic/ diluted earnings per share 43,004.75 28,182.48
Quantity
For the Year ended For the Year ended
Particulars
March 31, 2018 March 31, 2017
Weighted average number of equity shares for the purposes of basic / diluted earnings per share 257,088,370 257,088,370
Ownership Interest
Particulars As at As at
March 31, 2018 March 31, 2017
a) Joint Operations
i Al-Sharif Group and KEC Ltd Company, Saudi Arabia (Al Sharif JV) [Refer Note 42 (b)] 51% 49%
ii EJP KEC Joint Venture, South Africa 50% 50%
iii KEC – ASSB JV, Malaysia 67% 67%
iv KEC – ASIAKOM – UB JV 60% 60%
v KEC – ASIAKOM JV 51% 51%
vi KEC – DELCO – VARAHA JV 80% 80%
vii KEC – VARAHA – KHAZANA JV 80% 80%
viii KEC – VALECHA – DELCO JV 51% 51%
ix KEC – SIDHARTH JV 80% 80%
x KEC – TRIVENI – KPIPL JV 55% 55%
xi KEC – UNIVERSAL JV 80% 80%
xii KEC – DELCO – DUSTAN JV 51% 51%
xiii KEC – ANPR – KPIPL JV 60% 60%
xiv KEC – PLR – KPIPL JV 55% 55%
xv KEC – BJCL JV 51% 51%
xvi KEC – KEIL JV 90% 90%
xvii KEC – ABEPL JV 90% 90%
xviii KEC – TNR INFRA JV 51% 51%
xix KEC – SMC JV 51% 51%
xx KEC – WATERLEAU JV 51% 51%
b) (i) The Company held 49% share capital of Al Sharif JV, having a joint arrangement located in Saudi Arabia, with the JV partner Al-Sharif
Group (ASG). During the year, the Company has acquired additional 6,300 shares representing 2.10% of the total share capital of
Al Sharif JV. Pursuant to acquisition of these additional shares, Company’s stake in the joint arrangement has increased to 51.10%
making it a subsidiary as per the definition of ‘subsidiary’ under the Companies Act, 2013. However, based on the control assessment
under Ind AS, considering the nature of arrangement, Al Sharif JV has been continued to be classified as jointly controlled operation.
In addition to this, Al Sharif JV is a limited liability company whose legal form confers separation between the parties to the joint
228 KEC International Limited Annual Report 2017-18
NOTES
forming part of the Financial Statements as at and for the year ended March 31, 2018
arrangement and the Company itself, the internal agreements (contractual arrangements) entered into between the parties to the
joint arrangements for execution of projects (turnkey contracts) reverses or modifies the rights and obligations conferred by the legal
form and establishes and define their respective rights and obligations on these projects. As per these contractual arrangements, the
parties to the joint arrangement have rights to the assets, and obligations for the liabilities, relating to the arrangement.
(ii) The Company accounts for assets, liabilities, revenue and expenses relating to its interest in joint operations based on the internal
agreements/ arrangements entered into between the parties to the joint arrangements for execution of projects, which in some cases
are different than the ownership interest disclosed above. Accordingly, the Company has recognised total income from operations
` 101,790.03 lakh (for the year ended March 31, 2017 `119,343.53 lakh), total expenditure (including tax) ` 90,193.30 lakh (for the year
ended March 31, 2017 ` 100,665.36 lakh), total assets as at March 31, 2018 ` 146,274.22 lakh (as at March 31, 2017 ` 178,725.71
lakh) and total liabilities as at March 31, 2018 ` 98,953.18 lakh (as at March 31, 2017 ` 138,356.72 lakh).
NOTE 43 - LEASES
(A) - Operating Leases
` in Lakh
For the Year ended For the Year ended
Particulars
March 31, 2018 March 31, 2017
1 Lease payments recognised in the Statement of Profit and Loss for the year [Includes minimum lease 4,306.79 3,995.13
payment ` 196.08 (for the year ended March 31, 2017 ` 196.08 lakh)].
2 The company has operating leases for office premises and residential properties. These lease - -
arrangements range for a period between 11 months and 5 years, which include both cancellable
and non-cancellable leases. Most of the leases are renewable for further period on mutually
agreeable terms and also include escalation clauses and some contracts also includes clauses for
early termination by either party with a specific notice period.
3 Future minimum lease payments under the agreements, which are non-cancellable are as follows: - -
(i) Not later than one year - 196.08
(ii) Later than one year and not later than five years - 629.06
(iii) Later than five year - -
Interest rates underlying all obligations under finance leases are fixed at respective contract dates ranging from 5.00% to 22.80% p.a
For net carrying amount of assets acquired under finance lease as at March 31, 2018 - Refer Note 5 Property, Plant and
Equipment.
