MAITHON POWER LIMITED (a Joint Venture of Tata Power & DVC)
15th Annual Report 2014-15
MAITHON POWER LIMITED (A Joint Venture of Tata Power & DVC)
Registered Office Corporate Center, 34 Sant Tukaram Road, Carnac Bunder, Mumbai - 400 009, Maharashtra, India. Tel: 022-67171232. Maithon Power Limited
PLFPlant Availability
83% 87% 86% 73% 69% 65% 59% 46%
FY12 FY13 FY14 FY15 FY12 FY13 FY14 FY15
Cash Profit ( ` Cr ) Revenue ( ` Cr )
494
327 2338 2318
1668 114
375 -93 FY12 FY13 FY14 FY15 FY12 FY13 FY14 FY15
PAT ( ` Cr )EBITDA ( ` Cr )
211
841 103 755
476 FY12 FY13 FY14 FY15 -86 24 -174 FY12 FY13 FY14 FY15 15th Annual Report 2014-2015
CORPORATE INFORMATION (As on 8th August 2015)
Board of Directors Mr. Anil Sardana, Chairman Mr. Ashok K. Basu, IAS (Retd.) Mr. Ashok S. Sethi Mr. Ramesh N. Subramanyam Mr. Chandan Roy Mr. Narendra Nath Misra Ms. Neera Saggi NOTICE Mr. Amitava Nayak Mr. Sanjeev Kumar Seth Mr. Brahmadeo Sahu
Executives Mr. K. Chandrashekhar, Chief Executive O cer Mr Pradip Roy, Chief Financial O cer & Company Secretary
Statutory Auditors M/s. Deloitte Haskins & Sells
Internal Auditors M/s. KPMG
Cost Auditors M/s. Sanjay Gupta & Associates
Bankers Allahabad Bank Central Bank of India BOARD'S REPORT BOARD'S Corporation Bank Dena Bank HDFC Bank Limited L&T Infrastructure Finance Co. Limited Punjab National Bank State Bank of Bikaner & Jaipur State Bank of India State Bank of Mysore Tamilnad Mercantile Bank Limited The Jammu & Kashmir Bank Limited Union Bank of India
Registered O ce & Corporate O ce Corporate Center, 34 Sant Tukaram Road, Carnac Bunder, Mumbai - 400009, Maharashtra, India Tel. 022 6717 1000 (Ext. – 1232) FINANCIALS
Site O ce MA-5, Gogna Colony, PO Maithon Dam 828207, Dist. Dhanbad, Jharkhand
Corporate Identity Number (CIN) U74899MH2000PLC267297
Notice | 1 Maithon Power Limited
CONTENTS
Notice ...... 03
Explanatory Statement...... 06
Board’s Report ...... 10
Auditor’s Report ...... 38
Balance Sheet ...... 42
Statement of Pro t and Loss ...... 43
Cash Flow Statement ...... 44
Notes Forming Part of the Financial Statements ...... 45
Attendance/Proxy Form ...... 65
ANNUAL GENERAL MEETING
Date : Friday, 4th September 2015
Time : 11.00 a.m.
Venue : Corporate Center, 34 Sant Tukaram Road, Carnac Bunder, Mumbai - 400009, Maharashtra, India
2 | Notice 15th Annual Report 2014-2015
NOTICE The FIFTEENTH ANNUAL GENERAL MEETING of MAITHON POWER LIMITED will be held on Friday, the 4th day of September 2015 at 11.00 a.m. at Corporate Center, 34 Sant Tukaram Road, Carnac Bunder, Mumbai 400 009, to transact the following business:- 1. To receive, consider and adopt the Audited Financial Statements for the year ended 31st March 2015 together with the Reports of the Board of Directors and the Auditors thereon. 2. To consider and, if thought t, to pass with or without modi cation, the following resolution as an Ordinary Resolution:- “RESOLVED that Mr. Chandan Roy (DIN: 00015157), who retires as Director pursuant to the provisions of Section 152 of the Companies Act, 2013, be and is hereby re-appointed as a Director of the Company.” 3. To consider and, if thought t, to pass with or without modi cation, the following resolution as an Ordinary Resolution:-
“RESOLVED that Mr. Ramesh N. Subramanyam (DIN: 02421481), who retires as Director pursuant to the provisions of Section 152 of NOTICE the Companies Act, 2013, be and is hereby re-appointed as a Director of the Company.” 4. Re-appointment of Statutory Auditors To consider and, if thought t, to pass with or without modi cation, the following resolution as an Ordinary Resolution: “RESOLVED that pursuant to the provisions of Section 139 and other applicable provisions, if any, of the Companies Act, 2013 and the Rules made thereunder, as amended from time to time, Deloitte Haskins & Sells, Chartered Accountants (ICAI Firm Registration No. 015125N), the retiring Auditors of the Company, be and is hereby re-appointed as Auditors of the Company to hold o ce from the conclusion of this Annual General Meeting (AGM) until the conclusion of the next AGM of the Company to examine and audit the accounts of the Company for the nancial year 2015-16, on such remuneration as may be mutually agreed upon between the Board of Directors of the Company and the Auditors plus reimbursement of service tax and out-of-pocket expenses.” 5. Appointment of Mr. Sanjeev Kumar Seth as Director To consider and, if thought t, to pass with or without modi cation, the following resolution as an Ordinary Resolution: “RESOLVED that Mr. Sanjeev Kumar Seth (DIN: 06999571), who was appointed as an Additional Director of the Company with e ect from 18th October 2014 by the Board of Directors and who holds o ce up to the date of this Annual General Meeting under Section 161(1) of the Companies Act, 2013 (the Act) but who is eligible for appointment and in respect of whom the Company has received a notice in writing under Section 160(1) of the Act from a Member proposing his candidature for the o ce of Director, be and is hereby appointed a Director of the Company.” 6. Appointment of Mr. Narendra Nath Misra as Director REPORT BOARD'S To consider and, if thought t, to pass with or without modi cation, the following Resolution as an Ordinary Resolution: “RESOLVED that Mr. Narendra Nath Misra (DIN: 00575501), who was appointed as an Additional (Independent) Director of the Company with e ect from 23rd March 2015 by the Board of Directors pursuant to Section 161 read with Section 149 of the Companies Act, 2013 (the Act) and Rules made thereunder and who holds o ce up to the date of this Annual General Meeting of the Company, but who is eligible for appointment and in respect of whom the Company has received a notice in writing under Section 160(1) of the Act, be and is hereby appointed as Director of the Company. RESOLVED FURTHER that pursuant to the provisions of Sections 149, 152 and other applicable provisions, if any, of the Act and the Rules made thereunder, as amended from time to time, read with Scheduled IV to the Act, Mr. Narendra Nath Misra (DIN: 00575501), a Non-Executive Director of the Company, who has submitted a declaration that he meets the criteria for independence as provided in Section 149(6) of the Act and who is eligible for appointment, be and is hereby appointed as an Independent Director of the Company with e ect from 23rd March 2015 upto 22nd March 2018.” 7. Appointment of Mr. Ashok K. Basu as Director To consider and, if thought t, to pass with or without modi cation, the following Resolution as an Ordinary Resolution:
“RESOLVED that Mr. Ashok K. Basu (DIN: 01411191), who was appointed as an Additional (Independent) Director of the Company with FINANCIALS e ect from 23rd March 2015 by the Board of Directors pursuant to Section 161 read with Section 149 of the Companies Act, 2013 (the Act) and Rules made thereunder and who holds o ce up to the date of this Annual General Meeting of the Company, but who is eligible for appointment and in respect of whom the Company has received a notice in writing under Section 160(1) of the Act, be and is hereby appointed as Director of the Company.
Notice | 3 Maithon Power Limited
RESOLVED FURTHER that pursuant to the provisions of Sections 149, 152 and other applicable provisions, if any, of the Act and the Rules made thereunder, as amended from time to time, read with Scheduled IV to the Act, Mr. Ashok K. Basu (DIN: 01411191), a Non- Executive Director of the Company, who has submitted a declaration that he meets the criteria for independence as provided in Section 149(6) of the Act and who is eligible for appointment, be and is hereby appointed as an Independent Director of the Company with e ect from 23rd March 2015 upto 23rd March 2017.” 8. Appointment of Ms. Neera Saggi as Director To consider and, if thought t, to pass with or without modi cation, the following Resolution as an Ordinary Resolution: “RESOLVED that Ms. Neera Saggi (DIN: 00501029), who was appointed as an Additional (Independent) Director of the Company with e ect from 23rd March 2015 by the Board of Directors pursuant to Section 161 read with Section 149 of the Companies Act, 2013 (the Act) and Rules made thereunder and who holds o ce up to the date of this Annual General Meeting of the Company, but who is eligible for appointment and in respect of whom the Company has received a notice in writing under Section 160(1) of the Act, be and is hereby appointed as Director of the Company. RESOLVED FURTHER that pursuant to the provisions of Sections 149, 152 and other applicable provisions, if any, of the Act and the Rules made thereunder, as amended from time to time, read with Scheduled IV to the Act, Ms. Neera Saggi (DIN: 00501029), a Non- Executive Director of the Company, who has submitted a declaration that she meets the criteria for independence as provided in Section 149(6) of the Act and who is eligible for appointment, be and is hereby appointed as an Independent Director of the Company with e ect from 23rd March 2015 upto 22nd March 2018.” 9. Appointment of Mr. Brahmadeo Sahu as Director To consider and, if thought t, to pass with or without modi cation, the following resolution as an Ordinary Resolution: “RESOLVED that Mr. Brahmadeo Sahu (DIN: 07202055), who was appointed as an Additional Director of the Company with e ect from 4th June 2015 by the Board of Directors and who holds o ce up to the date of this Annual General Meeting under Section 161(1) of the Companies Act, 2013 (the Act) but who is eligible for appointment and in respect of whom the Company has received a notice in writing under Section 160(1) of the Act from a Member proposing his candidature for the o ce of Director, be and is hereby appointed a Director of the Company.” 10. Rati cation of Cost Auditors’ Remuneration To consider and, if thought t, to pass with or without modi cation, the following resolution as an Ordinary Resolution: “RESOLVED that pursuant to Section 148 and other applicable provisions, if any, of the Companies Act, 2013 and the Rules made thereunder, as amended from time to time, the Company hereby rati es the remuneration of ` 1,80,000/- plus service tax and actual out-of-pocket expenses payable to M/s. Sanjay Gupta and Associates, who are appointed as Cost Auditors to conduct the audit of cost records maintained by the Company for the Financial Year 2015-16.” 11. Private placement of Non-Convertible Debentures To consider and, if thought t, to pass with or without modi cation, the following resolution as a Special Resolution: “RESOLVED that pursuant to the provisions of Sections 42, 71 and other applicable provisions, if any, of the Companies Act, 2013 (including any statutory modi cation or re-enactment thereof for the time being in force) and the Rules made thereunder, as amended from time to time, the consent of the Company be and is hereby accorded to the Board of Directors (hereinafter referred to as the “Board”, which term shall be deemed to include any Committee of the Board constituted to exercise its powers, including the powers conferred by this Resolution) for making o er(s) or invitation(s) to subscribe to Non-Convertible Debentures on private placement basis, in one or more tranches such that the total amount does not exceed ` 1,000 crore during a period of one year from the date of passing of this Resolution and that the said borrowing is within the overall borrowing limits of the Company. RESOLVED FURTHER that the Board be and is hereby authorised to take all such steps as may be necessary, proper and expedient to give e ect to this Resolution.” 12. Borrowing limits of the Company To consider and, if thought t, to pass with or without modi cation, the following resolution as a Special Resolution: “RESOLVED that in supersession of Resolution passed at the Annual General Meeting of the Company held on 24th September 2014 and pursuant to Section 180(1)(c) and other applicable provisions, if any, of the Companies Act, 2013 and the Rules made thereunder, as amended from time to time, consent of the Company be and is hereby accorded to the Board of Directors of the Company (hereinafter referred to as the “Board”, which term shall be deemed to include any Committee of the Board constituted to exercise its 4 | Notice 15th Annual Report 2014-2015
powers, including the powers conferred by this Resolution) for borrowing from time to time any sum or sums of money, together with the money already borrowed by the Company (apart from temporary loans obtained or to be obtained from the Company’s Bankers in the ordinary course of business) upto ` 5,800 crore (Rupees ve thousand eight hundred crore) if the aggregate for the time being of the paid-up capital of the Company and its free reserves is less than ` 5,800 crore. RESOLVED FURTHER that the Board be and is hereby authorised to take all such steps as may be necessary, proper and expedient to give e ect to this Resolution.” 13. Creation of Charges To consider and, if thought t, to pass with or without modi cation, the following resolution as a Special Resolution:
“RESOLVED that in supersession of Resolution passed at the Annual General Meeting of the Company held on 24th September 2014 NOTICE and pursuant to Section 180(1)(a) and other applicable provisions, if any, of the Companies Act, 2013 and the Rules made thereunder, as amended from time to time, consent of the Company be and is hereby accorded to the Board of Directors of the Company (hereinafter referred to as the “Board”, which term shall be deemed to include any Committee of the Board constituted to exercise its powers, including the powers conferred by this Resolution) to create such charges, mortgages and hypothecations in addition to the existing charges, mortgages and hypothecations created by the Company, on such movable and immovable properties, both present and future, and in such manner as the Board may deem t, together with the power to take over the management and concern of the Company in certain events, to or in favour of all or any of the nancial institutions/banks/ insurance companies/other investing agencies/trustees for holders of debentures/bonds/other instruments which may be issued to and subscribed by all or any of the nancial institutions/banks/insurance companies/other investing agencies or any other person(s)/bodies corporate by way of private placement or otherwise to secure Rupee/foreign currency loans, debentures, bonds or other instruments (hereinafter collectively referred to as “Loans”) provided that the total amount of Loans together with interest thereon at the respective agreed rates, additional interest, compound interest, liquidated damages, commitment charges, premia on pre-payment or on redemption, costs, charges, expenses and all other moneys payable by the Company to the aforesaid parties or any of them under the Agreements/ Arrangements entered into/to be entered into by the Company in respect of the said Loans, shall not at any time exceed the limit of ` 5,800 crore (Rupees ve thousand eight hundred crore). RESOLVED FURTHER that the Board be and is hereby authorised to take all such steps as may be necessary, proper and expedient to give e ect to this Resolution.” NOTES:
(a) The relative Explanatory Statement pursuant to Section 102 of the Companies Act, 2013, in regard to the business as set out in Item REPORT BOARD'S Nos. 4 to 13 above and the relevant details of the Directors seeking re-appointment/appointment under Item Nos. 2, 3, 5 to 9 above, are annexed hereto. (b) A MEMBER ENTITLED TO ATTEND AND VOTE IS ENTITLED TO APPOINT A PROXY TO ATTEND AND VOTE INSTEAD OF HIMSELF AND THE PROXY NEED NOT BE A MEMBER. (c) The instrument appointing a proxy should, however, be deposited at the Registered O ce of the Company not less than 48 hours before the commencement of the Meeting. (d) Corporate Members intending to send their authorised representatives to attend the Annual General Meeting (AGM) are requested to send a certi ed copy of the Board Resolution authorising their representative to attend and vote in their behalf at the Meeting.
