Homes That Inspire
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ANNUAL REPORT 2012-13 HHomesomes tthathat IInspirenspire Espace Premiere, Gurgaon IIff a bbuildinguilding bbecomesecomes Escape - Nirvana Country, Gurgaon aarchrch iitecturetecture , ,t hthenen i tit i sis a rart.t. Unitech is one of India’s leading real estate developers reputed for it’s fine design and construction. Since it’s inception, Unitech has come a long way turning many a barren land into landmarks. It has some of the most premium apartments and luxury villas in Noida, Gurgaon, Kolkata, Bangalore and Chennai. Unitech luxury homes are crafted and designed especially for the aficionados of luxury. Income From Operations (` in million) HIGHLIGHTS 2012-13 24,405.40 24,182.98 • Income from operations `24,405.40 Million • Profi t After tax `2,095.68 Million 2011-12 2012-13 • Consolidated Net-worth of `113,905.80 Million Profi t Before Tax* • EPS (before extraordinary items) `1.2, (` in million) EPS (after extraordinary items) `0.8 4,454.50 • Long term debt to equity ratio of 0.50 4,358.06 • Sales Bookings of over `28,000 Million • Area Sold 5.47 million square feet • Area Launched 3.98 million square feet 2011-12 2012-13 • Area Delivered over 3 million square feet • Over 100 ongoing projects, totaling Total Assets (` in million) an area of 38.34 million square feet 238,855.70 • Bestowed with the Global CSR Excellence & 231,780.15 Leadership Award for CSR at the World CSR Congress and Awards 2013 • Felicitated as ‘The Star Realty: Lord of the Land 2013’ *Before extra-ordinary items 2011-12 2012-13 Company Profi le OOnn tthehe oonene hhandand iit’st’s aaboutbout sh eelter,lter, bbutut iit’st’s aalsolso aaboutbout ppleasureleasure World Spa, Gurgaon ANNUAL REPORT 2012-13 ABOUT UNITECH Established in 1971, Unitech is amongst India’s leading business groups, with an outstanding track record in large-scale, integrated, Real-Estate Development and Infrastructure Development in India. The real-estate development journey for Unitech, since it started working on its fi rst real estate project- South City spread over 300 acres in Gurgaon, has been truly remarkable. Today, Unitech’s land reserves are spread across all major hubs of economic activity in the country and the Company focuses on large, mixed-use developments. The Company’s diverse portfolio includes residential, commercial, special economic zones (SEZs), IT Parks, industrial & logistic parks, hospitality, retail and entertainment projects. The Company’s infrastructure related businesses include general construction, design, manufacturing, erection & commissioning of transmission towers, facilities & property management services and township management services. PARTNERSHIPS Unitech has long partnered with internationally acclaimed architects and design consultants including SOM (USA), BDP (UK), Maunsell AECOM (HK), MEA Systra (France), Callison Inc. (USA), FORREC (Canada), SWA and HOK (USA) for various projects. It has an enviable clientele for commercial projects including Fidelity, McKinsey, Bank of America, Ford Motors, Nike, EDS, Hewitt, Amdocs, Ernst & Young, Reebok, Keane, Seagrams, Perfetti, Exxon Mobil and AT Kearney. CORPORATE CITIZENSHIP Over the years, Unitech has been undertaking various activities in order to contribute to the society. “Saankalp” is a CSR initiative of Unitech. Unitech’s employee volunteers drive this initiative which focuses mainly on core development issues like healthcare, labour welfare, child education and skill building. The Company also undertakes several ‘green’ initiatives such as rainwater harvesting, energy effi cient buildings and social forestry. ANNUAL REPORT 2012-13 AWARDS AND RECOGNITIONS • The fi rst real estate developer to have been certifi ed ISO 9001:2000 in North India • Indian Power Brand 2013 for being one of the contributors towards creating India as a brand • The Star Realty: Lord of the Land 2013 for being one of the iconic real estate companies • Global CSR Excellence & Leadership Award for Corporate Social Responsibility at the World CSR Congress and Awards 2013 • Realty Mogul for being an admired brand in the real estate industry by Planman Media in 2012 • Power Brand 2010-2011 by the Indian Consumer under the Realty category • Conferred with the title of “Superbrand” by Superbrand India in 2009 • CW Architect and Builders Award, 2008 for being one of India’s top 10 Builders ANNUAL REPORT 2012-13 CORPORATE INFORMATION Executive Chairman Mr. Ramesh Chandra Managing Directors Mr. Ajay Chandra Mr. Sanjay Chandra Non-Executive Director Ms. Minoti Bahri Independent Directors Mr. G. R. Ambwani Mr. Anil Harish Mr. Sanjay Bahadur Mr. Ravinder Singhania Dr. P. K. Mohanty Executive Vice-President & Chief Financial Offi cer Mr. Manoj Popli Vice-President & Company Secretary Mr. Deepak Jain Auditors M/s Goel Garg & Co. Registered Offi ce Basement, 6, Community Centre, Saket, New Delhi-110017 Tel.: +91-11-26857331. Fax: +91-11-26857338 Corporate Offi ce Unitech House, ‘L’ Block, South City-I, Gurgaon-122001 Tel.: +91-124-4125200. Fax: +91-124-2383332 Marketing Offi ce Signature Towers, Ground Floor, South City-I, Gurgaon-122001 Tel.: +91-124-4082020. Fax: +91-124-4083355 www.unitechgroup.com ANNUAL REPORT 2012-13 CONTENTS Chairman’s Message 1 Directors’ Report 5 Management Discussion and Analysis 10 Corporate Governance Report 20 Consolidated Financial Statements 34 viii ix Karma Lakelands, Gurgaon Standalone Financial Statements 90 Statement Pursuant to General Exemption issued by Ministry of Corporate Affairs (MCA) Under Section 212(8) of the Companies Act, 1956 relating to Subsidiary Companies 153 Notice of the 42nd Annual General Meeting 158 Attendance Slip/Proxy Form 162 Chairman’s Message Wh aatevertever ggoooo d dt hthingsings w ewe bbuilduild eendnd uupp bbuildinguilding uus.s. ANNUAL REPORT 2012-13 1 2 Dear Shareholders, I am pleased to share with you that during the last fi scal year, Unitech has shown continuous improvement in its quarterly revenues and profi ts by remaining focussed on execution. There has, however, been little improvement in the macro-economic environment. To begin with, the 5% real GDP growth recorded in FY2013 is the lowest in the last decade. Incremental Gross Fixed Capital Formation, an indicator of investments in future growth reduced to a mere 2.5% in FY2013. Then, amidst this slowdown the Government has to deal with burgeoning of two defi cits – external trade related current account defi cit adversely impacted by the high costs of oil imports and the fi scal defi cit of the Government of India that has not quite been able to fi nd a balance between revenue collection and social spending. The only silver lining has been some relief on infl ation that has allowed the RBI to loosen its monetary policy and ease interest rates to a degree. On a qualitative note, procedural delays and inertia in decision making have affected progress of projects in the infrastructure and real estate sectors. Clearly, we are operating in diffi cult times. However, being in business for over four decades in India, I have seen much worse times. I remain confi dent of the potential of India. For real estate, there is an intrinsic need for more and better housing in India. While grappling with all other issues, the sector has immense scope for growth by meeting this We at Unitech have been demand. With this faith, we at Unitech have been continuously recalibrating our strategy to meet the different challenges that continuously recalibrating come before us periodically. our strategy to meet the Moving from the macro to the micro and discussing the different challenges that developments at Unitech during the year brings in much greater positivity in my tone and tenor. In last year’s Annual come before us periodically Report, I had shared with you the stress that we were laying on improving our execution capabilities. While, on the surface this looks a simple goal, in reality it is one of the toughest to implement effectively. In a focused manner, we have effectively strengthened the building blocks of delivery and execution through FY2013. There are several detailed day-to-day operational elements that go into better execution of projects. Without going into these details, I will highlight some of the broader steps taken by your Company in FY2013 to enhance its delivery capability. ANNUAL REPORT 2012-13 First, we have restructured and strengthened our project management division. Second, the Company has invested in increasing the strength and capabilities of its Construction division. This division, in a short period, has scaled up signifi cantly and is currently handling over 20% of Unitech’s construction activity. We expect this to increase further during the current year. Apart from adding to the capacity, this division will also follow ‘best practices’ which could be adopted by other contractors with a view to deliver a quality product in a cost effective manner. Third, given the large number of projects under execution, it is imperative to focus on strengthening the contractor base. In this endeavour, the Company has started empanelling larger contractors who have better experience and larger resources to effectively execute the projects. Unitech Power Transmission Our internal efforts at enhancing execution were also supported by the change in policy of the banks and fi nancial Limited, the subsidiary institutions. There was an opening up of lending to individual engaged in transmission real estate projects that had relatively better risk return profi les. This helped us fund our execution efforts better. towers business recorded over 33% growth in revenues More recently, in its Monetary policy statement in May 2013, the RBI has acknowledged that loans given to developers for development of residential real estate projects carry relatively lower risk. Accordingly, RBI decided to relax the lending norms for housing projects by lowering the standard asset provisioning requirement and risk weight for loans given to those projects. This should further improve funding availability from commercial banks and bring down the interest rates.