NOTES
forming part of the Financial Statements as at and for the year ended March 31, 2018
` in Lakh
As at As at
Particulars
March 31, 2018 March 31, 2017
-Current Maturities of Finance lease obligations (Refer Note 27) 91.28 338.17
-Non-current borrowings (Refer Note 22) - 82.69
Total 91.28 420.86
(` in Lakh)
Sr For the year ended For the year ended
Particulars
No March 31, 2018 March 31, 2017
a (i) Contract Revenue (including excise duty of ` 2303.54 lakh, for the year ended March 31, 2017 794,057.13 665,528.53
` 9,364.22 lakh) recognised during the year (Refer note 31)
(ii) Method used to determine the contract revenue recognised and the stage of completion of Refer note 3.5.3 Refer note 3.5.3
contracts in progress
b Disclosure in respect of contracts in progress as at the year end:
(i) Aggregate amount of cost incurred and recognised profits (less recognised losses) 1,943,949.29 2,806,092.43
(ii) Advances received 96,726.58 74,914.37
(iii) Retention Receivable 204,207.34 198,242.02
(iv) Amount Due from Customers for contract works 200,922.67 147,016.12
(v) Amount Due to Customers for contract works 42,010.58 44,079.91
he capital structure of the Company consists of net debt (borrowings as detailed in Notes 22 and 25 offset by cash and bank balances in
T
Notes 14 and 15) and total equity of the Company.
The Company monitors capital using a gearing ratio, which is net debt divided by total capital.
he Company sets the amount of capital in proportion to its overall financing structure, i.e. equity and financial liabilities. The Company
T
manages the capital structure and makes adjustments to it in the light of changes in economic conditions and the risk characteristics of
the underlying assets.
Gearing ratio
The gearing ratio at end of the reporting period is as follows.
` in Lakh
As at As at
Particulars
March 31, 2018 March 31, 2017
Debt * A 133,685.77 146,641.33
Cash and bank balances B 21,434.31 15,546.71
Net debt (C) C=A-B 112,251.46 131,094.62
Total equity D 203,864.86 165,573.85
Net debt to equity ratio (E) E=C/D 0.55 0.79
* Debt is defined as long-term and short-term borrowings (excluding derivative and financial guarantee contracts), as described in Notes 22 and 25 and includes interest
accrued but not due on borrowings.
230 KEC International Limited Annual Report 2017-18
NOTES
forming part of the Financial Statements as at and for the year ended March 31, 2018
` in Lakh
As at March 31, 2018 As at March 31, 2017
Particulars
FVPL FVOCI Amortised Cost FVPL FVOCI Amortised Cost
Financial assets#
Non-current investment
- Investment in equity instruments - - - - - -
- Investment in preference shares 2,796.00 - - 3,021.00 - -
Trade receivables - - 484,071.10 - - 397,524.19
Cash and bank balances - - 21,434.31 - - 15,546.71
Loans - - 21,527.12 - - 18,260.85
Other financial assets
- Derivative instruments
i) Forward exchange contracts designated - - - 438.85 - -
as hedge relationship
ii) Over the counter (OTC) commodity - - - - 124.52 -
derivative contracts
- Others - - 209,495.28 - - 161,050.74
Financial liabilities
Borrowings - 22,872.25 110,813.52 - 23,704.48 122,936.85
Trade payables - - 445,051.03 - - 297,350.33
Other financial liabilities
- Derivative instruments
i) Forward exchange contracts 1,325.78 - - - 964.07 -
ii) Over the counter (OTC) commodity - 188.98 - - - -
derivative contracts
- Others - - 2,043.97 - - 1,479.92
Financial assets (except investments) pledged as collateral for borrowings - Refer Notes 22 and 25
#
45.3 Financial risk management objectives commodity transaction to the Risk Management Committee. The
periodical forex management report and commodity risk report as
The Company’s Corporate Treasury function provides services to
reviewed and approved by the Risk Management Committee is
the business, co-ordinates access to domestic and international
placed before the Audit Committee of BOD for review.
financial markets, monitors and manages the financial risks relating
to the operations of the Company. These risks include market risk
45.4 Market risk
(including currency risk, interest rate risk and commodity price risk),
credit risk and liquidity risk. The Company’s activities expose it primarily to the financial risks of
changes in foreign currency exchange rates and interest rates (see
The Company seeks to minimise the effects of currency risk and Notes 45.5 and 45.10 below) and commodity price (see Note 45.8
commodity price risk by using derivative and non derivative below). The Company enters into a variety of derivative financial
financial instruments to hedge risk exposures. The Company has instruments to manage its exposure to foreign currency risk, interest
Risk Management Policies to mitigate the risks in commodity rate risk and commodity price risk including:
and foreign exchange. The use of financial derivatives and non-
derivatives is governed by the Company’s policies approved by the - forward foreign exchange contracts to hedge the exchange
Board of Directors (BOD), which provide written principles to use rate Risk arising from execution of international projects.
financial derivatives and non-derivative financial instruments, to
hedge currency risk and commodity price risk. The Company does - Commodity Over the Counter (OTC) derivative contracts to hedge
not enter into or trade financial instruments, including derivative the Price Risk for base metals such as Copper, Aluminium, Zinc
financial instruments and non-derivative financial instruments, for and Lead.
speculative purposes.
Derivatives are only used for economic hedging purposes and not
The Treasury Department prepares and submits the report on as speculative investments. All such transactions are carried out
performance along with the other details relating to forex and within the guidelines set by the Board of Directors.