By Order of the Board of Directors
Pradip Roy Company Secretary
Mumbai, 8th August 2015 FINANCIALS Registered O ce: Corporate Center, 34 Sant Tukaram Road, Carnac Bunder, Mumbai 400 009
Notice | 5 Maithon Power Limited
EXPLANATORY STATEMENT As required by Section 102 of the Companies Act, 2013 (the Act), the following Explanatory Statement sets out all material facts relating to the business mentioned under Item Nos.4 to 13 of the accompanying Notice dated 10th August 2015: Item No.4: This Explanatory Statement is provided though strictly not required as per Section 102 of the Act. Deloitte Haskins & Sells (DHS) have been the Auditors of the Company since FY 2008-09 and have completed a term of seven years. As per the provisions of Section 139 of the Act, no listed Company or a Company having such paid up capital as may be prescribed can re-appoint an audit rm as its auditor for more than two terms of ve consecutive years. Section 139 of the Act has also provided a period of three years from the date of commencement of the Act to comply with this requirement. In view of the above, DHS being eligible for re-appointment and based on the recommendation of the Audit Committee of Directors, the Board of Directors has, at its meeting held on 11th May 2015, proposed the appointment of DHS as Statutory Auditors of the Company from the conclusion of this Annual General Meeting (AGM) till the conclusion of the next AGM of the Company. The Board commends the Resolution at Item No.4 of the accompanying Notice for acceptance by the Members of the Company. None of the Directors and Key Managerial Personnel of the Company or their respective relatives are concerned or interested in the Resolution at Item No.4 of the accompanying Notice. Item No.5: Based on the nomination received from Damodar Valley Corporation (DVC), Mr. Sanjeev Kumar Seth, was appointed as an Additional Director of the Company with e ect from 18th October 2014 pursuant to Section 161(1) of the Act and Article 88 of the Articles of Association of the Company, by the Board of Directors vide Resolution dated 18th October 2014. In terms of Section 161(1) of the Act, Mr. Sanjeev Kumar Seth holds o ce only up to the date of forthcoming Annual General Meeting but is eligible for appointment as a Director. Mr. Seth has a Post Graduate Diploma in Business Management from IMT Ghaziabad. He joined DVC in 1985 and has held various senior positions during his tenure of 30 years. Mr. Seth is currently the General Manager (Finance) in DVC. A notice under Section 160(1) of the Act has been received from a Member signifying his intention to propose appointment of Mr. Seth as a Director. The Board considers it desirable that the Company should receive the bene t of his valuable experience and advice and commends his appointment. Other than Mr. Seth, none of the Directors and Key Managerial Personnel of the Company or their respective relatives is concerned or interested in the Resolutions at Item No.5 of the accompanying Notice. Item Nos.6 to 8: In terms of Section 149 of the Act read along with the Companies (Appointment and Quali cations of Directors) Rules, 2014 and subject to the approval of the members, the Board had vide resolution dated 23rd March 2015 appointed Mr. Narendra Nath Misra, Mr. Ashok K. Basu and Ms. Neera Saggi as Additional (Independent) Directors of the Company. The matter regarding appointment of the above Directors as Independent Directors was placed before the Nomination and Remuneration Committee and the Board, which recommended their appointment as Independent Directors, as under:
Name of Independent Director Appointed upto Mr. Narendra Nath Misra 22nd March 2018 Mr. Ashok K. Basu 23rd March 2017 * Ms. Neera Saggi 22nd March 2018 * The date on which he attains retirement age as per the retirement age policy for the Directors as adopted by the Company. The above named Directors have given declarations to the Board that they meet the criteria of independence as provided under Section 149(6) of the Act. A brief pro le of the Directors to be appointed is given below: Mr. Narendra Nath Misra is a B.E. (Electrical) from NIT Rourkela. He is a former Director (Operations), NTPC Limited having 37 years’ experience with NTPC. As Director (Operations) of NTPC, he was responsible for sustained and e cient performance of its power stations, fuel sourcing and management of fuel for a eet of 114 nos. of coal and 41 nos. of gas based units spread across the length and breadth of the country. He has in depth experience in all facets of the power sector like design, engineering, contracts and procurement, human resources and operation services. He has represented India in CIGRE (International Conference on Large High Voltage Electrical System) and has contributed in many Study Committees and Working Groups of CIGRE. 6 | Notice 15th Annual Report 2014-2015
Mr. Ashok K. Basu is First Class First with Honours in Economics and Political Science in the BA (Honours) Examination, University of Calcutta in 1962. He joined the Indian Administrative Service in 1965. Mr. Basu was a former Secretary to the Government of India, Ministry of Steel, Secretary - Power and Chairman of the CERC. He was also Member (Industry and Infrastructure) of the West Bengal State Planning Commission. He was elected as Chairman, South Asia Forum of Infrastructure Regulators during 2005-2006. Mr. Basu is also a Director on the Boards of other companies like The Tata Power Company Limited, Tata Power Delhi Distribution Limited, Tata Metaliks Di Pipes Limited, Tata Metaliks Limited and other companies. Ms. Neera Saggi is BA (Honours) and holds a Masters in English Literature. She also holds a MBA degree from International Centre of Public Enterprise, Ljubljana, Slovenia. She joined the Indian Administrative Service in 1980. She has about 34 years of experience and has worked for both the government and private sector in leadership and entrepreneur positions. Besides other assignments, she was District Magistrate, Hooghly in West Bengal, Dy. Chairperson of the Jawaharlal Nehru Port Trust (JNPT), CMD of Hindustan Diamond Corporation and Development Commissioner of Special Economic Zones (SEZ) and Export Oriented Units (EOUs). Ms. Saggi was the Chief Executive NOTICE of L&T Seawoods Private Limited (LTSPL), a billion USD project, the largest Transit Oriented Development (TOD) in India. She was elected as the rst Lady President of the Bombay Chamber of Commerce and Industry (BCCI) for the year 2013-14. She was invited to deliver the keynote address at International Women Leader Summit at Karachi, Pakistan in February 2014. She was invited by the U.S. Consulate, as one of the 10 leading Indian Women business executives to meet the U.S. Secretary of Commerce, John Bryson. In the opinion of the Board, the above Directors ful ll the conditions speci ed in the Act and the Rules made thereunder for appointment as Independent Directors and they are independent of the Management. In compliance with the provisions of Section 149 read with Schedule IV to the Act, the appointment of the above Directors as Independent Directors is now being placed before the Members for their approval. The terms and conditions of their respective appointments shall be open for inspection by the Members at the Registered O ce during normal business hours on any working day of the Company. These Directors are interested or concerned in the Resolutions in the accompanying Notice relating to their own appointment. None of the other Directors and Key Managerial Personnel of the Company or their respective relatives are concerned or interested in the Resolutions at Item Nos.6 to 8 of the accompanying Notice. Item No.9: Based on the nomination received from Damodar Valley Corporation (DVC), Mr. Brahmadeo Sahu, was appointed as an Additional Director of the Company with e ect from 4th June 2015 pursuant to Section 161(1) of the Act and Article 88 of the Articles of Association of the Company, by the Board of Directors vide Resolution dated 4th June 2015.
In terms of Section 161(1) of the Act, Mr. Sahu holds o ce only up to the date of forthcoming Annual General Meeting but is eligible REPORT BOARD'S for appointment as a Director. Mr. Sahu is a B.Sc (Mechanical Engineering) from the Institute of Technology (MIT), Muza arpur. He joined DVC in 1984 and has held various senior positions during his tenure of 31 years. Mr. Sahu is currently the Chief Engineer-II (Coal Coordination) and Head of Maithon Project in DVC. A notice under Section 160(1) of the Act has been received from a Member signifying his intention to propose appointment of Mr. Brahmadeo Sahu as a Director. The Board considers it desirable that the Company should receive the bene t of his valuable experience and advice and commends his appointment. Other than Mr. Brahmadeo Sahu, none of the Directors and Key Managerial Personnel of the Company or their respective relatives is concerned or interested in the Resolutions at Item No.9 of the accompanying Notice. Item No.10: Pursuant to Section 148 of the Act, the Company is required to have the audit of its cost records conducted by a cost accountant in practice. On the recommendation of the Audit Committee of Directors, the Board of Directors has approved the appointment of M/s. Sanjay Gupta & Associates (SGA) as the Cost Auditors of the Company to conduct audit of cost records maintained by the Company for the Financial Year 2015-16, at a remuneration of ` 1,80,000/- plus service tax and actual out-of-pocket expenses.
SGA have furnished a certi cate regarding their eligibility for appointment as Cost Auditors of the Company. They have vast experience FINANCIALS in the eld of cost audit and have conducted the audit of the cost records of the Company for the previous year. The Board commends the Resolution at Item No.10 of the accompanying Notice for rati cation by the Members of the Company. None of the Directors and Key Managerial Personnel of the Company or their respective relatives are concerned or interested in the Resolution at Item No.10 of the accompanying Notice.
Notice | 7 Maithon Power Limited
Item No.11: As per Section 42 of the Act read with the Rules framed thereunder, a company o ering or making an invitation to subscribe to Non-Convertible Debentures (NCDs) on a private placement basis, is required to obtain the prior approval of the Members by way of a Special Resolution. Such an approval can be obtained once a year for all the o ers and invitations made for such NCDs during the year. In FY 2014, the Company had re nanced its project loan with loan bearing lower rate of interest, thereby reducing the nance cost. The Company is further exploring options to replace its existing loans with xed interest bearing loans at cheaper annualized rate of interest. One such option is by raising funds by way of debentures of upto ` 1,000 crore. The approval of the Members is being sought by way of a Special Resolution under Sections 42 and 71 of the Act read with the Rules made thereunder, to enable the Company to o er or invite subscriptions of NCDs on a private placement basis, in one or more tranches, during the period of one year from the date of passing of the Resolution at Item No.11, within the overall borrowing limits of the Company, as approved by the Members from time to time. The Board commends the Resolution at Item No.11 of the accompanying Notice for the approval by Members of the Company. None of the Directors and Key Managerial Personnel of the Company or their respective relatives are concerned or interested in the Resolution at Item No.11 of the accompanying Notice. Item Nos.12 and 13: Under the provisions of Section 180(1)(c) of the Act, the Board of Directors of a Company could, with the consent of the Members obtained by a Special Resolution, borrow money, apart from temporary loans obtained from the Company’s bankers in the ordinary course of business, in excess of the aggregate of the paid-up share capital and free reserves of the Company. Also, under Section 180(1)(a) of the Act, the Board of Directors of a Company could, with the consent of the Members obtained by a Special Resolution, create charge/mortgage/hypothecation on the Company’s assets, both present and future, in favour of the lenders/ trustees for the holders of debentures/bonds, to secure the repayment of moneys borrowed by the Company (including temporary loans obtained from the Company’s Bankers in the ordinary course of business). At the 14th Annual General Meeting (AGM) of the Company held on 24th September, 2014, the Members had accorded consent to the Board of Directors for borrowing any sum or sums of money not exceeding at any time the sum of ` 4,800 crore. At the same AGM, the Members had accorded consent to the Board of Directors for creation of mortgages, charges and hypothecation to secure borrowings upto ` 4,800 crore. Taking into consideration the requirements of additional nancial resources to meet the Company’s future growth plans and the options explored by the Company for raising funds by way of issue of Non-Convertible Debentures upto ` 1,000 crore to replace its existing loans with xed interest bearing loans at cheaper annualized rate of interest, the borrowing limits previously sanctioned by the Members are proposed to be increased to ` 5,800 crore. The proposed borrowings of the Company may, if necessary, be secured by way of mortgages, charges and hypothecations on the Company’s movable/immovable properties, present and future, in favour of the nancial institutions/banks/insurance companies/other investing agencies/trustees for the holders of debentures/bonds/other instruments. As the documents to be executed by, with, or in favour of, the lender/parties may contain the power to take over the management and concern of the Company in certain events, it is necessary for the Members to pass a resolution for creation of mortgages, charges and hypothecation to secure such borrowings, it is proposed to seek Members’ consent for creation of charges upto ` 5,800 crore. The Board commends the Resolutions at Item Nos.12 and 13 of the accompanying Notice for approval by the Members of the Company by a Special Resolution. None of the Directors and Key Managerial Personnel of the Company or their respective relatives are concerned or interested in the Resolutions at Item Nos.12 and 13. By Order of the Board of Directors
Pradip Roy Company Secretary Mumbai, 8th August 2015 Registered O ce: Corporate Center, 34 Sant Tukaram Road, Carnac Bunder, Mumbai 400 009 8 | Notice 15th Annual Report 2014-2015
Details of Directors, seeking appointment/re-appointment at the forthcoming Annual General Meeting
