Facilities at Yamuna Expressway ... Intensive Care Unit (ICU) at Jaypee Hospital, Sector-128, Noida,

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Transcript of Facilities at Yamuna Expressway ... Intensive Care Unit (ICU) at Jaypee Hospital, Sector-128, Noida,

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    JAYPEE INFRATECH LIMITED CIN: L45203UP2007PLC033119

    Regd. Office : Sector 128, Distt. Gautam Budh Nagar, NOIDA-201 304 (U.P.) Tel.: +91 (120) 4609000, 2470800 Fax: +91 (120) 4963122

    Email id: jpinfratech.investor@jalindia.co.in Website: www.jaypeeinfratech.com

    A n n u a l R e p o rt

    2 0 1 5 -1

    6

  • Intensive Care Unit (ICU) at Jaypee Hospital, Sector-128, Noida, U.P.

    Gateway of 6 lane 165 Km Yamuna Expressway, Greater Noida to Agra

    Facilities at Yamuna Expressway

    Petrol Pump at Yamuna Expressway

    Cafeteria at Yamuna Expressway

    Trauma Centre at Yamuna ExpresswayMain Lobby at Jaypee Hospital, Sector-128, Noida, U.P.

    Jaypee Hospital, Sector-128, Noida, U.P.

  • 1

    BOARD OF DIRECTORS

    Manoj Gaur, Chairman cum Managing Director

    Sunil Kumar Sharma, Vice- Chairman

    B.K. Goswami

    Dr. R. C. Vaish

    S. Balasubramanian

    S.C. Gupta

    Arun Balakrishnan

    B.B. Tandon

    Anand Bordia

    Lalit Bhasin

    Salila George- IDBI Nominee

    Sameer Gaur, Jt. Managing Director

    Rakesh Sharma, Whole-time Director

    Sachin Gaur, Whole-time Director & CFO

    Rekha Dixit, Whole-time Director

    Gaurav Jain, Whole-time Director

    COMPANY SECRETARY Suman Lata

    REGISTERED & CORPORATE OFFICE CIN: L45203UP2007PLC033119 Sector-128, Distt. Gautam Budh Nagar Noida- 201304 (U.P.) Tel. 91-120-4609000 Fax: 91-120-4963122 Email ID: jpinfratech.investor@jalindia.co.in Website: www.jaypeeinfratech.com

    REGISTRAR & TRANSFER AGENT Karvy Computershare Private Limited Karvy Selenium Tower B, Plot 31-32, Gachibowli, Financial District, Nanakramguda, Hyderabad- 500032 Toll Free No. : 1800-345-4001 Fax: 040-23001153

    STATUTORY AUDITORS R. Nagpal Associates Chartered Accountants, New Delhi

    INTERNAL AUDITORS Dewan P.N. Chopra & Co. Chartered Accountants, New Delhi

    COST AUDITORS Jatin Sharma & Co. Cost Accountants, New Delhi

    SECRETARIAL AUDITORS Sunita Mathur Practicing Company Secretary, New Delhi

    BANKERS/LENDERS

    Axis Bank Limited

    Bank of Maharashtra

    Corporation Bank

    ICICI Bank Limited

    IDBI Bank Limited

    IFCI Limited

    India Infrastructure Finance Company Limited

    Life Insurance Corporation of India

    State Bank of Hyderabad

    State Bank of Patiala

    Syndicate Bank Limited

    The Jammu & Kashmir Bank Limited

    Union Bank of India

    CONTENTS Page No.

    Notice of Annual General Meeting 2

    Instructions for E-voting 11

    Directors’ Report 13

    Corporate Governance Report 36

    Declaration by the Chief Executive Officer on compliance with Code of Conduct

    47

    Auditor’s Certificate on Corporate Governance 47

    CEO and CFO Certification 47

    Management Discussion and Analysis Report 48

    Financials:

    Standalone Financial Statements

    Independent Auditors’ Report 49

    Balance Sheet 52

    Statement of Profit and Loss 53

    Notes to Financial Statements 54

    Cash Flow Statement 69

    Consolidated Financial Statements

    Independent Auditors’ Report 71

    Consolidated Balance Sheet 73

    Consolidated Statement of Profit and Loss 74

    Notes to Consolidated Financial Statements 75

    Consolidated Cash Flow Statement 92

    Route Map to AGM Venue 94

    Attendance Slip & Proxy Form

  • 2

    NOTICE is hereby given that the 9th Annual General Meeting of the Members of Jaypee Infratech Limited will be held on Friday, the 30th September, 2016 at 10:30 A.M. at Jaypee Public School, Sector 128, Noida - 201 304, U.P., to transact the following businesses:

    Ordinary Business:

    1. Adoption of Financial Statements

    To receive, consider and adopt the Audited Financial Statements (including the Audited Consolidated Financial Statements) for the Financial Year ended 31st March, 2016 and the Reports of the Board of Directors and the Auditors thereon.