Company Overview Statutory Reports Financial Statements
231
NOTES
forming part of the Financial Statements as at and for the year ended March 31, 2018
` in Lakh
Particulars USD SAR EUR ZAR AED Others Total
As at March 31, 2018
Assets 105,797.38 83,574.52 7,940.32 14,799.28 21,758.50 71,092.76 304,962.76
Liabilities (83,417.85) (63,053.52) (11,068.74) (360.60) (23,327.51) (52,316.24) (233,544.46)
As at March 31, 2017
Assets 107,231.95 108,427.91 3,292.89 12,486.91 18,478.52 66,279.09 316,197.26
Liabilities (112,588.96) (84,300.01) (4,027.35) (6,858.31) (13,652.51) (31,450.62) (252,877.76)
` in Lakh
Impact on profit before tax Impact on equity
Exposure to currencies Change in rate For the year ended For the year ended As at As at
March 31, 2018 March 31, 2017 March 31, 2018 March 31, 2017
USD +5% (2,458.77) (3,133.61) 1,339.79 1,772.27
-5% 2,458.77 3,133.61 (1,339.79) (1,772.27)
SAR +5% (39.07) 90.00 (986.98) (1,296.39)
-5% 39.07 (90.00) 986.98 1,296.39
EUR +5% (38.34) (69.76) 194.76 105.43
-5% 38.34 69.76 (194.76) (105.43)
ZAR +5% (357.79) (282.97) (364.14) 1.54
-5% 357.79 282.97 364.14 (1.54)
AED +5% 78.45 (241.30) - -
-5% (78.45) 241.30 - -
Others +5% (938.83) (1,767.86) - 6.68
-5% 938.83 1,767.86 - (6.68)
NOTES
forming part of the Financial Statements as at and for the year ended March 31, 2018
The following table details the forward foreign currency (FC) contracts as fair value hedges outstanding at the end of the reporting period:
* The average exchange rate for the respective year is derived based on daily movement in spot rates for respective foreign currencies.
In respect of the Company’s foreign currency forward contract (buy), a 5 % appreciation/depreciation of the foreign currency underlying
such contracts would have resulted in an approximate gain/(loss) of ` 1,085.69 lakh / (` 1,085.69 lakh) and an approximate gain/(loss) of
` 1,182.50 lakh/(` 1,182.50 lakh) for the year ended March 31, 2018 and the year ended March 31, 2017 respectively, in the Company’s
Statement of Profit and Loss/Other Comprehensive Income.
In respect of the Company’s foreign currency forward contract (sell), a 5 % appreciation/depreciation of the foreign currency underlying
such contracts would have resulted in an approximate gain/(loss) of ` 2,141.31 lakh / (` 2,141.31 lakh) and an approximate (loss)/gain of
(` 73.73 lakh)/` 73.73 lakh for the year ended March 31, 2018 and the year ended March 31, 2017 respectively, in the Company’s Statement
of Profit and Loss/Other Comprehensive Income.
The line-items in the balance sheet that include the above instruments are “Other financial assets” and “Other financial liabilities”.
For the year ended March 31, 2018, the aggregate amount of loss under forward foreign exchange contracts recognised in the Statement
of Profit and Loss is ` 2,295.85 lakh (for the year ended March 31, 2017: gains of ` 1,364.70 lakh).
The Company has designated following forward contracts as cash flow hedges which are outstanding as under:
*The average exchange rate for the respective year is derived based on daily movement in spot rates for respective foreign currencies.
Company Overview Statutory Reports Financial Statements
233
NOTES
forming part of the Financial Statements as at and for the year ended March 31, 2018
Average Foreign currency (USD in Lakh) Nominal Amount (` in Lakh) Fair value (` in Lakh)
Cash flow hedges exchange
rate* Aluminium Copper Lead Aluminium Copper Lead Aluminium Copper Lead
As at March Less than 64.45 8.52 38.15 9.56 550.61 2,467.62 614.44 (33.82) (83.00) (37.29)
31, 2018 3 months
3 to 6 4.26 27.20 - 276.62 1,763.78 - (15.66) (19.20) -
months
As at March Less than 67.14 25.15 45.53 - 1,630.83 2,952.09 - 27.92 45.18 -
31, 2017 3 months
3 to 6 5.77 - - 373.93 - - 5.90 - -
months
* The average exchange rate for the respective year is derived based on daily movement in spot rates for respective foreign currencies.
In respect of the Company’s commodity derivative contracts, a Credit period varies as per the contractual terms with the customers.
10% appreciation/depreciation of all commodity prices underlying No interest is generally charged on overdue trade receivables.
such contracts, would have resulted in an approximate gain/(loss)
of ` 565.21 lakh / (` 565.21 lakh) and an approximate gain/(loss) of The Company directly reduces the gross carrying amount of a
` 512.04 lakh /(` 512.04 lakh) in the Statement of Profit and Loss/ financial asset when the Company has no reasonable expectations
other comprehensive income for the year ended March 31, 2018 of recovering a financial asset in its entirety or a portion thereof.
and for the year ended March 31, 2017 respectively. The amounts of financial assets are net of an allowance for doubtful
accounts, estimated by the Company and based, in part, on the
45.9 Credit risk management age of specific receivable balance and the current and expected
collection trends. When assessing the credit risk associated with
Credit risk refers to the risk that a counterparty will default on its
its receivables, the Company also considers the other financial
contractual obligations resulting in financial loss to the Company.
and non-financial assets and liabilities recognized within the same
The Company is exposed to credit risk from its operating activities
project to provide additional indications on the Company’s exposure
(primarily trade receivables) and from its financing activities,
to credit risk. As such, in addition to the age of its Financial Assets,
including deposits with banks, foreign exchange transactions
the Company also considers the age of its contracts in progress, as
and other financial instruments. The Company’s major customers
well as the existence of any deferred revenue or down payments on
includes government bodies and public sector undertakings.
contracts on the same project or with the same client. The Company
Further, many of the International projects are funded by the
has used practical expedient by computing expected credit loss
multilateral agencies such as World Bank, African Development
allowance for trade receivable by taking into consideration historical
Bank, Asian Development Bank, etc. For private customers, the
credit loss experience and adjusted for forward looking information.