Name of the Mr. Chandan Roy Mr. Ramesh N. Mr. Sanjeev Kumar Mr. Narendra Nath Mr. Ashok K. Basu Ms. Neera Saggi Mr. Brahmadeo Director Subramanyam Seth Misra Sahu Date of Birth 16th July 1950 27th June 1969 19th September 1958 29th October 1954 24th March 1942 13th May 1956 20th February 1958 Date of Appointment 6th February 2012 22nd January 2009 18th October 2014 23rd March 2015 23rd March 2015 23rd March 2015 4th June 2015 Quali cations BE (Mechanical) B.Com, AICPA, ACS Post Graduate BE (Electrical) BA (Hons.), BA (Hons.), IAS, B.Sc (Mechanical and AICWA Diploma in Business IAS Masters in English Engineering) Management Literature, MBA Number of meetings 4 4 3 Nil 5 1 NA of the Board attended during the year NOTICE Relationship with Nil Nil Nil Nil Nil Nil Nil other Directors and Key Managerial Personnel of the Company Directorships held • L&T Power • Tata Power Nil • Coastal Gujarat • The Tata Power • Swaraj Nil in other companies Development Trading Company Power Limited Company Limited Automotives (excluding foreign Limited Limited • Jaypee Powergrid • Tata Metaliks Limited companies) • Alstom T&D India • Tata Power Delhi Limited Limited • Swaraj Engines Limited Distribution • Gujarat State • The Tinplate Limited • Coastal Gujarat Limited Electricity Company of India • Tata Projects Power Limited • Tata Power Solar Corporation Limited Limited • IL&FS Tamil Nadu Systems Limited Limited • JSW Bengal Steel • TRF Limited Power Company • Tata Power Limited • RPG Life Sciences Limited Renewable • Visa Power Limited Limited • Jindal Power Energy Limited • Tata Metaliks Di • Tata Consulting Limited • Coastal Gujarat Pipes Limited Engineers Limited • Rising Sun Rays Power Limited • Tata Power Delhi • CARE India Experts Private • Industrial Power Distribution Solutions for Limited Utility Limited Limited Sustainable • Jindal Steel and • Industrial Energy Development Power Limited Limited • IL&FS Financial • PLF Energy Maxima Services Limited Private Limited • Mahindra Heavy • Nabha Power Engines Private
Limited Limited REPORT BOARD'S • Feedback Power • Tata Realty and Operations & Infrastructure Maintenance Limited Services (P) Limited • Sicom Limited Committee Audit Committee Audit Committee Nil Audit Committee Audit Committee Audit Committee Nil positions held in Chairman Member Member Member Member other companies * Alstom T&D India • Tata Power • Coastal Gujarat • Tata Metaliks • Swaraj Limited Trading Company Power Limited Limited Automotives • Jaypee Powergrid Member Limited • The Tinplate Limited Limited • Nabha Power • Industrial Energy Company of India • Swaraj Engines Limited Limited Limited Limited • L&T Power • Tata Power • JSW Bengal Steel • SICOM Limited Development Renewable Limited • TRF Limited Limited Energy Limited • Visa Power Limited • Tata Projects • Tata Metaliks Di Limited Stakeholders’ Pipes Limited • Tata Consulting Relationship • Industrial Energy Engineers Limited Committee Limited • Tata Realty and Chairman Stakeholders’ Infrastructure Alstom T&D India Limited Limited Relationship Committee
Chairman FINANCIALS • Tata Metaliks Limited • The Tinplate Company of India Limited Number of Shares Nil Nil Nil Nil Nil Nil Nil held * Represents Chairmanships/Memberships of Audit Committee and Stakeholders Relationship Committee of Indian companies Notice | 9 Maithon Power Limited
BOARD'S REPORT To The Members, The Directors are pleased to present the Fifteenth Annual Report on the business and operations of your Company and the Statements of Account for the year ended 31st March 2015. Financial year 2014-15 has been a year of achievement for your Company. Major highlights for the year are: • Final tari order issued by Central Electricity Regulatory Commission (CERC) for control period 2009-14 and invoices raised on long term bene ciaries. • Achieved pro t after tax (PAT) ` 210.51 crore as against ` 102.97 crore in FY14. • Credit rating has been upgraded from CRISIL A+/Stable to CRISIL A+ (positive outlook). 1. FINANCIAL RESULTS (` crore) FY15 FY14 (a) Net Sales/Income from Other Operations ...... 2,317.70 2,338.20 (b) Operating Expenditure...... 1,478.12 1,623.84 (c) Operating Pro t ...... 839.58 714.36 (d) Add: Other Income ...... 1.05 40.80 (e) Less: Finance Cost...... 346.18 428.37 (f) Pro t before Depreciation and Tax ...... 494.45 326.79 (g) Less: Depreciation/Amortisation ...... 230.65 223.82 (h) Pro t before Tax ...... 263.80 102.97 (i) Tax Expenses ...... 53.29 - (j) Net Pro t/(Loss) after Tax ...... 210.51 102.97 (k) Add: Pro t/(Loss) brought forward from the previous year ...... (165.55) (268.52) (l) Pro t/(Loss) to be carried forward ...... 44.96 (165.55) 2. DIVIDEND Your Company has made pro t of ` 210.51 crore for the year ended 31st March 2015 and has accumulated pro t of ` 44.96 crore. In view of lower reserve and surplus available for distribution and in order to retain the earnings, to meet future growth and expansion plans of your Company, the Board of Directors has not recommended any dividend for the year ended 31st March 2015. 3. INDUSTRY OUTLOOK The Indian power sector is witnessing signi cant changes that is rede ning the industry outlook. The demand for power in India is driven by sustained economic growth and investment. The Government of India’s (GOI) focus to attain ‘Power For All’ has accelerated capacity addition in the country. As per the Ministry of Power (MoP), the total annual power generation in the country crossed one trillion units for the rst time at 1,048.40 billion units, 8.4% more than the previous year. MoP has set the target of adding 1,18,537 MW capacity for the 12th Plan period ending 2016-17. The Government also plans to construct 1,07,440 circuit kilometres (ckm) of transmission lines and set up 2,82,740 MVA transformation capacity during the 12th Plan period. While long-term demand outlook of electricity in India looks positive, the country continues to witness subdued growth in demand due to load shedding and inability of the state owned distribution companies to buy power due to poor nancial health. 4. STATE OF COMPANY’S AFFAIRS • Financial During the year, your Company’s net sales and operating pro t were ` 2,317.70 crore and ` 839.58 crore as against ` 2,338.20 crore and ` 714.36 crore, respectively for the previous year. The Company has achieved pro t after tax (PAT) of ` 210.51 crore as against pro t of ` 102.97 crore in the previous year. The growth in pro t is mainly due to favourable e ect of arrears revenue, re-computed pursuant to the nal tari order received from the CERC for tari control period 2009-14 and improvement in capitalisation. No material changes and commitments have occurred after the close of the year till the date of this Report, which a ect the nancial position of the Company. 10 | Board's Report 15th Annual Report 2014-2015
• Business Environment i) Fuel Your Company has stabilized operations of both the 525 MW units (1,050 MW total installed capacity). Your Company has executed Fuel Supply Agreement (FSA) totaling 4.63 MTPA with Bharat Coking Coal Limited (1.659 MTPA), Central Coal elds Limited (1.975 MTPA) and Tata Steel Limited (1 MTPA). With the above arrangements, it has secured the entire requirement of fuel for the station. In FY14, the Company had to maximize its coal procurement from Bharat Coking Coal Limited (BCCL) pending execution of revised FSA with CCL. In December 2013, your Company executed revised FSA with CCL to include wide range of coal grades through road transportation mode. This has helped the Company in FY15 in improving overall coal procurement and reduced
sole dependency of coal procurement from BCCL, resulting in not only improved the quality of coal but also reduced input NOTICE energy cost. ii) Operations During the year, your Company has been able to achieve improvement in generation despite two unforeseen outages of Unit 1 on account of its Generator Transformer (GT) failure and continuous load forego by long term (LT) bene ciaries. It has taken all measures to run the plant at maximum possible load by way of reducing outage hours and maximising sale of untied capacity of 150 MW on short-term / IEX basis throughout the year. The generation details of both the Units for FY15 are given as under:
Particulars FY15 FY14 Generation (MUs) ...... 6,684 6,328 PLF (%) ...... 72.7 68.8 Plant availability (%) ...... 86.0 87.4 Aux Power (%) ...... 5.6 5.7 During the year, total power generation was 6,684 MUs as against 6,328 MUs in the previous year, registering an increase of 5.63%. The plant load factor (PLF) was 72.7% during the year as compared to 68.8% in the previous year. PLF could have been substantially better during the year, but for power o take which continued to be lower from the LT bene ciaries (inspite of higher availability). The total load forego during FY15 by LT bene ciaries stands at 1,020 MUs. During the year, your Company also had two break downs due to GT failure, which resulted in signi cant generation loss of 436.58 MUs. REPORT BOARD'S During the year, your Company has supplied 5,410 MUs to the LT bene ciaries and 872 MUs on merchant basis as against 5,007 MUs and 959 MUs, respectively in the previous year. iii) Commercial Power sale for 900 MW had been tied up with Damodar Valley Corporation (DVC), West Bengal State Electricity Distribution Company Limited (WBSEDCL) and Tata Power Delhi Distribution Limited (TPDDL) shared equally on long-term (LT) basis. The balance 150 MW has been tied up with KSEB Limited (KSEB) under LT Power Purchase Agreement (PPA). On 4th September 2014, the Jharkhand State Electricity Regulatory Commission (JSERC) issued its Multi Year Distribution Tari (MYT) Order for DVC command area in the State of Jharkhand. In the said Order, JSERC has disallowed DVC about 50% of the projected power purchase cost from the Company during the period FY 2014-15 and 2015-16 and also part of the power purchase cost for the period 2013-14 procured by DVC from the Company. DVC has led an appeal in Hon'ble Appellate Tribunal for Electricity (APTEL) challenging the disallowances in quantum and cost of power purchase. Your Company has led objections to the Appeal led in APTEL against the erroneous application of the Merit Order Dispatch principle as applied by JSERC in the impugned order. The matter is sub-judice. • Tari order FINANCIALS In November 2014, your Company received nal tari order from CERC for tari control period 2009-14. In the said order, CERC has allowed project cost, while disallowing interest during construction (IDC) for ` 99 crores for delay in commissioning of Unit 1 and 2 by 2.3 months and 3.3 months, respectively and working capital margin money of ` 78 crores. CERC also allowed recovery of ash disposal cost incurred by the Company from the commercial operation date (CoD) till 31st March 2014. The Company has also been allowed to raise energy bill at actual station heat rate within the range of 2,360 kcal/kWhr to 2,425 kcal/kWhr since CoD. Board's Report | 11 Maithon Power Limited
The Company has led an appeal before Hon’ble APTEL challenging the decision of CERC for disallowance of IDC and partial disallowance of secondary fuel used in post COD of Unit 2. The matter is sub-judice. • Projects i) Land for Main Plant The Project land of around 1,116 acres comprising of Private or Raiyati land (565 acres), Government land (GM land) (115 acres) and Forest land (436 acres) have been acquired by DVC. DVC has agreed to transfer the title in these lands in favour of your Company after obtaining necessary approval from the Government of Jharkhand (GoJ). Private land has been leased to your Company by DVC for 35 years which can be renewed thereafter. DVC has acquired the GM and Forest land from the GoJ along with the right to use for the project. Pending transfer of title to these lands (GM and Forest land) in favour of the Company, DVC has entered into license agreement with your Company on 18th January 2008, for use of these lands initially for a period of 5 years with the provisions of automatic renewal thereafter. The management of your Company has been following up with the GoJ and DVC for transfer of the GM land through a sub-lease agreement facilitating the creation of security in favour of its lenders. It will enter into sub-lease agreement with DVC subject to conditions as may be prescribed by the GoJ. ii) Land for Railway Infrastructure To ensure regular coal availability for sustainable operation of the Plant, your Company had started construction of Railway Infrastructure for over 17 km in stage I and 3 km in stage II. It planned to acquire total 130 acres of land comprising of Railway land (35 acres), Private or Raiyati land (64 acres) and GM land (28 acres). Your Company had received approval of 19.86 acres of Railway land from the Eastern Railway (ER) as required for the construction of Railway infrastructure in stage I. The same land had been licensed for ve years by the ER in favour of your Company with a provision of successive renewal. Your Company has made necessary application for the balance railway land to ER and the same is under process. In August 2012, your Company entered into Rehabilitation and Resettlement (R&R) agreement with the land losers for settlement of R&R package in respect of private land. However, due to disputes relating to e.g. payments made by the GoJ to the wrong claimants, multiple ownership issues of the same land, di erences in owner's name in land records, missing land documents and original land acquisition notices, etc., your Company is yet to complete physical possession of the private land in some villages. In case of GM land and Railway land, your Company has found a number of unauthorized encroachments and received compensation demand from them. Negotiation for settlement of disputes and demand of the above land losers and unauthorised encroachments with the help of R & R Committee constituted by the District Commissioner (DC) is in progress. In view of the above, construction of railway infrastructure work for stage I and stage II is delayed and estimated to be completed by FY18. iii) Reverse Osmosis plant and Underpass • The design, engineering, erection and commissioning of Reverse Osmosis (RO) plant is under advanced stage of completion and is expected to be commissioned in FY16. • Your Company has constructed an underpass across its main access road to provide transit corridor for the villagers thereby ensuring protection of its asset and smooth plant operations. iv) Mega Power Project Status Mega Power status to 1,050 MW Maithon Right Bank Thermal Power Project had not been granted by the MoP to your Company on the ground that the PPAs did not conform to the National Electricity Policy 2005 and Tari Policy 2006 of the Government of India (GoI). Pending receipt of the Mega Power status, your Company remains liable to pay excise and customs duty on the receipts of goods and materials, wherever applicable. It had claimed 'drawback' of the duty so paid under deemed export bene t chapter of Foreign Trade Policy (FTP) of the GoI. Initially, your Company received the bene t of excise duty drawback for ` 36 crore with respect to various project packages under non-mega power status as per the FTP. Further excise duty drawback claims to the tune of ` 19 crore were approved by DGFT, however no refund were received by the Company. Subsequently, DGFT issued a demand notice claiming back the said duty drawback with retrospective e ect pursuant to its decision taken at Policy Interpretation Committee (PIC) meeting held in March 2011.
12 | Board's Report 15th Annual Report 2014-2015
Based on legal advice, the Company led writ petitions before the Hon’ble Delhi High Court, inter alia, praying for quashing DGFT’s demand notice. Subsequently, the Company had led transfer applications before the Hon’ble Supreme Court for transfer of writ petitions led by it in the Hon’ble Delhi High Court to the Hon’ble Supreme Court as the appeal led by GoI, in a similar matter, is pending before the Hon’ble Supreme Court. The matter is sub-judice. Phase-II expansion of 2X660MW Supercritical Capacity As per the Memorandum of Understanding (MoU) entered into between DVC and Tata Power, it is envisaged that expansion plans of your Company for setting up of new projects between these companies could be explored. As a step in this direction, based on the in-principle approval of DVC, it decided for expansion of its Maithon Project by establishing another 1,320 MW capacity (2 X 660 MW) supercritical units (Phase-II).