    2. To appoint a Director in place of Shri Gaurav Jain (DIN: 01102024), who retires by rotation and, being eligible, offers himself for re-appointment.

    3. To appoint a Director in place of Shri Sunil Kumar Sharma (DIN: 00008125), who retires by rotation and, being eligible, offers himself for re-appointment.

    4. To appoint a Director in place of Shri Sameer Gaur (DIN: 00009496), who retires by rotation and, being eligible, offers himself for re-appointment.

    5. Ratification of appointment of Statutory Auditors and to fix their remuneration:

    To consider and, if thought fit, to pass with or without modification(s), the following Resolution as an Ordinary Resolution:

    “RESOLVED THAT pursuant to Sections 139, 142 and other applicable provisions, if any, of the Companies Act, 2013 read with the Rules made thereunder, as amended from time to time, pursuant to the recommendations of the Audit Committee of the Board of Directors and pursuant to the Resolution passed by the members at the 7th Annual General Meeting of the Company held on 22nd September, 2014, the appointment of M/s R. Nagpal Associates, Chartered Accountants (Firm Registration No. 002626N), as the Statutory Auditors of the Company to hold office till the conclusion of the 10th Annual General Meeting of the Company to be held in the year 2017, be and is hereby ratified and the Board of Directors be and is hereby authorized to fix the remuneration payable to them for the Financial Year ending 31st March, 2017, as may be determined by the Audit Committee of the Board of Directors.”

    Special Business:

    6. Ratification of remuneration of the Cost Auditors:

    To consider and, if thought fit, to pass with or without modification(s), the following Resolution as an Ordinary Resolution:

    “RESOLVED THAT pursuant to Section 148(3) and other applicable provisions, if any, of the Companies Act, 2013 read with the Rules made thereunder, as amended from time to time, the remuneration payable to M/s Jatin Sharma & Co., Cost Accountants (Firm Registration No. 101845), appointed by the Board of Directors as Cost Auditors to conduct the audit of the cost records of the Company for the Financial Year ending 31st March, 2017, as set out in the Statement annexed to the Notice convening this Meeting, be and is hereby ratified.”

    “RESOLVED FURTHER THAT the Board of Directors of the Company be and is hereby authorised to do all acts and take

    all such steps as may be necessary, proper or expedient to give effect to this Resolution.”

    7. Approval of Related Party Transaction

    To consider and, if thought fit, to pass with or without modification(s), the following Resolution as an Ordinary Resolution:

    “RESOLVED THAT pursuant to the provisions of Regulation 23 of the Securities and Exchange Board of India (Listing Obligations and Disclosure Requirements) Regulations, 2015 and all other applicable laws, consent of the members be and is hereby accorded for sub-leasing the land held as “Stock-in-trade” towards settlement of its dues owed to Jaiprakash Associates Limited (JAL), the holding company, directly in favour of the lenders/bankers of JAL for simultaneous settlement of the interest overdues payable by JAL to the said lenders/bankers as per details as set out under Item No. 7 of the Statement annexed to this Notice.”

    “RESOLVED FURTHER THAT the Board of Directors of the Company (hereinafter referred to as the “Board”, which term shall be deemed to include any Committees of the Board constituted to exercise its powers conferred by this Resolution) be and is hereby authorised to do or cause to be done all acts, matters, deeds and things and to settle any queries, difficulties, doubts that may arise with regard to the said transaction and execute such agreements, documents and writings, as may be necessary or desirable for the purpose of giving effect to this Resolution, in the best interest of the Company.”

    8. Re-appointment of Shri Manoj Gaur (DIN: 00008480) as Chairman cum Managing Director

    To consider and, if thought fit, to pass with or without modification(s), the following Resolution as an Ordinary Resolution:

    “RESOLVED THAT pursuant to the provisions of Sections 178, 196, 203, Schedule V and other applicable provisions, if any, of the Companies Act, 2013, as amended read with the Companies (Appointment and Remuneration of Managerial Personnel) Rules, 2014 (including any statutory modification(s) thereto or re-enactment thereof for the time being in force), and subject to such other approvals, as may be necessary, approval of the members be and is hereby accorded to the re-appointment of Shri Manoj Gaur (DIN: 00008480) as the Chairman cum Managing Director of the Company, being liable to retire by rotation, for a further period of five years w.e.f. 07th May, 2016 to 06th May, 2021, without payment of remuneration.”

    “RESOLVED FURTHER THAT the Board of Directors of the Company be and is hereby authorized to do all acts and take all such steps as may be necessary, proper or expedient to give effect to this Resolution.”

    9. Re-appointment of Smt. Rekha Dixit (DIN: 00913685) as Whole-Time Director

    To consider and, if thought fit, to pass with or without modification(s), the following Resolution as a Special Resolution:

    “RESOLVED THAT pursuant to the provisions of Sections 178, 196, 197, 203,