Company evaluates the creditworthiness based on publicly available
The expected credit loss is based on the ageing of the days, the
financial information and the Company’s historical experiences.
receivables due and the expected credit loss rate.
The Company’s exposure to its counterparties are continuously
reviewed and monitored by the Chief Operating Decision
Maker (CODM).
234 KEC International Limited Annual Report 2017-18
NOTES
forming part of the Financial Statements as at and for the year ended March 31, 2018
Ageing of non-current (Note 8) and current (Note 13) trade Other financial assets:
receivables considered by the Management for this purpose Other financial assets are neither past due nor impaired.
are as under:
45.10 Interest rate risk management
` in Lakh
As at As at
The Company is exposed to interest rate risk because
Particulars the Company borrows funds at both fixed and floating
March 31, 2018 March 31, 2017
Trade Receivables 44,112.37 50,175.51 interest rates.
outstanding for a period
exceeding six months The Company’s exposures to interest rates changes at the end
from the date they are due of the reporting period are as follows.
for payment
` in Lakh
Other trade receivables 445,267.64 352,429.45
As at As at
Total - Gross 489,380.01 402,604.96 Particulars
March 31, 2018 March 31, 2017
Variable rate borrowing 312,718.33 221,408.36
Apart from the largest customer of the Company in Saudi Arabia Fixed rate borrowing 28,539.42 26,006.52
(which is a state controlled enterprise) and a major customer in Total borrowings 341,257.75 247,414.88
India (which is a public sector undertaking), the Company does
not have significant credit risk exposure to any single customer.
45.11 Interest rate sensitivity
Concentration of credit risk related to the customer in Saudi
Arabia exceeds 20% of the trade receivables of the Company The sensitivity analysis below have been determined based on
and credit risk related to the major customer in India exceeds the exposure to interest rates for non-derivative instruments
10% of the trade receivables of the Company. Concentration at the end of the reporting period. For floating rate liabilities,
of credit risk to any other customer did not exceed 10% of the the analysis is prepared assuming the amount of the liability
trade receivables at any time during the year. outstanding at the end of the reporting period was outstanding
for the whole year. A 50 basis point increase or decrease is
In addition the Company is exposed to credit risk in relation used for the purpose of sensitivity analysis.
to financial guarantees given by the Company on behalf of its
subsidiaries and joint operations (net of Company’s share). The If interest rates had been 50 basis points higher/lower and all
Company’s maximum exposure in this respect is the maximum other variables were held constant, the Company’s:
amount the Company could have to pay if the guarantee is
called on (net of Company’s share in joint operations), as Profit for the year ended March 31, 2018 would decrease/
at March 31, 2018 ` 73,191.87 lakh (as at March 31, 2017; increase by ` 1,563.59 Lakh (for the year ended March 31,
`76,797.28 lakh). These financial guarantees have been issued 2017: decrease/increase by ` 1,107.04 lakh). This is mainly
to the banks on behalf of the subsidiaries and joint operations attributable to the Company’s exposure to interest rates on its
under the agreements entered into by the subsidiaries/ variable rate borrowings.
Joint operations with the banks. Based on management’s
assessment as at the end of the reporting period, the Company During the year, the Company’s sensitivity in interest rate has
considers the likelihood of any claim under the guarantee is increased due to increase in variable debt instruments.
remote.
45.12 Liquidity risk management
Cash and cash equivalents:
Board of Directors of the Company has established an
As at the year end, the Group held cash and cash equivalents
appropriate liquidity risk management framework for the
of ` 17,631.36 lakh (March 31, 2017 ` 12,302.48 Lakh). The
management of the Company’s short-term, medium-term and
cash and cash equivalents are held with bank and financial
long-term funding and liquidity management requirements.
institution counterparties with good credit rating.
The Company manages liquidity risk by maintaining adequate
reserves, banking facilities and reserve borrowing facilities,
Other Bank Balances:
by continuously monitoring forecast and actual cash flows,
Other bank balances are held with bank and financial institution
and by matching the maturity profiles of the financial assets
counterparties with good credit rating.
and liabilities.
Derivatives:
The following table details the Company’s remaining
The derivatives are entered into with bank and financial
contractual maturity for its non-derivative financial
institution counterparties with good credit rating.
Company Overview Statutory Reports Financial Statements
235
NOTES
forming part of the Financial Statements as at and for the year ended March 31, 2018
liabilities with agreed repayment periods. The table has been drawn up based on the undiscounted cash flows of financial
liabilities based on the earliest date on which the Company can be required to pay. The table includes both interest and principal
cash flows. To the extent that interest flows are linked to floating rate, the undiscounted amount is derived from interest rate at
the end of the reporting period. The contractual maturity is based on the earliest date on which the Company may be required
to pay.