Following is the status of Phase-II expansion of your Company: NOTICE • Environmental clearances: Public hearing was successfully conducted by the GoJ and detailed report forwarded to the Ministry of Environment and Forest (MoEF), New Delhi. • Water tie-up: Damodar Valley Reservoir Regulation Committee (DVRRC) has permitted to use 55 cusecs water which is su cient for Phase I and II. • Land: Existing land area of the plant is sufficient for both the phases. Your Company is in physical possession of the 1,116 acres of land required for Phase I and II. • Detailed Project Report (DPR): Draft DPR for Phase-II is in place. • Fuel Sourcing: An application has been filed with the Ministry of Coal (MoC) for 6.40 MTPA coal. The matter is under consideration of the MoC. • Power Purchase Agreements: Your Company has approached existing LT beneficiaries and many other distribution companies to purchase power from Phase II. • Power evacuation: Your Company has initiated discussion with Power Grid Corporation India Limited (PGCIL) for evacuation of power. • Chimney Clearance: Your Company has obtained aviation clearance from the Ministry of Defence for construction of 275 meters high RCC Chimney for the Project. BOARD'S REPORT BOARD'S 5. RESERVES The Company proposes to retain the entire amount of ` 44.96 crore in the Statement of Pro t and Loss without transferring any amount to the General Reserves. 6. DIRECTORS AND KEY MANAGERIAL PERSONNEL In terms of Section 149 of the Companies Act, 2013 (the Act) the Board, subject to the approval of the Members, appointed the following as Additional (Independent) Directors of the Company e ective 23rd March 2015: • Mr. Narendra Nath Misra • Mr. Ashok K. Basu • Ms. Neera Saggi In terms of Section 203 of the Act, the following were appointed as Key Managerial Personnel of your Company by the Board: • Mr. K. Chandrashekhar, Chief Executive Officer • Mr. Pradip Roy, Chief Financial Officer & Company Secretary
In view of DVC O ce Order dated 30th September 2014, Mr. Prabir Sen Roy and Mr. Subhasish Dasgupta tendered their resignations FINANCIALS from the Board of your Company e ective 11th October 2014 and 14th October 2014, respectively. In view of re-constitution of the Board to meet the requirements of the Act, Mr. Ashok K. Basu had resigned from the Board with e ect from 10th March 2015. Based on the nomination request received from DVC, Mr. G.P. Singh and Mr. S.K. Seth were appointed as Additional Directors of the Company e ective 18th October 2014. Mr. G.P. Singh tendered his resignation from the Board of your Company e ective 8th May 2015 in view of his superannuation from the services of DVC. Mr. Brahmadeo Sahu has been appointed as an Additional Director of Board's Report | 13 Maithon Power Limited
the Company e ective 4th June 2015. The Board has placed on record its appreciation for the valuable contribution made by the outgoing Directors towards your Company during their respective tenures of o ce. Five Board meetings were held during FY15 on 13th May 2014, 6th August 2014, 29th October 2014, 27th January 2015 and 26th March 2015. The names and categories of the Directors of the Board, number of Board meetings held during the year under review (FY15) and their attendance at Board meetings is as under:
Sl. Name of the Director Category of Directorship No. of Board meetings attended No. 1. Mr. Anil Sardana 5 2. Mr. Ashok S. Sethi ^ 5 3. Mr. Ramesh N. Subramanyam Non-Independent, 4 4. Mr. Chandan Roy Non-Executive 4 5. Mr. Amitava Nayak ^^ 4 6. Mr. Sanjeev Kumar Seth @ 3 7. Mr. Narendra Nath Misra * Nil Independent, 8. Mr. Ashok K. Basu ** 5 Non-Executive 9. Ms. Neera Saggi * 1 10. Mr. Girish Prasad Singh # 2 11. Mr. P. Sen Roy $ Non-Independent, Nil 12. Mr. S. Padmanabhan ## Non-Executive 1 13. Mr. Subhashish Dasgupta @@ 2 ^ Resigned as Whole-time Director and ceased to be Director w.e.f. 16th June 2014. Appointed as Additional Director w.e.f. 26th June 2014 ^^ Appointed as Additional Director w.e.f. 13th May 2014 @ Appointed as Additional Director w.e.f. 18th October 2014 * Appointed as Additional (Independent) Director w.e.f. 23rd March 2015 ** Ceased to be Director w.e.f. 10th March 2015. Appointed as Additional (Independent) Director w.e.f. 23rd March 2015. # Appointed as Additional Director w.e.f. 18th October 2014 and ceased to be Director w.e.f. 8th May 2015 ## Ceased to be Director w.e.f. 30th June 2014 $ Ceased to be Director w.e.f. 11th October 2014 @@ Ceased to be Director w.e.f. 14th October 2014 The Company has received declarations from all the Independent Directors con rming that they meet the criteria of independence as prescribed under the Act. In accordance with the Articles of Association of the Company and Section 161 of the Act, Mr. Narendra Nath Misra, Mr. Ashok K. Basu, Ms. Neera Saggi, Mr. Sanjeev Kumar Seth and Mr. Brahmadeo Sahu hold o ce only upto the date of the ensuing Annual General Meeting. Notice has been received from Members signifying their intention to propose the candidature of Mr. Narendra Nath Misra, Mr. Ashok K. Basu and Ms. Neera Saggi for appointment as Independent Directors (IDs) of the Company and Mr. Sanjeev Kumar Seth and Mr. Brahmadeo Sahu as Directors of the Company in accordance with the requirements of the Act. The IDs shall hold o ce as per their tenure of appointment mentioned in the Notice of the ensuing Annual General Meeting of the Company. In accordance with the requirements of the Act and the Articles of Association of the Company, Mr. Chandan Roy and Mr. Ramesh N. Subramanyam retire by rotation and are eligible for re-appointment.
14 | Board's Report 15th Annual Report 2014-2015
• Committees of the Board a) Audit Committee of Directors Composition of the Audit Committee of Directors (Audit Committee) is as under:
Sl. No. Name of the Director Category 1. Mr. Ashok K. Basu, Chairman Independent, 2. Ms. Neera Saggi, Member Non-Executive Director 3. Mr. Ramesh N. Subramanyam, Member Non-Independent, 4. Mr. Sanjeev Kumar Seth, Permanent Invitee Non-Executive Director At its meeting held on 26th March 2015, the Board adopted Charter of the Audit Committee to bring the terms of reference, role NOTICE and scope in conformity with the provisions of the Act. The Charter speci es the composition, meetings, quorum, powers, roles and responsibilities etc. of the Committee. The Audit Committee invites such of the executives, as it considers appropriate to be present at its meetings. The Chief Executive O cer and Chief Financial O cer and Company Secretary attend the meetings. The Statutory Auditors and Internal Auditors are also invited to the meetings. Mr. Pradip Roy, Chief Financial O cer and Company Secretary, acts as the Secretary of the Committee. Seven Audit Committee meetings were held during FY15 on 12th May 2014, 30th July 2014, 18th September 2014, 27th October 2014, 19th December 2014, 21st January 2015 and 25th March 2015. The details of meetings attended by the Directors during the year under review:
Sl. Name of the Director Category of No. of Board Remarks No. Directorship meetings attended 1. Mr. Ashok K. Basu Independent, 7 – 2. Ms. Neera Saggi Non-Executive 1 Inducted as member w.e.f. 23rd March 2015 3. Mr. Ramesh N. Subramanyam 7 – 4. Mr. Sanjeev Kumar Seth 3 Inducted as member w.e.f. 18th October 2014 Non-Independent, 5. Mr. Ashok S. Sethi 5 Ceased to be member w.e.f. 23rd March 2015
Non-Executive REPORT BOARD'S 6. Mr. S. Padmanabhan 1 Ceased to be member w.e.f. 30th June 2014 7. Mr. Subhashish Dasgupta 1 Ceased to be member w.e.f. 14th October 2014 b) Nomination and Remuneration Committee of Directors Composition of the Nomination and Remuneration Committee of Directors (NRC) is as under:
Sl. No. Name of the Director Category 1. Mr. Narendra Nath Misra, Chairman Independent, 2. Ms. Neera Saggi, Member Non-Executive Director 3. Mr. Anil Sardana, Member Non-Independent, 4. Mr. Sanjeev Kumar Seth, Permanent Invitee Non-Executive Director At its meeting held on 26th March 2015, the Board adopted the NRC Charter to bring the terms of reference, role and scope in conformity with the provisions of the Act. The Charter speci es the principle and objectives, composition, meetings, quorum, powers, roles and responsibilities etc. of the Committee. Two NRC meetings were held during FY15 on 13th May 2014 and 6th August 2014. FINANCIALS
Board's Report | 15 Maithon Power Limited
The details of meetings attended by the Directors during the year under review:
Sl. Name of the Director Category of No. of Board Remarks No. Directorship meetings attended 1. Mr. Narendra Nath Misra Independent, - Inducted as memberw.e.f. 23rd March 2015 2. Ms. Neera Saggi Non-Executive - 3. Mr. Anil Sardana 2 - 4. Mr. Sanjeev Kumar Seth - Appointed w.e.f. 18th October 2014 5. Mr. Ramesh N. Subramanyam 1 Inducted as Member w.e.f. 31st July 2014. Non-Independent, Ceased to be member w.e.f. 23rd March 2015 Non-Executive 6. Mr. S. Padmanabhan 1 Ceased to be member w.e.f. 30th June 2014 7. Mr. Subhashish Dasgupta 1 Inducted as member w.e.f. 5th April 2014. Ceased to be member w.e.f. 14th October 2014 c) Corporate Social Responsibility Committee of Directors Composition of the Corporate Social Responsibility Committee of Directors (CSR Committee) and the details of meetings attended by the Directors during the year under review are as under :
Sl. No. Name of the Director Category No. of Board meetings attended 1. Mr. Ashok K. Basu, Chairman Independent, Non-Executive Director 2 2. Mr. Ashok S. Sethi, Member Non-Independent, 2 3. Mr. Amitava Nayak, Member Non-Executive Director 2 Two CSR Committee meetings were held during FY15 on 30th July 2014 and 27th October 2014. d) Executive Committee of the Board The Board of Directors of your Company has constituted an Executive Committee of the Board comprising of Mr. Anil Sardana (Chairman), Mr. Ramesh N. Subramanyam, Mr. Ashok S. Sethi, Mr. Amitava Nayak and Mr. Brahmadeo Sahu as members of the Committee. e) Commercial Committee of the Board The Board of Directors of your Company has constituted a Commercial Committee of the Board comprising of Mr Ramesh N. Subramanyam and Mr. Amitava Nayak as members of the Committee. 7. REMUNERATION POLICY FOR THE DIRECTORS, KEY MANAGERIAL PERSONNEL AND OTHER EMPLOYEES In terms of the provisions of Section 178(3) of the Act, the NRC is responsible for formulating the criteria for determining quali cation, positive attributes and independence of a director. The NRC is also responsible for recommending to the Board a policy relating to the remuneration of the directors, key managerial personnel and other employees. In line with this requirement, the Board has adopted the Policy on Board Diversity and Director Attributes which is reproduced in Annexure ‘A’ and Remuneration Policy for Non-Executive Directors, Key Managerial Personnel and other employees of the Company which is reproduced in Annexure ‘B’. 8. ANNUAL EVALUATION OF BOARD PERFORMANCE AND PERFORMANCE OF ITS COMMITTEES AND INDIVIDUAL DIRECTORS Pursuant to the provisions of the Act, the Board has carried out an annual evaluation of its own performance, performance of the Directors individually as well as the evaluation of the working of its Committees. The following process was adopted for Board evaluation: Feedback was sought from each Director about their views on the performance of the Board and other Directors covering various aspects of the Board’s functioning such as degree of ful llment of key responsibilities, Board structure and composition, establishment and delineation of responsibilities to various Committees, e ectiveness of Board processes, information and functioning, Board culture and dynamics, quality of relationship between the Board and the Management and e cacy of communication with external stakeholders. The NRC then discussed the feedback received from all the Directors as regards their evaluation and evaluation of the Board performance as a whole, and of the Chairman.
16 | Board's Report 15th Annual Report 2014-2015
The Chairman of the NRC summarised the inputs received from the Directors as regards Board performance as a whole, and of the Chairman and discussed with the Chairman of the Board. In respect of Committes, the respective Chairman of the Committes gave their feedback to the Board. The Board then reviewed the performance of all directors (including Independent Directors), as a whole and of its various Committees. Signi cant learning arising out of the evaluation were discussed by the Board. 9. DEPOSITS As on 31st March 2015, your Company had not taken any deposits.
10. LOANS, GUARANTEES, SECURITIES AND INVESTMENTS NOTICE The Company being an infrastructure company, is exempt from the provisions as applicable to loans, guarantees and securities under Section 186 of the Act. No investments have been made by the Company. 11. RISK MANAGEMENT FRAMEWORK AND INTERNAL FINANCIAL CONTROLS Risk Management Framework: The risks are periodically reviewed and monitored by the Risk Management Committee. To combat unforeseen adverse situations, unplanned circumstances, your Company has introduced e ective Business Continuity Plan (BCP) to ensure sustained operation protecting shareholder values with improved governance process. Risk management with detailed mitigation plans are being prepared to ensure risk pro le that may occur in the life cycle of business activities. Risk management system is striving to maintain business continuity under disruptive incidents and unnatural events. Risk template contains impact on humans, other living beings, environment, eco-system and the economic loss. Asset catastrophe, competitive risks including regulatory exposures, fuel sourcing, human asset, projects and nancial risks are broadly covered under risk register. Risk Management Framework and Processes identi es relevant risks and is promoting a pro-active approach treating such impacts by preparing value added mitigation plan through constant review. Measures like RMCI, Process Robustness Index (PRI) determines the e ciency and e ectiveness of action plan. Delay in railway projects, frequent equipment breakdowns and natural calamities are identi ed as top three risks of the Company. Fuel availability risks have substantially reduced due to improvement in supply chain and adequate availability of fuel. Disaster management plan of your Company has been certi ed to conform to the National Disaster Management Authority (NDMA) guidelines. The policies and review processes of your Company meet the challenges of a continuously changing environment.