` in Lakh
Less than 1 Carrying
Particulars 1-3 Years 3-5 Years Total
year Amount
As at March 31, 2018
Interest bearing liabilities 301,195.41 25,727.07 14,335.27 341,257.75 341,257.75
Trade payables 237,479.05 - - 237,479.05 237,479.05
Other financial liabilities 3,558.73 - - 3,558.73 3,558.73
Total 542,233.19 25,727.07 14,335.27 582,295.53 582,295.53
As at March 31, 2017
Interest bearing liabilities 221,325.67 82.69 26,006.52 247,414.88 247,414.88
Trade payables 200,462.63 - - 200,462.63 200,462.63
Other financial liabilities 2,443.99 - - 2,443.99 2,443.99
Total 424,232.29 82.69 26,006.52 450,321.50 450,321.50
The Company has access to various fund/non-fund based bank financing facilities. The amount of unused borrowing facilities (fund
and non-fund based) available for future operating activities and to settle commitments is ` 525,757.71 lakh as at March 31, 2018
(` 556,674.58 lakh as at March 31, 2017).
Some of the Company’s financial assets and financial liabilities are measured at fair value at the end of each reporting period. The
following table gives information about how the fair values of these financial assets and financial liabilities are determined (in particular,
the valuation technique(s) and inputs used).
NOTES
forming part of the Financial Statements as at and for the year ended March 31, 2018
` in Lakh
Investment in Optionally
convertible non cumulative
Financial assets/ financial liabilities
preference shares (Unquoted)
For the year ended March 31, 2018
Opening balance 3,021.00
Purchases -
Loss through FVTPL 225.00
Closing balance 2,796.00
` in Lakh
For the Year ended For the Year ended
Particulars
March 31, 2018 March 31, 2017
Revenue expenses charged to Statement of Profit and Loss (including depreciation on Property, plant and 2,265.31 2,249.71
equipment)
Expenditure capitalised during the year - -
NOTES
forming part of the Financial Statements as at and for the year ended March 31, 2018
Act, whichever is higher. Vesting occurs upon completion rate which is determined by reference to market yields at the
of five years of service. end of the reporting period on government bonds. Currently, for
the plan in India, it has a relatively balanced mix of investments
The Company has set up an income tax approved trust in Insurance related products.
fund to finance the plan liability. The trustees of the
trust fund are responsible for the overall governance of Interest rate risk
the plan. The Company makes contribution to the plan.
A decrease in the bond interest rate will increase the plan
There are no minimum funding requirement for the plan
liability; however, this will be partially offset by an increase in
in India. The trustees of the gratuity fund have a fiduciary
the return on the plan’s debt investments.
responsibility to act according to the provisions of the trust
deed and rules. Since the fund is income tax approved,
Longevity risk
the Company and the trustees have to ensure that they
are at all times fully compliant with the relevant provisions The present value of the defined benefit plan liability is
of the Income tax and rules. Besides this if the Company calculated by reference to the best estimate of the mortality
is covered by the Payment of Gratuity Act, 1972 then the of plan participants both during and after their employment.
Company is bound to pay the statutory minimum gratuity An increase in the life expectancy of the plan participants will
as prescribed under this Act. increase the plan’s liability.
For Service Less 1/2 * Service * Applicable salary No other post-retirement benefits are provided to the
Than 5 years employees.
For Service more First Five Years: 1/2 * Service *
Than 5 years Applicable Salary In respect of the plan in India and joint operation in Saudi,
Beyond 5 Years: Service * Applicable the most recent actuarial valuation of the plan assets and the
Salary present value of the defined benefit obligation were carried out
as at March 31, 2018 by an actuary. The present value of the
b.
These plans typically expose the Company to actuarial
defined benefit obligation, and the related current service cost
risks such as: investment risk, interest rate risk, longevity
and past service cost, were measured using the projected unit
risk and salary risk.
credit method.
Investment risk
The present value of the defined benefit plan liability
(denominated in Indian Rupee) is calculated using a discount
238 KEC International Limited Annual Report 2017-18
NOTES
forming part of the Financial Statements as at and for the year ended March 31, 2018
` in Lakh
For the year ended For the year ended
March 31, 2018 March 31, 2017
I Components of defined benefit cost
1 Current service cost 687.27 513.10
2 Interest cost on benefit obligation (Net) 51.83 3.90
3 Total expenses included in Statement of Profit and Loss (P&L) 739.10 517.00
4 Actuarial changes arising from changes in demographic assumptions 132.62 25.79
5 Actuarial changes arising from changes in financial assumptions 11.16 136.70
6 Actuarial changes arising from changes in experience assumptions (42.27) 54.70
7 Return on Plan Assets (excluding interest income) 152.59 (12.62)
8 Total recognized in Other Comprehensive Income (OCI) 254.10 204.57
9 Total defined benefit cost recognized in P&L and OCI 993.20 721.57
II Actual Contribution and Benefits Payments for the year
1 Actual Benefits Payments (477.43) (345.99)
2 Actual Contributions 536.70 390.59
` in Lakh
As at As at
March 31, 2018 March 31, 2017
III Net asset/(liability) recognized in the Balance Sheet
1 Present Value of Defined Benefit Obligations 4,658.32 4,071.55
2 Fair Value of Plan Assets 3,247.20 3,117.11
3 Net asset / (liability) recognized in the Balance Sheet (1,411.12) (954.44)
IV Change in Present Value of Defined Benefit Obligation during the year
1 Present Value of Defined Benefit Obligation as at the 4,071.54 3,460.34
beginning of the year
2 Current Service Cost 687.27 513.10
3 Interest Cost 275.43 226.91
4 Benefits paid (477.43) (345.99)
5 Actuarial changes arising from changes in demographic assumptions 132.62 25.79
6 Actuarial changes arising from changes in financial assumptions 11.16 136.70
7 Actuarial changes arising from changes in experience assumptions (42.27) 54.70
8 Present Value of Defined Benefit Obligations as at the end of the year 4,658.32 4,071.54
V Change in Fair Value of Plan Assets during the year
1 Plan Assets as at the beginning of the year 3,117.11 2,836.86
2 Interest Income 223.41 223.01
3 Actual Company Contributions 536.70 390.59
4 Benefits paid (477.43) (345.99)
5 Expected return on Plan Assets (excluding interest income) (152.59) 12.62
6 Plan Assets as at the end of the year 3,247.20 3,117.11
VI-A Actuarial Assumptions (Considered for the Company)
1 Discount Rate 7.50% 7.10%
2 Expected Return on plan assets 7.50% 7.10%
3 Salary escalation Rate 8.00% 8.00%
4 Mortality Table Indian Assured Lives Mortality
(IALM) (2006-08) (Modified) Ult
5 Disability 5% of Mortality 5% of Mortality
Rate Rate
6 Withdrawal (Rate of Employee Turnover) Upto 30 years 16.00% 14.00%
31-44 years 10.00% 10.00%
45 years and above 11.00% 5.00%
Company Overview Statutory Reports Financial Statements
239
NOTES
forming part of the Financial Statements as at and for the year ended March 31, 2018
` in Lakh
As at As at
March 31, 2018 March 31, 2017
VI-B Actuarial Assumptions (Considered for Joint Operation in Saudi)
1 Discount Rate 2.60% 4.35%
2 Salary escalation Rate 7.00% 7.00%
3 Mortality Table Implicit in Withdrawal
4 Disability Implicit in Withdrawal
5 Withdrawal (Rate of Employee Turnover) Managers (M0 to M6) 9.00% 8.00%
Others 15.00% 14.00%
VII The assumption of the future salary increases, considered in actuarial valuation, takes into account the inflation, seniority, promotion
and other relevant factors.
` in Lakh
As at As at
March 31, 2018 March 31, 2017
VIII The major categories of Plan Assets of the Company as a percentage of the total plan assets
Equity 13.21% 9.52%
Debt 75.04% 80.85%
Money Market Investments 11.75% 9.63%
Mutual Fund 0.00% 0.00%
IX Contribution expected to be paid to the Plan of the Company during the year ended March 31,
2018 ` 550 lakh
X Weighed Average duration of the Plan
Considered for the Company 8 years 7 years
Considered for Joint Operation in Saudi 6 years 7 years
` in Lakh
As at As at
Maturity profile of defined benefit obligation
March 31, 2018 March 31, 2017
1 Year 1 583.38 445.91
2 Year 2 842.60 672.86
3 Year 3 679.22 570.98
4 Year 4 635.52 597.92
5 Year 5 741.60 583.25
6 Next 5 years 3,525.69 3,291.76
` in Lakh
As at As at
Financial assumptions sensitivity analysis
March 31, 2018 March 31, 2017
A. Discount rate
Discount rate - 50 basis points 4,798.52 4,204.04
Discount rate + 50 basis points 4,526.08 3,946.83
B. Salary increase rate
Salary rate - 50 basis points 4,545.77 3,960.88
Salary rate + 50 basis points 4,775.90 4,186.30
Demographic assumptions sensitivity analysis
C. Withdrawal Rate
Withdrawal Rate - 100 basis points 4,712.13 4,119.98
Withdrawal Rate + 100 basis points 4,609.83 4,028.12
240 KEC International Limited Annual Report 2017-18
NOTES
forming part of the Financial Statements as at and for the year ended March 31, 2018
d. The following table shows a breakdown of the defined benefit obligation and plan assets by country:
` in Lakh
As at March 31, 2018 As at March 31, 2017
Description Gratuity Gratuity
Total Total
India Saudi India Saudi
(A) Present value of obligation 3,795.45 862.87 4,658.32 3,318.45 753.10 4,071.55
(B) Fair value of plan assets 3,247.20 - 3,247.20 3,117.11 - 3,117.11
(C) Total liability = (A) - (B) 548.25 862.87 1,411.12 201.34 753.10 954.44
e. Provident Fund
The Company has established ‘KEC International Limited Provident Fund’ in respect of certain employees to which both the employee and
the employer make contribution equal to 12% of the employee’s basic salary respectively. The Company’s contribution to the provident fund
for all employees, are charged to the Statement of Profit and Loss. In case of any liability arising due to shortfall between the return from
its investments and the administered interest rate, the same is required to be provided for by the Company. In accordance with the recent
actuarial valuation, there is no deficiency in the interest cost as the present value of expected future earnings of the fund is greater than the
expected amount to be credited to the individual members based on the expected guaranteed rate of interest.
` in Lakh
As at As at
Particulars
March 31, 2018 March 31, 2017
Company’s contribution to the provident fund 935.42 747.00
Assumptions used in determining the present value obligation of the interest rate guarantee are as follows:
` in Lakh
As at As at
Particulars
March 31, 2018 March 31, 2017
a. Approach used Deterministic Deterministic
b. Increase in compensation levels 8.00% 8.00%
c. Discount Rate 7.50% 7.10%
d. Attrition Rate
Upto 30 years 16.00% 14.00%
31 - 44 years 10.00% 10.00%
45 years and above 11.00% 5.00%
e. Weighted Average Yield 8.32% 8.57%
f. Weighted Average YTM 8.32% 8.57%
g. Reinvestment Period on Maturity 8 years 8 years
h. Mortality Rate Indian Assured Lives Indian Assured Lives
Mortalilty (IALM) (2006- Mortalilty (IALM) (2006-
08) (modified) Ultimate 08) (modified) Ultimate
f. Compensated absences
The Compensated absences cover the Company’s liability for sick and earned leave.