Internal nancial controls and systems: REPORT BOARD'S The Company has an Internal Control System, commensurate with the size, scale and complexity of its operations. The internal audit process includes review and evaluation of e ectiveness of the existing processes, controls and compliances. Audit universe has been evolved out of risk pro le of the Company. It also ensures adherence to policies and systems and mitigation of the operational risks perceived for each area under audit. Signi cant observations including recommendations for improvement of the business processes are reviewed by the management before reporting to the Audit Committee. The Audit Committee reviews the internal audit reports and the status of implementation of the agreed action plan. 12. BUSINESS EXCELLENCE Post the CoD, Business Excellence function was launched to drive performance excellence across the organization. This function monitors the performance of all the departments/functions and has yielded encouraging results in achieving operational excellence. This function continues with a strong focus on culture building and values. E orts are underway towards raising the Company’s overall e ciency parameters closer to aspirational targets and to pursue further optimization in input costs of coal and power generation. This function also focuses on internal customer excellence and driving the integrated management system. 13. SUSTAINABILITY
Sustainability integrates economic progress, social responsibility and environmental concerns with the objective of improving FINANCIALS pro tability, competitiveness, the quality of life for all stakeholders without compromising the ability of future generation to meet their own needs. The sustainability agenda of your Company addresses all aspects related to resource conservation, energy e ciency, environment protection and enrichment and development of local communities in and around its areas of operations. In its endeavor to achieve its goal of sustainable development, your Company is addressing the issues through multi-pronged approach as per details given below: Board's Report | 17 Maithon Power Limited
a) Care for People i) Safety and Security Your Company recognises and accepts its responsibility for establishing and maintaining a safe working environment for all its employees and associates. Occupational health and safety at workplace is one of the prime concerns of your Company and utmost importance is given to provide safe working environment, inculcate safety awareness among the employees, the workers of contractors and sub-contractors. The Company takes all such steps which are reasonably practicable to ensure best possible condition of work. The station has been certi ed with Occupational Health & Safety Management System (OHSAS 18001:2007) by the Indian Register Quality Systems (IRQS). Your Company has continued its e orts to minimize the accidents to zero level and encourages safe working practices at the plant during the year. It has been undertaking, among other things, many initiatives on safety and security as follows: • Third party external safety audit conducted by National Safety Council in the month of June 2014 and no significant violations have been reported. • Implementation of reward and recognition for reporting unsafe condition and near miss incident. • One week safety induction programme undertaken for engineers joining in Operation & Maintenance department. • Training on critical safety standard and procedure for employees and business associates. • Web based safety training for employee is being started to cover the safety critical procedure. • Ten commandments on safety is communicated to all employees and displayed at site. • Safety Induction is in practice before issue of gate pass. • Refresher training provided to all business associates before issue/renewal of gate pass. • Safety awareness provided to community and nearby school on specific topics. • Maintenance activity is started only after issue of permit. • Lock out and Tag out system is in place. • Regular plant inspection is in place and safety issues are being periodically reviewed by the Company’s top management. • Draw up plan for PTW audit to ensure that at least three (3) PTWs of high or medium risk jobs are audited weekly. • Weekly SIAT audit is carried out by cross functional team to improve the unsafe act and condition at site. • Implemented the recommended corrective and preventive actions from safety audits. • For enforcement of safety norms and practices, safety clauses are included in the general terms of vendors' contract. • Safety slogan poster and safety instruction displayed at various locations of the plant to increase awareness among employees/workmen. • Disaster Management plan in line with the National Disaster Management Authority guidelines is in place. • Mock drill on chlorine gas leakage, electrocution and fire incident are being conducted at different areas of the plant at frequent intervals. • Adequate facilities for the welfare of contract labour such as rest rooms, washrooms with bathing facilities, drinking water facility, etc. have been provided. Speci c safety targets with lead and lag indicators are monitored against targets. A summary of safety results achieved (both employees and contract workforce) is given below:
Sl. No. Safety Parameters (Employees and contractors) FY15 FY14 1. Fatality (Number) ...... Nil Nil 2. LTIFR (Lost Time Injuries Frequency Rate per million man hours) ...... 3.38 5.80 Total Injuries Frequency Rate (TIFR) (Number of injuries per million man 3. Nil Nil hours) ...... 4. First Aid Cases (Number)...... Nil Nil
18 | Board's Report 15th Annual Report 2014-2015
ii) Employee Township Your Company is exploring an option for increasing capacity of the existing township through development of a second township nearby plant area. Additionally, the Company has constructed eld hostel for its shift engineers within plant premises, which can accommodate around 40 o cials. b) Care for Community Your Company believes in integrating its business values and operations to meet the expectations of its stakeholders. The key stakeholders of the Company are the communities around its plant periphery situated at Maithon in the district of Dhanbad, Jharkhand. Your Company is committed to ensure that the community
bene t from the Company’s presence in their neighbourhood. NOTICE In line with the Corporate Social Responsibility policy, your Company continued its focus on integrating community in its business process and undertaken initiatives on following focus areas: • Augment Primary education with emphasis on girl child education (Vidya) • Building and Strengthening Health Care Facilities(Arogya) including Safe Drinking Water (Swatch Jal) • Enhancing Programs on Livelihood (Samriddhi) and Employability (Daksh) • Building Social Capital and Infrastructure (Sanrachna) • Nurturing Sustainability for Inclusive Growth (Akshay). During the year under review, your Company worked in 21 villages in the neighborhood of its operation with an outreach of around 29,343 people including 40.09% from SC/ST communities. Your Company focuses on enhancing employability options, integrating 95 locals in business processes through economic cycle enhancement. Your Company has also undertaken skill development program and provided soft skill training to 110 youths from backward section of society, in order to prepare them for BPO/KPO sector. Handicraft training was provided to 80 Tribal women, and subsequently a Jute/Straw Craft production center was established for them. BOARD'S REPORT BOARD'S Your Company has provided curative health services through two mobile medical units, catering to population of around 29,343 people living in 21 villages around Maithon Power Station. Special medical camps on Anemia were also organized to cater the need of adolescent girls and pregnant women. Your Company has identi ed 650 students and established three remedial education centers for them, helping them to bridge the learning gaps. A computer training center is established, where 50 adults along with 230 school students were provided with basic computer literacy. Pursuant to Rule 8 of the Companies (Corporate Social Responsibility Policy) Rules, 2014, the Annual Report on CSR is annexed herewith as Annexure ‘C’. c) Care for Environment Your Company has constantly given utmost priority to social concerns. It continually strives towards sustainable development by trying to nd a balance between the needs of our customers and responsible care for the environment.
It has environmental management system in place which is responsible for all environmental FINANCIALS activities in the Company as follows: • Rain water harvesting system has been implemented at site through Roof top rain water harvesting and by constructing storage cum percolation pond. • A continuous Ambient Air Quality monitoring system has been installed at site which can monitor the ambient air as well as weather parameters.
Board's Report | 19 Maithon Power Limited
• Green belt developed in an area of 95 hectare in and around the plant premises to increase the aesthetic of the surrounding area as well as to comply with the statutory requirement. • Avifauna study in and around Maithon reservoir has been completed as per the requirement of environment clearance as well as a biodiversity conservation measures at Maithon. During study it has been observed that 52 species of migratory bird are coming to this area. • ZLD project for accommodation of system drain water is developed through which the process water is separated from storm water and is being used for gardening and dust suppression system. • Utilisation of fly ash brick within plant premises for conservation of top soil. • Your Company has contacted various cement plants and ash brick manufacturing units for utilisation of fly ash. • Ash management Your Company estimates to generate approximately 20 lakh MTPA of ash comprising approximately 15 lakh MTPA of fly ash and 5 lakh MTPA of bottom ash out of both the Units of 525 MW each at full capacity. As per MoEF noti cations dated 14th September 1999 and 3rd November 2009, your Company is required to achieve the target of fly ash utilization as per the below Table:
Sl. No. Percentage of Utilisation of Fly Ash Target Date 1. At least 50% of fly ash generation One year from the date of commissioning 2. At least 70% of fly ash generation Two years from the date of commissioning 3. At least 90% of fly ash generation Three years from the date of commissioning 4. At least 100% of fly ash generation Four years from the date of commissioning The status of ash generated and utilised during last three nancial years of the station is tabled below:
Financial year Ash utilization (%) FY13 29.24 FY14 110.98 FY15 161.69* * In FY13, the ash generated used to be deposited by the Company in the ash pond. Based on the noti cation issued by the Jharkhand State Pollution Control Board, from FY14 onwards, the Company has been stowing ash into the abandoned mines allotted by Eastern Coal elds Limited (ECL). Hence, the ash utilized in FY15 is higher as compared to that of FY13 and FY14. There are various routes for utilization of fly ash e.g. in cement and asbestos industry, brick manufacturing, ready mix concrete plant, road embankment, mine lling, ash dyke raising and land development etc. The Company has developed local self-help groups consisting of land losers and villagers and extended to set up fly ash brick manufacturing unit. Bricks are purchased by the Company from this unit for its own use, thereby ensuring usage of fly ash and improving the economic condition of the villagers. The Company has also entered into a Memorandum of Undertaking (MoU) with National Highway (NH) contractor for usage of 4.5 lakh tonne fly ash for widening of NH2 near plant area. The Company has also set up a bagging plant inside the plant premises and engaged contractor for transporting bagged fly ash to various cement companies. In order to meet the MoEF stipulation to achieve 100% ash utilization on a long term basis, it is necessary to identify other bulk users who may have perpetual use of ash in their businesses. Your Company in FY14 and FY15 has achieved 110.98% and 161.69% of ash utilization, respectively. This has been made possible because your Company is exploring scienti c basis to develop safe technique of back lling of abandoned mines with ash. The initial results indicate that there is a good potential in this area. This transportation of ash involves huge cost and currently is being borne by the Company. However, this cost has been allowed by CERC to be recovered from long term bene ciaries for contracted capacity. For its long-term ash evacuation and management plan, your Company has approved ` 112 crore towards setting up of High Concentrated Ash Conveying Pipeline in order to dispose-o ash directly to the ECL void mines nearby. As per the preliminary assessment, the space available in such void mines is capable enough to address the issue of ash disposal of the Company for entire life of the project.
20 | Board's Report 15th Annual Report 2014-2015
• Tree Plantation As per the conditions of Environmental Clearance of the project, your Company is mandated to develop green belt covering an area of 95 hectares. So far, the Company could develop 75 hectares in and around the plant area with the plantation of 1.44 lakh trees. It has not only contributed to the aesthetics but also helped in carbon sequestration by serving as a “sink”
for CO2 release from the stations and thereby protecting the quality of ecology and environment. 14. INFORMATION TECHNOLOGY AND COMMUNICATION TECHNOLOGY Your Company has been using Enterprise Resource Planning (ERP) package, extended by Tata Power, covering maximum possible processes across the organisation. The said ERP package has now been upgraded by Tata Power and rolled out. In addition to the core business, it would encompass the employee self-service functionality, procurement to pay, knowledge management, business intelligence, document management workflow, vendor invoice management, billing to cash, etc. The ERP system is fully managed NOTICE through expertise from process and technical group. Video conferencing is widely used for deliberations among locations. The facility has also been upgraded to hold video conferencing in a secured manner with outside Company network location. 15. HUMAN RESOURCES Your Company takes pride in its highly motivated and competent human resource that has contributed its best to bring the Company to its present heights. During the year under review, number of HR initiatives were undertaken to supplement the e ort towards business sustainability and growth: a) Manpower Manpower (o cers) stood at 262 as compared to 254 in the previous year. In FY15, manpower sourcing through internal job postings (IJP) within Tata Power group companies was given priority to attract right talent and to address the need of development and growth of internal talents. b) Technical and Behavioural Training As part of Company’s people development initiative, during the year emphasis was on in-house training programmes with
the help of internally developed faculties within Tata Power or invited external experts to ensure development of capability REPORT BOARD'S and competencies among the people that includes o cers of the Company as well as the contractors’ workers. Apart from behavioural and technical training, programmes on Safety, Health Awareness, Environment, SAP, Business Excellence, etc. were also conducted to address organisational requirements. Based on need, o cers of your Company were provided with training on Power Plant operation through in-house simulator programmes. About 20% of the o cers were also covered under the capability building drive in the area of “PLPBC and Allied Manpower Management’. Per employee average man-days of training provided during the year (July 2014 to March 2015) stood at 6.73. c) Employee Engagement and CONNECT During the year, your Company conducted a number of Engagement Action Planning (EAP) Sessions with various teams based on the inputs from online employee engagement and satisfaction survey conducted earlier by Aon Hewitt. Actions were implemented with the help of business managers and teams to address the gaps as identi ed during the EAPs. Your Company also organized various engagement events and CONNECT programmes to address and improve upon emotional bonding between employees and the organization. 241 employees were directly covered through various formal CONNECT platforms excluding those through engagement events and town halls. This has resulted in improved engagement of employees which stands at 70% against last year’s score of 67%, as per recent survey conducted in March 2015.
d) New Initiative – Driving Performance LEADERSHIP RETREAT
Based on business need, apart from ‘Employee Engagement’ and ‘CONNECT’ FINANCIALS programmes, your Company had identi ed ‘Driving Performance’ as another thrust area under Human Resource (HR) agenda for FY15 to improve alignment of individual employee performance to organizational performance. Changes were also brought in, in reporting structure in certain areas to address issues related to performance management.
Board's Report | 21 Maithon Power Limited
e) New certi cations/ Accolades You Company had received ISO certi cation with regard to its Quality Management System (ISO 9001:2008), Environment Management System (ISO 14001:2004) and Occupational Health & Safety Management System (OHSAS 18001:2007) during FY14. During FY15, your Company has been certi ed for its Business Continuity Management System (BCMS). f) Policy on prevention of sexual harassment of women The Sexual Harassment of Women at Workplace (Prevention, Prohibition and Redressal) Act, 2013 (“SHWW”) noti ed in December, 2013 requires an organization employing 10 or more persons to constitute an internal complaints committee (“ICC”) for hearing complaints of sexual harassment and to include in its annual report the number of cases led with the ICC and disposed of under the Act in the previous nancial year. The Company follows Tata Power’s policy on prevention of sexual harassment of women to ensure a free and fair enquiry process with de ned timelines. No cases of sexual harassment and discriminatory employment were reported in the last nancial year. g) Industrial Relations The Company takes pride in its greatest resource and asset 'the employees'. The human resource has been the backbone of the Company, in contributing towards the success of the Company and sustaining the same over the years. As a commitment towards the Company’s core values, employees’ participation in management was made e ective based on mutual respect, trust and a feeling of being a progressive partner in growth and success. Communication meetings with employees, workshop on production and productivity, etc. were conducted at projects, regions and corporate level during the year. Both, employees and management complemented each other’s e orts in furthering the interest of your Company as well as its stakeholders, signifying and highlighting over-all harmony and cordial employee relations prevalent in your Company. 16. WHISTLE BLOWER POLICY AND VIGIL MECHANSIM Whistle Blower Policy has been issued to build and strengthen a culture of transparency and trust in the organization and to provide employees with a framework/ procedure for responsible and secure reporting of improper activities within your Company and to protect employees who raise concern about improper activities/serious irregularities. 17. RELATED PARTY TRANSACTIONS All related party transactions that were entered into during the nancial year were on an arm’s length basis and were in the ordinary course of business. The Company has formulated Related Party Transaction Policy and framework and guidelines.The disclosure of material Related Party Transactions as required under Section 134(3) (h) read with Section 188(2) of the Act in Form AOC-2 is annexed herewith as Annexure ‘D’. There are no materially signi cant related party transactions made by the Company with Directors, Key Managerial Personnel or other designated persons which may have a potential conflict with the interest of the Company at large. 18. CREDIT RATING During the year, your Company has been assigned with the highest short term credit rating A1+ from CARE and CRISIL which helped in availing working capital facility at a comparatively lower interest rate. CRISIL has upgraded the long term credit rating to A+ (positive outlook). Improvement in long-term credit rating and assignment of highest short term credit rating reflects the Company’s financial discipline and prudence. 19. ENERGY CONSERVATION, TECHNOLOGY ABSORPTION AND FOREIGN EXCHANGE EARNINGS AND OUTGO The information on conservation of energy, technology absorption and foreign exchange earnings and outgo stipulated under Section 134(3)(m) of the Act read with Rule 8 of the Companies (Accounts) Rules, 2014, is annexed herewith as Annexure ‘E’. 20. AUDITORS M/s. Deloitte Haskins & Sells (DHS), Chartered Accountants, Statutory Auditors of your Company, who retire at the ensuing Annual General Meeting are eligible for re-appointment. They have con rmed their eligibility under Section 141 of the Act read with the Companies (Audit and Auditors) Rules, 2014, for re-appointment as Statutory Auditors of the Company. 21. AUDITORS’ REPORT The notes forming part of the nancial statements referred to in the Auditors’ Report of your Company are self-explanatory and, therefore, do not call for any further explanation under Section 134(3)(f) of the Act. 22 | Board's Report 15th Annual Report 2014-2015
22. COST AUDITOR AND COST AUDIT REPORT Pursuant to Section 148 of the Act read with the Companies (Cost Records and Audit) Amendment Rules, 2014, the cost audit records maintained by the Company is required to be audited. Your Directors had, on the recommendation of the Audit Committee, re-appointed M/s. Sanjay Gupta & Associates, Cost Accountants, as the Cost Auditors of your Company for the FY16 at a remuneration of ` 1.80 lakh plus service tax and out-of-pocket expenses. As required under the Act, the remuneration payable to the cost auditor is required to be rati ed by the members of the Company. Accordingly, a resolution seeking members’ rati cation for the remuneration payable to M/s. Sanjay Gupta & Associates, Cost Auditors is included at Item No. 10 of the Notice convening the Annual General Meeting. Cost Audit Report (CAR) is due for ling within six months from the end of FY15 i.e. by 30th September 2015. CAR for FY14 was led within the due date, on 26th September 2014 vide SRN S31382062.
23. SECRETARIAL AUDIT REPORT NOTICE Pursuant to the provisions of Section 204 of the Act and the Companies (Appointment and Remuneration of Managerial Personnel) Rules, 2014, the Board of Directors had appointed M/s. Parikh & Associates, Company Secretary in Practice, to undertake the Secretarial Audit of the Company. The Report of the Secretarial Auditors is annexed as Annexure ‘F’. 24. EXTRACT OF ANNUAL RETURN The details forming part of the extract of the Annual Return in Form MGT-9 is annexed herewith as Annexure ‘G’. 25. DIRECTORS’ RESPONSIBILITY STATEMENT Based on the framework of internal nancial controls and compliance systems established and maintained by the Company, work performed by the internal auditors, statutory auditors, cost auditors, secretarial auditors and external consultants and the reviews performed by Management and the relevant Board Committees, including the Audit Committee, the Board is of the opinion that the Company’s internal nancial controls were adequate and e ective during the nancial year 2014-15. Accordingly, pursuant to Section 134(5) of the Act, the Board of Directors, to the best of their knowledge and ability, con rm that: a) in the preparation of the annual accounts, the applicable accounting standards have been followed and that there are no material departures therefrom; b) they have, in the selection of the accounting policies, consulted the Statutory Auditors and have applied them consistently and made judgements and estimates that are reasonable and prudent so as to give a true and fair view of the state of a airs of the
Company at the end of the nancial year and of the pro t of the Company for that period; REPORT BOARD'S c) they have taken proper and su cient care to the best of their knowledge and ability for the maintenance of adequate accounting records in accordance with the provisions of the Act, for safeguarding the assets of the Company and for preventing and detecting fraud and other irregularities; d) they have prepared the annual accounts on a going concern basis; e) they have laid down internal nancial controls to be followed by the Company and that such internal nancial controls are adequate and were operating e ectively; f) they have devised proper systems to ensure compliance with the provisions of all applicable laws and that such systems were adequate and operating e ectively. 26. ACKNOWLEDGEMENTS The Board of Directors would like to place on record their deep sense of appreciation to all shareholders, customers, business partners, contractors and suppliers, auditors, bankers, nancial institutions and academic institutions. The Directors are thankful to the Government of India and the various Ministries, the State Governments and the various Ministries, the Central and State Electricity Regulatory authorities, Corporation, Gram Panchayat and Municipal authorities of the areas where your Company operates and the communities associated with its area of operation. The Board of Directors take this opportunity to place on record their gratitude for the timely and valuable assistance and support received from o cers and employees of Damodar Valley Corporation and The Tata Power Company Limited. We wish to place on FINANCIALS record our appreciation for the tireless e ort and contribution made by each employee at all levels to ensure that the Company continue to grow and excel. On behalf of the Board of Directors, Date: 20th June 2015 Anil Sardana Place: Mumbai Chairman Board's Report | 23 Maithon Power Limited
Annexure 'A‘ POLICY ON BOARD DIVERSITY & DIRECTOR ATTRIBUTES 1. Objective 1.1 The Policy on Board Diversity (‘the Policy’) sets out the approach to diversity on the board of directors (‘the Board’) of Maithon Power Limited (the Company). 1.2 The Company recognises that diversity at board level is a necessary requirement in ensuring an e ective board. A mix of executive, independent and other non-executive directors is one important facet of diverse attributes that the Company desires. Further, a diverse board representing di erences in the educational quali cations, knowledge, experience, gender, age, thought and perspective results in delivering a competitive advantage and a better appreciation of the interests of stakeholders. These di erences should be balanced against the need for a cohesive, e ective board. All board appointments shall be made on merit having regard to this policy. 2. Attributes of directors The following attributes need to be considered in considering optimum board composition: i) Gender diversity: Having at least one woman director on the Board with an aspiration to reach three women directors. ii) Age The average age of board members should be in the range of 60 - 65 years. iii) Competency The board should have a mix of members with di erent educational quali cations, knowledge and with adequate experience in nance, accounting, economics, legal and regulatory matters, the environment, green technologies, operations of the company’s businesses, energy commodity markets and other disciplines related to the Company’s businesses. iv) Independence The independent directors should satisfy the requirements of the Companies Act, 2013 (the Act) and the listing agreements in respect of the ‘independence’ criterion. Additional Attributes • The directors should not have any other pecuniary relationship with the Company, its subsidiaries, associates or joint ventures and the Company’s promoters, besides sitting fees and commission. • The directors should not have any of their relatives (as de ned in the Act and Rules made thereunder) as directors or employees or other stakeholders (other than with immaterial dealings) of the Company, its subsidiaries, associates or joint ventures. • The directors should maintain an arm’s length relationship between themselves and the employees of the Company, as also with the directors and employees of its subsidiaries, associates, joint ventures, promoters and stakeholders for whom the relationship with these entities is material. • The directors should not be the subject of allegations of illegal or unethical behaviour, in their private or professional lives. • The directors should have ability to devote su cient time to the a airs of the Company. 3. Role of the Nomination and Remuneration Committee 3.1 The Nomination and Remuneration Committee (‘the NRC’) shall review and assess board composition whilst recommending the appointment or reappointment of independent directors. 4. Review of the Policy 4.1 The NRC will review this policy periodically and recommend revisions to the board for consideration.
24 | Board's Report 15th Annual Report 2014-2015
Annexure 'B‘ Remuneration policy for Directors, Key Managerial Personnel and other employees The philosophy for remuneration of directors, Key Managerial Personnel (“KMP”) and all other employees of Maithon Power Limited (“company”) is based on the commitment of fostering a culture of leadership with trust. The remuneration policy is aligned to this philosophy. This remuneration policy has been prepared pursuant to the provisions of Section 178(3) of the Companies Act, 2013 (“Act”). In case of any inconsistency between the provisions of law and this remuneration policy, the provisions of the law shall prevail and the Company shall abide by the applicable law. While formulating this policy, the Nomination and Remuneration Committee (“NRC”) has considered the factors laid down under Section 178(4) of the Act, which are as under: “(a) the level and composition of remuneration is reasonable and su cient to attract, retain and motivate directors of the quality required to run the company successfully; NOTICE (b) relationship of remuneration to performance is clear and meets appropriate performance benchmarks; and (c) remuneration to directors, key managerial personnel and senior management involves a balance between xed and incentive pay re ecting short and long-term performance objectives appropriate to the working of the company and its goals” Key principles governing this remuneration policy are as follows: • Remuneration for Independent Directors and Non-Independent Non-Executive Directors
Independent Directors (“ID”) and Non-Independent Non-Executive Directors (“NED”) (other than employees of other Tata companies and nominees of the Joint Venture partner) may be paid sitting fees (for attending the meetings of the Board and of committees of which they may be members) and commission within regulatory limits.
Within the parameters prescribed by law, the payment of sitting fees and commission will be recommended by the NRC and approved by the Board.
Overall remuneration (sitting fees and commission) should be reasonable and sufficient to attract, retain and motivate directors aligned to the requirements of the Company (taking into consideration the challenges faced by the Company and its future growth imperatives).
Overall remuneration should be reflective of size of the Company, complexity of the sector/industry/company’s operations and the company’s capacity to pay the remuneration.
Overall remuneration practices should be consistent with recognized best practices.
REPORT BOARD'S Quantum of sitting fees may be subject to review on a periodic basis, as required. The aggregate commission payable to all the NEDs and IDs will be recommended by the NRC to the Board based on company performance, pro ts, return to investors, shareholder value creation and any other signi cant qualitative parameters as may be decided by the Board.
The NRC will recommend to the Board the quantum of commission for each director based upon the outcome of the evaluation process which is driven by various factors including attendance and time spent in the Board and committee meetings, individual contributions at the meetings and contributions made by directors other than in meetings.
In addition to the sitting fees and commission, the Company may pay to any director such fair and reasonable expenditure, as may have been incurred by the director while performing his/her role as a director of the Company. This could include reasonable expenditure incurred by the director for attending Board/Board committee meetings, general meetings, court convened meetings, meetings with shareholders/ creditors/ management, site visits, induction and training (organized by the Company for directors) and in obtaining professional advice from independent advisors in the furtherance of his/her duties as a director. • Remuneration for Managing Director (“MD”)/ Executive Directors (“ED”)/ KMP/ rest of the employees1
The extent of overall remuneration should be sufficient to attract and retain talented and quali ed individuals suitable for every FINANCIALS role. Hence remuneration should be . Market competitive (market for every role is de ned as companies from which the Company attracts talent or companies to which the Company loses talent), 1 Excludes employees covered by any long-term settlements or speci c term contracts. The remuneration for these employees would be driven by the respective long-term settlements or contracts. Board's Report | 25 Maithon Power Limited
. Driven by the role played by the individual, . Reflective of size of the Company, complexity of the sector/ industry/ Company’s operations and the Company’s capacity to pay, . Consistent with recognised best practices and . Aligned to any regulatory requirements.
In terms of remuneration mix or composition, . The remuneration mix for the MD/ EDs is as per the contract approved by the shareholders. In case of any change, the same would require the approval of the shareholders. . Basic/ xed salary is provided to all employees to ensure that there is a steady income in line with their skills and experience. . In addition to the basic/ xed salary, the Company provides employees with certain perquisites, allowances and bene ts to enable a certain level of lifestyle and to o er scope for savings and tax optimization, where possible. The Company also provides all employees with a social security net (subject to limits) by covering medical expenses and hospitalisation through re-imbursements or insurance cover and accidental death and dismemberment through personal accident insurance. . The Company provides retirement bene ts as applicable. . [In addition to the basic/ xed salary, bene ts, perquisites and allowances as provided above, the Company provides MD/ EDs such remuneration by way of commission, calculated with reference to the net pro ts of the Company in a particular nancial year, as may be determined by the Board, subject to the overall ceilings stipulated in Section 197 of the Act. The speci c amount payable to the MD/ EDs would be based on performance as evaluated by the Board or the NRC and approved by the Board.]2 . [In addition to the basic/ xed salary, bene ts, perquisites and allowances as provided above, the Company provides MD/ EDs such remuneration by way of an annual incentive remuneration/ performance linked bonus subject to the achievement of certain performance criteria and such other parameters as may be considered appropriate from time to time by the Board. An indicative list of factors that may be considered for determination of the extent of this component are:
Company performance on certain de ned qualitative and quantitative parameters as may be decided by the Board from time to time,
Industry benchmarks of remuneration, 3 Performance of the individual.] . The Company provides the rest of the employees a performance linked bonus. The performance linked bonus would be driven by the outcome of the performance appraisal process and the performance of the Company. • Remuneration payable to Director for services rendered in other capacity The remuneration payable to the Directors shall be inclusive of any remuneration payable for services rendered by such director in any other capacity unless: a) The services rendered are of a professional nature; and b) The NRC is of the opinion that the director possesses requisite quali cation for the practice of the profession. • Policy implementation The NRC is responsible for recommending the remuneration policy to the Board. The Board is responsible for approving and overseeing implementation of the remuneration policy.
2 To be retained if Commission is provided to MD/ EDs 3 To be retained only if Commission is not provided to MD/ EDs 26 | Board's Report 15th Annual Report 2014-2015
Annexure 'C‘ Annual Report on CSR Activities for FY15 1. A brief outline of the Company’s CSR policy, including overview of projects or programs proposed to be undertaken and a reference to the web-link to the CSR policy and projects or programs. As per the CSR Policy, the CSR activities proposed to be undertaken by the Company are divided into ve major thrust areas as under: 1. Augmenting Primary Education System with emphasis on girl child education (VIDYA). 2. Building and Strengthening Healthcare Facilities including safer drinking water (AROGYA / SWATCH JAL). 3. Enhancing Programs on Livelihood (SAMRIDDHI) and Employability (DAKSH).
4. Building Social Capital and Infrastructure (SANRACHNA). NOTICE 5. Nurturing Sustainability for Inclusive Growth (AKSHAY). These ve thrust areas are mapped with the activities as suggested in Schedule VII to the Companies Act, 2013. 2. The composition of the CSR Committee The CSR Committee consists of the following directors: • Mr. Ashok K. Basu - Chairman (Independent Director) • Mr. Ashok S. Sethi - Director • Mr. Amitava Nayak - Director 3. Average net pro t of the Company for last three nancial years Not Applicable. The Company has incurred average losses during the last three immediately preceding nancial years. 4. Prescribed CSR Expenditure (two percent of the amount as in Item 3 above): Not applicable. 5. Details of CSR spent during the nancial year (a) Total amount spent for the nancial year: ` 1.71 crore BOARD'S REPORT BOARD'S (b) Amount unspent, if any: Nil. The Company has incurred average losses during the last three immediately preceding nancial years. Therefore, the mandatory spend of at least 2% of the average net pro ts was not applicable. (c) Manner in which the amount spent during the nancial year: As per Schedule-I 6. In case the Company has failed to spend the two per cent of the average net pro t of the last three nancial years or any part thereof, the Company shall provide the reasons for not spending the amount in its Board report. Not applicable. 7. A responsibility statement of the CSR Committee that the implementation and monitoring of CSR Policy, is in compliance with CSR objectives and Policy of the Company. To the best of the knowledge and belief and according to the information and explanations obtained by them, the CSR Committee hereby states that the implementation and monitoring of CSR Policy is in compliance with the CSR objectives and the CSR Policy of the Company.