The amount of the provision of ` 2,010.42 lakh (as at 31st March, 2017 – ` 2,438.90 lakh) is presented as current, since the Company does
not have an unconditional right to defer settlement for any of these obligations.
Company Overview Statutory Reports Financial Statements
241
NOTES
forming part of the Financial Statements as at and for the year ended March 31, 2018
* These entities have been merged with SAE Towers Holdings, LLC w.e.f. September 29, 2017.
(B) Details of related parties with whom transactions have taken place
Entity having significant influence over the Company
Swallow Associates LLP
Subsidiaries
KEC Power India Private Limited
KEC Global FZ-LLC, Ras UL Khaimah
RPG Transmission Nigeria Limited
SAE Towers Mexico S de RL de CV, Mexico
SAE Towers Limited
KEC Investment Holdings, Mauritius
KEC Global, Mauritius
KEC Bikaner Sikar Transmission Private Limited
NOTES
forming part of the Financial Statements as at and for the year ended March 31, 2018
Entities where control / significant influence by KMPs and their relatives exists
and with whom transactions have taken place
STEL Holdings Limited
Chattarpati Investments LLP
Harsh Anant Goenka HUF
CEAT Limited
B. N. Elias & Co. LLP
Palacino Properties LLP
RPG Enterprises Limited
Raychem RPG Private Limited
Ceat Speciality Tyres Limited
Spencers and Company Limited
Zensar Technologies Limited
NOTE 48 RELATED PARTY DISCLOSURES
Related party disclosures as required by IND AS 24 “Related Party Disclosures” are given below:
(B) Transactions with the Related Parties
` in Lakh
NOTES
For the year ended March 31, 2018 For the year ended March 31, 2017
Company Overview
Entities Entities
where control where control
Transactions Key Post - Key Post -
/ significant / significant
Subsidiaries Management employment Total Subsidiaries Management employment Total
influence by influence by
Personnel benefit plan Personnel benefit plan
KMPs and their KMPs and their
relatives exist relatives exist
Sale of Products 549.28 1,591.31 2,140.59 514.59 514.59
SAE Towers Mexico S de RL 549.28 549.28
de CV, Mexico
CEAT Speciality Tyres 246.44 246.44
Limited
CEAT Limited 1,341.48 1,341.48 19.14 19.14
Raychem RPG Private 249.83 249.83 249.01 249.01
limited
Sale under Turnkey 2,905.41 2,905.41 18,755.91 18,755.91
Contracts
KEC Bikaner Sikar 2,905.41 2,905.41 18,755.91
Transmission Private Limited 18,755.91
Freight and Service tax 5.01 5.01
Statutory Reports
recovered on sales
Raychem RPG Private 5.01 5.01
limited
Services rendered 434.47 5.46 439.93 5.36 5.36
SAE Towers Mexico S de RL 409.05 409.05
de CV, Mexico
KEC Bikaner Sikar 25.42 25.42
Transmission Private Limited
CEAT Limited 5.46 5.46 5.36 5.36
Services received 1,431.15 1,431.15 1,429.42 1,429.42
RPG Enterprises Limited 1,431.15 1,431.15 1,429.42 1,429.42
Dividend Income 132.54 132.54
KEC Global FZ-LLC, Ras UL 132.54 132.54
Khaimah
Purchase of goods 874.95 874.95 731.48 731.48
Raychem RPG Private 874.95 874.95 731.08 731.08
forming part of the Financial Statements as at and for the year ended March 31, 2018
limited
CEAT Limited 0.40 0.40
Financial Statements
Advances
KEC Global FZ – LLC, Ras 133.07 133.07
UL Khaimah
Conversion of Loan into 162.64 162.64
equity
KEC Global, Mauritius 162.64 162.64
Advance received 581.73 581.73
CEAT Limited 581.73 581.73
Contribution made 926.29 926.29 838.39 838.39
KEC International Limited 401.36 401.36 390.59 390.59
Employee’s Gratuity Fund
KEC International Limited 425.32 425.32 344.06 344.06
Provident Fund
KEC International Limited 99.61 99.61 103.74 103.74
Superannuation Fund
Investment made (including 19,338.76 19,338.76 2,050.00 2,050.00
investment in preference
forming part of the Financial Statements as at and for the year ended March 31, 2018
shares)
KEC Bikaner Sikar 2,050.00 2,050.00
Financial Statements
NOTES
forming part of the Financial Statements as at and for the year ended March 31, 2018
NOTE 49 CONTINGENT LIABILITIES AND COMMITMENTS (TO THE EXTENT NOT PROVIDED FOR)
(i) Contingent Liabilities#
Claims against the Company not acknowledged as debt:
` in Lakh
Relating to various
Sr. As at As at
Particulars years comprise in
No March 31, 2018 March 31, 2017
the period
*These claims mainly relate to the issues of applicability, issue of disallowance of cenvat / VAT credit and in case of Sales Tax / Value added tax, also relate to the issue of
submission of relevant forms and the Company’s claim of exemption for MVAT on export sales and services.
**These claims mainly relate to the issues of appropriate jurisdiction for tax applicability at overseas locations.
^
These claims mainly relate to the issues of clearance of goods from customs within time limit.
^^
These suits includes Civil suits as well as Industrial relations & labour laws cases.
excluding financial guarantees referred to in Note 45.9.
#
NOTES
forming part of the Financial Statements as at and for the year ended March 31, 2018
(ii) Commitments
` in Lakh
As at As at
Particulars
March 31, 2018 March 31, 2017
1 Estimated amount of contracts remaining to be executed on capital account and not provided for (net 2,188.87 974.14
of capital advances)
2 Other Commitments:
i) Amount of future minimum lease payment under non-cancellable agreements - 825.14
[Refer Note 43(A)(3)]
ii) Derivative related commitments Refer Notes 45.7 and 45.8
NOTE 50 - The details of amounts which are expected by the Company to be recovered or settled after twelve months in respect of assets
and liabilities relating to long-term contracts which are classified as current are as under:
` in Lakh
As at As at
Particulars
March 31, 2018 March 31, 2017
Trade Receivables (Note 13) 1,18,962.22 97,211.75
Amount due from customers for contract work (Note 17) 13,909.08 10,171.79
Advance from customers (Note 28) 31,605.99 11,261.72
NOTE 51
The Company is primarily engaged in Engineering, Procurement and Construction business (EPC) relating to infrastructure interalia products,
projects and systems for power transmission, distribution, and related activities. Information reported to and evaluated regularly by the
Chief Operational Decision Maker (CODM) i.e. Managing Director for the purpose of resource allocation and assessing performance focuses
on the business as a whole. The CODM reviews the Company’s performance on the analysis of profit before tax at an overall entity level.
Accordingly, there is no other separate reportable segment as defined by Ind AS 108. “Segment Reporting”. As the Company also prepares
the consolidated financial statements (CFS), other relevant segment information is disclosed in the CFS.
NOTE 52
Note 52.1 - Based on the details regarding the status of the supplier obtained by the Company, there is no supplier covered under the
Micro, Small and Medium Enterprises Development Act, 2006 (the Act).
Note 52.2 – Disclosure on Specified Bank Notes (SBNs)
The details of SBNs held and transacted during the period from 8th November, 2016 to 30th December, 2016, is provided in table below:
` in Lakh
Other
Particulars SBNs* denomination Total
notes
Closing cash in hand as on November 08, 2016 79.79 153.35 233.14
(+) Permitted Receipts - 256.53 256.53
(-) Permitted Payments (11.00) (354.77) (365.77)
(-) Amount Deposited in bank (68.79) (0.24) (69.03)
Closing cash in hand as on December 30, 2016 - 54.87 54.87
* For the purposes of this clause, the term ‘Specified Bank Notes’ shall have the same meaning provided in the notification of the Government of India, in the Ministry of Finance,
Department of Economic Affairs number S.O. 3407(E), dated the 8th November, 2016.
Company Overview Statutory Reports Financial Statements
249
NOTES
forming part of the Financial Statements as at and for the year ended March 31, 2018
NOTE 53 – RECLASSIFICATIONS
Note 53.1 Reclassification - Acceptances
Acceptances comprises of credit availed for payment to suppliers for materials (including project bought outs) purchased and services
availed by the company. The said balances have been regrouped in the current year under trade payables as compared to being shown
separately based on the terms of the arrangements and as it is more consistent with peers.
NOTE 54
Expenditure towards Corporate Social Responsibility Activities
` in Lakh
Sr. As at As at
Particulars
No. March 31, 2018 March 31, 2017
(a) Gross amount required to be spent by the Company during the year 361.00 217.50
(b) Amount spent during the year (in cash) on:
(i) Construction/acquisition of any asset - -
(ii) On purposes other than (i) above 361.00 217.50
NOTE 55
Figures in respect of the Company’s overseas branches in Abu Dhabi, Afghanistan, Algeria, Bangladesh, Egypt, Ethiopia, Georgia, Ghana,
Indonesia, Ivory Coast, Jordan, Kenya, Laos, Lebanon, Libya, Malaysia, Mozambique, Nepal, Nigeria, Oman, Philippines, Senegal,
South Africa, Sri Lanka, Tanzania, Thailand, Tunisia, Uganda, and Zambia have been incorporated on the basis of financial statements (the
Branch Returns) audited by the auditors of the respective branches.
NOTE 56
The Board of Directors at its meeting held on May 14, 2018, have recommended a Dividend of ` 2.40/- per equity share of ` 2/- each for the
year ended March 31, 2018, subject to approval of shareholders at the ensuing Annual General Meeting.
NOTE 57
The Company has approved its financial statements in its Board meeting dated May 14, 2018.
A. T. VASWANI
Place: Mumbai Place: Mumbai Director
Date: May 14, 2018 Date: May 14, 2018 DIN - 00057953
NOTES
NOTES
NOTES
Railway Electrification Work at Chhindwara,
Madhya Pradesh
Clinker Bulk Loading & Cable Gallery at a Civil project site at Railway Electrification Work
Nimbahera, Rajasthan at Orai, Uttar Pradesh
KEC INTERNATIONAL LTD.: RPG House, 463, Dr. Annie Besant Road, Worli, Mumbai - 400030, India. Tel: +91-22-6667 0200, www.kecrpg.com