K. Chandrashekhar Ashok K. Basu FINANCIALS Chief Executive O cer Chairman - CSR Committee
Board's Report | 27 Maithon Power Limited ` crore agency Amount spent: spent: Amount implementation implementation Direct or through Implementation agency Implementation agency Implementation agency up to up to period reporting Cumulative Cumulative expenditure expenditure 0.260.65 0.26 Implementation agency 0.64 Implementation agency 1.71 1.71 0.11 0.11 0.57 0.57 0.12 0.12 programs programs on projects or Amount spent spent Amount and Overheads Subheads: Direct 0.14 0.72 0.19 0.25 0.68 * 1.98 wise Outlay Outlay project Amount Amount (Budget) Annexure 'C‘ Annexure Project/ Program Program Project/ state and district)state (Specify local area/ In villages of Nirsa block In villages of Nirsa block In villages of Nirsa block In villages of Nirsa block In villages of Nirsa block Total: Schedule I to the Annual ReportSchedule the Annual I to on CSR activities project is covered Sector in which the Promotion of Promotion including education; and special education enhancing employment skillsvocation especially among children Promoting preventive preventive Promoting and sanitation healthcare and making safe available drinking water of Promotion including education and special education enhancing employment skillsvocation and enhancement livelihood projects Ensuring environmental sustainability development Rural projects identi ed CSR project or activity Three remedial education education remedial Three support and centres centre training computer Mobile medical units health curative providing services with medicines. Skill Program Development (Soft BPO/ skill for training KPO sector; Handicraft Training) lights. increase to roads connectivity As the Company has incurred average losses during the immediately preceding three nancial years, the mandatory spend of at least 2% of the average net the mandatory least 2% of the average spend of at nancial years, three preceding losses during the immediately average has incurred the Company As not applicable. was pro ts Sl. No. 1 . 2. 3. 4. Installation of solar street 5. Construction of village * 28 | Board's Report 15th Annual Report 2014-2015
Annexure 'D‘ FORM No. AOC-2 (Pursuant to clause (h) of sub-section (3) of Section 134 of the Act and Rule 8(2) of the Companies (Accounts) Rules, 2014) Form for disclosure of particulars of contracts/arrangements entered into by the Company with related parties referred to in sub-section (1) of section 188 of the Companies Act, 2013 including certain arm’s length transactions under third proviso thereto 1) Details of contracts or arrangements or transactions not at arm’s length basis:
Name(s) of Nature of Duration of Salient Justi cation Date(s) of Amount paid Date on which the the related contracts/ the contract/ terms of the for entering approval by as advances, special resolution party and arrangements/ arrangements/ contracts or into such the Board if any was passed in
nature of transactions transactions arrangements contracts or general meeting NOTICE relationship or arrangements as required under transactions or transaction rst proviso to including the section 188 value, if any NA NA NA NA NA NA NA NA
2) Details of material contracts or arrangement or transactions at arm’s length basis:
Name(s) of the related Nature of contracts/ Duration of the Salient terms of the Date (s) of Amount paid party and nature of arrangements/ contracts/ contracts or arrangements approval by as advances, relationship transactions arrangements/ or transactions including the the Board, if if any transactions value, if any any Damodar Valley Corporation Sale of Electricity During FY 14-15 ` 709.02 crore NA NA (As per long term Power Purchase Agreement pursuant to CERC Regulations) The Tata Power Trading Sale of Electricity During FY 14-15 ` 1,921.60 crore NA NA Company Limited (As per long term Power Purchase Agreement pursuant to CERC Regulations) BOARD'S REPORT BOARD'S
On behalf of the Board of Directors, Date: 20th June 2015 Anil Sardana Place: Mumbai Chairman FINANCIALS
Board's Report | 29 Maithon Power Limited
Annexure 'E‘ CONSERVATION OF ENERGY, TECHNOLOGY ABSORPTION AND FOREIGN EXCHANGE EARNINGS AND OUTGO A. Conservation of energy:
(i) Energy conservation measures taken • Combustion optimization achieved. Optimizing excess air by reducing APH inlet O2 set-point • High energy drain audit and recti cation of identi ed passing valves at earliest opportunity • Initiative for APC reduction: 1. CT fans blade angle optimisation during winter season. 2. Stopping of 1 out of 3CW pumps at part load operation in winter season. 3. Unit startup with one set of fan. • Optimisation of raw water consumption by proper water management. (ii) Steps taken for utilizing alternate sources of energy — (iii) Capital investment on energy conservation equipment — B. Technology Absorption:
(i) E orts made towards technology absorption Nil (ii) The bene ts derived like product improvement, cost Nil reduction, product development or import substitution (iii) In case of imported technology (imported during the last Nil three years reckoned from the beginning of the nancial year)- a) The details of technology imported b) The year of import c) Whether the technology been fully absorbed d) If not fully absorbed, areas where absorption has not taken place, and the reasons thereof; and (iv) The expenditure incurred on Research and Development Nil C. Foreign exchange earnings and outgo: ` crore
Particulars – Standalone FY15 FY14 Foreign Exchange Earnings mainly on account of interest, dividend ...... - - Foreign Exchange Outflow mainly on account of: Fuel purchase ...... - 45.91 Interest on foreign currency borrowings ...... - - Purchase of capital equipment, components and spares and other miscellaneous expenses ...... 6.16 1.16
30 | Board's Report 15th Annual Report 2014-2015
Annexure 'F‘ FORM No. MR-3 SECRETARIAL AUDIT REPORT FOR THE FINANCIAL YEAR ENDED 31ST MARCH, 2015 (Pursuant to Section 204 (1) of the Companies Act, 2013 and rule No. 9 of the Companies (Appointment and Remuneration of Managerial Personnel) Rules, 2014) To, The Members, MAITHON POWER LIMITED We have conducted the secretarial audit of the compliance of applicable statutory provisions and the adherence to good corporate practices by Maithon Power Limited (hereinafter called the Company). Secretarial Audit was conducted in a manner that provided us a NOTICE reasonable basis for evaluating the corporate conducts/statutory compliances and expressing our opinion thereon. Based on our veri cation of the Maithon Power Limited’s books, papers, minute books, forms and returns led and other records maintained by the company and also the information provided by the company, its o cers, agents and authorised representatives during the conduct of secretarial audit and the representations made by the Company, we hereby report that in our opinion, the company has, during the audit period covering the nancial year ended on 31st March, 2015 generally complied with the statutory provisions listed hereunder and also that the Company has proper Board processes and compliance mechanism in place to the extent, in the manner and subject to the reporting made hereinafter: We have examined the books, papers, minute books, forms and returns led and other records made available to us and maintained by Maithon Power Limited for the nancial year ended on 31st March, 2015 according to the provisions of: (i) The Companies Act, 2013 (the Act) and the rules made thereunder; (ii) Other laws applicable to the Company as per the representations made by the Company. Secretarial Standards of The Institute of Company Secretaries of India with respect to board and general meetings are not in force as on the date of this report. During the period under review and subject to the explanations given to us and the representations made by the Management, the Company has generally complied with the provisions of the Act, Rules, Regulations, Guidelines, etc. mentioned above. We further report that BOARD'S REPORT BOARD'S The Board of Directors of the Company is duly constituted with proper balance of Non-Executive Directors and Independent Directors as on 31st March, 2015. The changes in the composition of the Board of Directors that took place during the period under review were carried out in compliance with the provisions of the Act. Adequate notice for the Board/Committee Meetings was given at least seven days in advance to the directors for holding the Board Meetings during the year. Agenda and detailed notes on agenda were sent in advance, and a system exists for seeking and obtaining further information and clari cations on the agenda items before the meeting and for meaningful participation at the meeting. Decisions at the Board Meetings, as represented by the management, were taken unanimously. We further report that as represented by the Company and relied upon by us there are adequate systems and processes in the Company commensurate with the size and operations of the Company to monitor and ensure compliance with applicable laws, rules, regulations and guidelines. We further report that during the audit period there were no major events which had bearing on the Company’s a airs in pursuance of the above referred laws, rules, regulations, guidelines etc. For Parikh & Associates Mitesh Dhabliwala Partner FINANCIALS Place: Mumbai ACS: 24539 Date: 11th May 2015 CP: 9511 This Report is to be read with our letter of even date which is annexed as Annexure A and Forms an integral part of this report.
Board's Report | 31 Maithon Power Limited
Forming part of Annexure 'F’ Annexure 'A’ To, The Members Maithon Power Limited Our report of even date is to be read along with this letter. 1. Maintenance of Secretarial record is the responsibility of the management of the Company. Our responsibility is to express an opinion on these secretarial records based on our audit. 2. We have followed the audit practices and process as were appropriate to obtain reasonable assurance about the correctness of the contents of the Secretarial records. The verification was done on test basis to ensure that correct facts are reflected in Secretarial records. We believe that the process and practices, we followed provide a reasonable basis for our opinion. 3. We have not veri ed the correctness and appropriateness of nancial records and Books of Accounts of the Company. 4. Where ever required, we have obtained the Management representation about the Compliance of laws, rules and regulations and happening of events etc. 5. The Compliance of the provisions of Corporate and other applicable laws, rules, regulations, standards is the responsibility of management. Our examination was limited to the veri cation of procedure on test basis. 6. The Secretarial Audit report is neither an assurance as to the future viability of the Company nor of the e cacy or e ectiveness with which the management has conducted the a airs of the Company.
For Parikh & Associates Mitesh Dhabliwala Partner Place: Mumbai ACS: 24539 Date: 11th May 2015 CP: 9511
32 | Board's Report 15th Annual Report 2014-2015
Annexure 'G‘ Form No. MGT-9 EXTRACT OF ANNUAL RETURN as on the nancial year ended on 31st March 2015 [Pursuant to Section 92(3) of the Companies Act, 2013 and Rule 12(1) of the Companies (Management and Administration) Rules, 2014] I. REGISTRATION AND OTHER DETAILS: i) CIN U74899DL2000PLC106999 ii) Registration Date 26th July 2000 iii) Name of the Company Maithon Power Limited
iv) Category/Sub-Category of the Company Company having Share Capital NOTICE v) Address of the Registered O ce and contact details C/o. The Tata Power Company Limited, Room 9, 10th Floor, Tower One, Jeevan Bharti Building, Connaught Circus, New Delhi - 110 001 vi) Whether listed company No vii) Name, Address and Contact details of Registrar and Transfer Agent, if any - II. PRINCIPAL BUSINESS ACTIVITIES OF THE COMPANY All the business activities contributing 10% or more of the total turnover of the Company shall be stated
Sl. Name and Description of main products / NIC Code of the Product/service % to total turnover of the Company No. services 1. Generation of Electricity 35102 100% III. PARTICULARS OF HOLDING, SUBSIDIARY AND ASSOCIATE COMPANIES
sl. Name and Address of the CIN/GLN Holding/ Subsidiary/ % of shares held Applicable No. Company Associate Section 1. The Tata Power Company Limited L28920MH1919PLC000567 Holding 74.00 2(46)
IV. SHAREHOLDING PATTERN (Equity Share Capital Breakup as percentage of Total Equity) REPORT BOARD'S i) Category-wise Share Holding
Category of Shareholders No. of Shares held at the beginning of the No. of Shares held at the end of the year % year Change during the year Demat Physical Total % of Demat Physical Total % of Total Total Shares Shares A. Promoters (1) Indian a) Individual/HUF ------b) Central Govt - 392318609 392318609 26.00 - 392318609 392318609 26.00 - c) State Govt(s) ------d) Bodies Corp - 1116599120 1116599120 74.00 - 1116599120 1116599120 74.00 - FINANCIALS e) Banks / FI ------f) Any Other… ------Sub-total (A)(1): - 1508917729 1508917729 100.00 - 1508917729 1508917729 100.00 -
Board's Report | 33 Maithon Power Limited
(2) Foreign a) NRIs - Individuals ------b) Other - Individuals ------c) Bodies Corp. ------d) Banks/FI ------e) Any Other… ------Sub-total (A)(2): ------Total shareholding of - 1508917729 1508917729 100.00 - 1508917729 1508917729 100.00 - Promoter (A)= (A)(1) + (A)(2) B. Public Shareholding 1. Institutions ------a) Mutual Funds ------b) Banks/FI ------c) Central Govt. ------d) State Govt(s). ------e) Venture Capital Funds ------f) Insurance Companies ------g) FIIs ------h) Foreign Venture ------Capital Funds i) Other (specify) ------Sub-total (B)(1): ------2. Non-Institutions a) Bodies Corp. ------i) Indian ------ii) Overseas ------b) Individuals ------i) Individual ------shareholders holding nominal share capital upto ` 1 lakh ii) Individual ------shareholders holding nominal share capital in excess ` 1 lakh c) Others (specify) ------Sub-total (B)(2): ------Total Public Shareholding ------(B)= (B)(1) + (B)(2) C. Shares held by ------Custodian for GDRs & ADRs Grand Total (A + B + C) - 1508917729 1508917729 100.00 - 1508917729 1508917729 100.00 -
34 | Board's Report 15th Annual Report 2014-2015
(ii) Shareholding of Promoters
Sl Shareholder’s Name Shareholding at the beginning Shareholding at the end % change in No. of the year of the year shareholding No. of % of total % of Shares No. of % of total % of Shares during the shares Shares Pledged/ shares Shares Pledged/ year of the encumbered of the encumbered Company to total Company to total shares shares 1. The Tata Power Company Limited 1116599120 74.00 - 1116599120 74.00 - -
2. Damodar Valley Corporation 392318609 26.00 - 392318609 26.00 - - NOTICE Total 1508917729 100.00 - 1508917729 100.00 - - (iii) Change in Promoters’ Shareholding (please specify, if there is no change)
Sl. Shareholding at the beginning Cumulative Shareholding No. of the year during the year No. of % of total shares No. of % of total shares shares of the Company shares of the Company At the beginning of the year 1508917729 100.00 1508917729 100.00 Date wise increase/decrease in Promoters Shareholding - - - - during the year specifying the reasons for increase/decrease (e.g. allotment / transfer / bonus /sweat equity, etc.): At the end of the year 1508917729 100.00 1508917729 100.00 (iv) Shareholding Pattern of top ten Shareholders (other than Directors, Promoters and Holders of GDRs and ADRs):
Sl. Shareholding at the beginning Cumulative Shareholding No. of the year during the year For Each of the Top 10 shareholders No. of % of total shares No. of % of total shares shares of the Company shares of the Company
At the beginning of the year - - - - REPORT BOARD'S Date wise increase/decrease in Shareholding during the - - - - year specifying the reasons for increase/decrease (e.g. allotment / transfer / bonus /sweat equity, etc.): At the end of the year (or on the date of separation, if - - - - separated during the year) (iv) Shareholding of Directors and Key Managerial Personnel:
Sl Shareholding at the beginning Cumulative Shareholding No. of the year during the year For Each of the Directors and KMP No. of % of total shares No. of % of total shares shares of the Company shares of the Company At the beginning of the year - - - - Date wise increase/decrease in Shareholding during the year - - - - specifying the reasons for increase/decrease (e.g. allotment / transfer / bonus /sweat equity, etc.): At the end of the year - - - - FINANCIALS
Board's Report | 35 Maithon Power Limited
V. Indebtedness Indebtedness of the Company including interest outstanding/accrued but not due for payment (` crore) Secured Loans Unsecured Deposits Total excluding Loans Indebtedness deposits Indebtedness at the beginning of the nancial year i) Principal Amount 2,914.22 123.50 - 3,037.72 ii) Interest due but not paid 12.37 - - 12.37 iii) Interest accrued but not due - 26.63 - 26.63 Total (i + ii + iii) 2,926.59 150.13 - 3,076.72 Change in indebtedness during the nancial year • Addition • Reduction 210.53 14.46 - 224.99 Net Change 210.53 14.46 - 224.99 Indebtedness at the end of the nancial year i) Principal Amount 2,704.02 123.50 - 2827.52 ii) Interest due but not paid - -- iii) Interest accrued but not due 12.04 12.17 - 24.21 Total (i + ii + iii) 2,716.06 135.67 2851.73 VI. Remuneration of Directors and Key Managerial Personnel A. Remuneration to Managing Director, Whole-time Directors and/or Manager: (` lakh) Sl. Particulars of Remuneration Name of MD/WTD/Manager Total No. Amount Mr. Ashok S. Sethi Mr. Bhaskar Sarkar (WTD) (Manager) 1 Gross salary (a) Salary as per provisions contained in section 17(1) of the Income 11.21 14.30 25.51 Tax Act, 1961 (b) Value of perquisites u/s 17(2) of the Income Tax Act, 1961 0.75 0.18 0.93 (c) Pro ts in lieu of salary under section 17(3) of Income Tax Act, 1961 2. Stock Option - - - 3. Sweat Equity - - - 4. Commission - - - - as % of pro t - other, specify… 5. Others, please specify - - - Total (A) 11.96 14.48 26.44 Ceiling as per the Act 2,637.98
36 | Board's Report 15th Annual Report 2014-2015
B. Remuneration to other directors:
Sl. Particulars of Remuneration Name of Directors Total Amount No. 1 Independent Directors - - - - - Fee for attending Board/Committee meetings - - - - - Commission - - - - - Others, please specify - - - - - Total (1) - - - - - 2 Other Non-Executive Directors - - - - - NOTICE Fee for attending Board/Committee meetings - - - - - Commission - - - - - Others, please specify - - - - - Total (2) - - - - - Total (B)=(1+2) - - - - - Total Managerial Remuneration - - - - - Overall Ceiling as per the Act - - - - - C. Remuneration to Key Managerial Personnel other than MD/Manager/WTD:
Sl. Particulars of Remuneration Key Managerial Personnel Total No. Mr. K. Chandrashekhar Mr. Pradip Roy (Chief Executive O cer) (CFO & Company Secretary) 1. Gross salary (a) Salary as per provisions contained in section 17(1) of the 56.06 40.61 96.67 Income Tax Act, 1961 (b) Value of perquisites u/s 17(2) of the Income Tax Act, 1961 - 6.57 6.57 (c) Pro ts in lieu of salary under Section 17(3) of Income Tax - --
Act, 1961 REPORT BOARD'S 2. Stock Option - -- 3. Sweat Equity - -- 4. Commission - -- - as % of pro t - other, specify… 5. Others, please specify - 11.66 - Total (A) 56.06 58.83 114.89 VII. PENALTIES / PUNISHMENT / COMPOUNDING OF OFFENCES: NIL
Type Section of the Brief Description Details of Penalty/ Authority Appeal made, if Companies Act Punishment/ [RD / NCLT/ any (give Details) Compounding fee COURT] imposed Penalty - - - - - Punishment - - - - - Compounding - - - - - FINANCIALS OTHER OFFICERS IN DEFAULT Penalty - - - - - Punishment - - - - - Compounding - - - - -
Board's Report | 37 Maithon Power Limited
INDEPENDENT AUDITOR’S REPORT TO THE MEMBERS OF MAITHON POWER LIMITED Report on the Financial Statements We have audited the accompanying nancial statements of MAITHON POWER LIMITED (“the Company”), which comprise the Balance Sheet as at 31 March, 2015, the Statement of Pro t and Loss, the Cash Flow Statement for the year then ended, and a summary of the signi cant accounting policies and other explanatory information. Management’s Responsibility for the Financial Statements The Company’s Board of Directors is responsible for the matters stated in Section 134(5) of the Companies Act, 2013 (“the Act”) with respect to the preparation of these nancial statements that give a true and fair view of the nancial position, nancial performance and cash ows of the Company in accordance with the accounting principles generally accepted in India, including the Accounting Standards speci ed under Section 133 of the Act, read with Rule 7 of the Companies (Accounts) Rules, 2014. This responsibility also includes maintenance of adequate accounting records in accordance with the provisions of the Act for safeguarding the assets of the Company and for preventing and detecting frauds and other irregularities; selection and application of appropriate accounting policies; making judgments and estimates that are reasonable and prudent; and design, implementation and maintenance of internal nancial controls, that were operating e ectively for ensuring the accuracy and completeness of the accounting records, relevant to the preparation and presentation of the nancial statements that give a true and fair view and are free from material misstatement, whether due to fraud or error. Auditor’s Responsibility Our responsibility is to express an opinion on these nancial statements based on our audit. We have taken into account the provisions of the Act, the accounting and auditing standards and matters which are required to be included in the audit report under the provisions of the Act and the Rules made thereunder. We conducted our audit in accordance with the Standards on Auditing speci ed under Section 143(10) of the Act. Those Standards require that we comply with ethical requirements and plan and perform the audit to obtain reasonable assurance about whether the nancial statements are free from material misstatement. An audit involves performing procedures to obtain audit evidence about the amounts and the disclosures in the nancial statements. The procedures selected depend on the auditor’s judgment, including the assessment of the risks of material misstatement of the nancial statements, whether due to fraud or error. In making those risk assessments, the auditor considers internal nancial control relevant to the Company’s preparation of the nancial statements that give a true and fair view in order to design audit procedures that are appropriate in the circumstances, but not for the purpose of expressing an opinion on whether the Company has in place an adequate internal nancial controls system over nancial reporting and the operating e ectiveness of such controls. An audit also includes evaluating the appropriateness of the accounting policies used and the reasonableness of the accounting estimates made by the Company’s Directors, as well as evaluating the overall presentation of the nancial statements. We believe that the audit evidence we have obtained is su cient and appropriate to provide a basis for our audit opinion on the nancial statements. Opinion In our opinion and to the best of our information and according to the explanations given to us, the aforesaid nancial statements give the information required by the Act in the manner so required and give a true and fair view in conformity with the accounting principles generally accepted in India, of the state of a airs of the Company as at 31 March, 2015, and its pro t and its cash ows for the year ended on that date. Report on Other Legal and Regulatory Requirements 1. As required by the Companies (Auditor’s Report) Order, 2015 (“the Order”) issued by the Central Government in terms of Section 143(11) of the Act, we give in the Annexure a statement on the matters speci ed in paragraphs 3 and 4 of the Order. 2. As required by Section 143(3) of the Act, we report that: a. We have sought and obtained all the information and explanations which to the best of our knowledge and belief were necessary for the purposes of our audit. b. In our opinion, proper books of account as required by law have been kept by the Company so far as it appears from our examination of those books.
38 | Financials 15th Annual Report 2014-2015
c. The Balance Sheet, the Statement of Pro t and Loss, and the Cash Flow Statement dealt with by this Report are in agreement with the books of account. d. In our opinion, the aforesaid nancial statements comply with the Accounting Standards speci ed under Section 133 of the Act, read with Rule 7 of the Companies (Accounts) Rules, 2014. e. On the basis of the written representations received from the directors as on 31 March, 2015 taken on record by the Board of Directors, none of the directors is disquali ed as on 31 March, 2015 from being appointed as a director in terms of Section 164(2) of the Act. f. With respect to the other matters to be included in the Auditor’s Report in accordance with Rule 11 of the Companies (Audit and Auditors) Rules, 2014, in our opinion and to the best of our information and according to the explanations given to us: NOTICE i. The Company has disclosed the impact of pending litigations on its nancial position in its nancial statements; ii. The Company did not have any long-term contracts including derivative contracts for which there were any material foreseeable losses. iii. There were no amounts which were required to be transferred to the Investor Education and Protection Fund by the Company.
For Deloitte Haskins & Sells Chartered Accountants (Firm’s Registration No. 015125N)
Alka Chadha Partner (Membership No. 93474)
Gurgaon, 11 May, 2015 BOARD'S REPORT BOARD'S FINANCIALS
Financials | 39 Maithon Power Limited
ANNEXURE TO THE INDEPENDENT AUDITORS’ REPORT (Referred to in paragraph 1 under ‘Report on Other Legal and Regulatory Requirements’ section of our report of even date) i. In respect of its xed assets: a. The Company has maintained proper records showing full particulars, including quantitative details and situation of xed assets. b. The Company has a program of veri cation of xed assets to cover all the items in a phased manner over a period of three years which, in our opinion, is reasonable having regard to the size of the Company and the nature of its assets. Pursuant to the program, certain xed assets were physically veri ed by the Management during the year. According to the information and explanations given to us no material discrepancies were noticed on such veri cation. ii. In respect of its inventories: a. As explained to us, the inventories were physically veri ed during the year by the Management at reasonable intervals. b. In our opinion and according to the information and explanations given to us, the procedures of physical veri cation of inventories followed by the Management were reasonable and adequate in relation to the size of the Company and the nature of its business. c. In our opinion and according to the information and explanations given to us, the Company has maintained proper records of its inventories and no material discrepancies were noticed on physical veri cation. iii. The Company has not granted any loans, secured or unsecured, to companies, rms or other parties covered in the Register maintained under Section 189 of the Companies Act, 2013. iv. In our opinion and according to the information and explanations given to us, having regard to the explanations that some of the items purchased are of special nature and suitable alternative sources are not readily available for obtaining comparable quotations, there is an adequate internal control system commensurate with the size of the Company and the nature of its business with regard to purchases of inventory and xed assets and for the sale of goods and services. During the course of our audit, we have not observed any major weaknesses in such internal control system. v. According to the information and explanations given to us, the Company has not accepted any deposit during the year. vi. We have broadly reviewed the cost records maintained by the Company pursuant to the Companies (Cost Records and Audit) Rules, 2014, as amended and Generation, Transmission, Distribution and Supply of electricity Cost Accounting Records Rules prescribed by the Central Government under sub-section (1) of Section 148 of the Companies Act, 2013 and are of the opinion that, prima facie, the prescribed cost records have been made and maintained. We have, however, not made a detailed examination of the cost records with a view to determine whether they are accurate or complete. vii. According to the information and explanations given to us in respect of statutory dues: a. The Company has generally been regular in depositing undisputed statutory dues, including Provident Fund, Income-tax, Sales Tax, Service Tax, Customs Duty, Value Added Tax, Cess and other material statutory dues applicable to it with the appropriate authorities. We are informed that the provisions of Employees’ State Insurance Act, 1948 are not applicable to the Company and that the operations of the Company during the year do not give rise to Wealth Tax and Excise Duty. b. There were no undisputed amounts payable in respect of Provident Fund, Income-tax, Sales Tax, Service Tax, Customs Duty, Value Added Tax, Cess and other material statutory dues in arrears as at 31 March, 2015 for a period of more than six months from the date they became payable. We are informed that the provisions of Employees’ State Insurance Act, 1948 are not applicable to the Company and that the operations of the Company during the year do not give rise to Wealth Tax and Excise Duty. c. There are no dues of Income-tax, Sales Tax, Service Tax, Customs Duty, Value Added Tax and Cess which have not been deposited as on 31 March, 2015 on account of disputes. We are informed that the Company’s operations do not give rise to Wealth tax and Excise duty. d. There are no amounts that are due to be transferred to the Investor Education and Protection Fund in accordance with the relevant provisions of the Companies Act, 1956 (1 of 1956) and Rules made thereunder. viii. The Company does not have accumulated losses at the end of the nancial year and the Company has not incurred cash losses during the nancial year covered by our audit and in the immediately preceding nancial year. 40 | Financials 15th Annual Report 2014-2015
ix. In our opinion and according to the information and explanations given to us, the Company has not defaulted in the repayment of dues to nancial institutions and banks. The Company has not issued any debentures. x. According to the information and explanations given to us, the Company has not given guarantees for loans taken by others from banks and nancial institutions. xi. In our opinion and according to the information and explanations given to us, the term loans have been applied by the Company during the year for the purposes for which they were obtained. xii. To the best of our knowledge and according to the information and explanations given to us, no fraud by the Company and no material fraud on the Company has been noticed or reported during the year. NOTICE
For Deloitte Haskins & Sells Chartered Accountants (Firm’s Registration No. 015125N)
Alka Chadha Partner (Membership No. 93474)
Gurgaon, 11 May, 2015 BOARD'S REPORT BOARD'S FINANCIALS
Financials | 41 Maithon Power Limited
Balance Sheet as at 31st March, 2015
As at As at Notes 31.03.2015 31.03.2014 ` Lacs ` Lacs
I. EQUITY AND LIABILITIES
1. Shareholders’ funds (a) Share capital ...... 3 150,891.77 150,891.77 (b) Reserves and surplus ...... 4 4,496.88 (16,554.43) 155,388.65 134,337.34 2. Non-current liabilities (a) Long-term borrowings ...... 5 263,938.59 284,957.82 (b) Other long-term liabilities ...... 6 411.11 251.52 (c) Long-term provisions ...... 7 272.82 212.09 264,622.52 285,421.43 3. Current liabilities (a) Short-term borrowings ...... 8 30,644.32 40,648.24 (b) Trade payables ...... 9 7,351.59 18,818.05 (c) Current maturities of long-term borrowings ...... 10 18,813.95 18,813.95 (d) Other current liabilities ...... 11 21,035.53 16,857.61 (e) Short-term provisions ...... 12 220.39 52.12 78,065.78 95,189.97 TOTAL ...... 498,076.95 514,948.74
II. ASSETS
1. Non-current assets (a) Fixed assets (i) Tangible assets ...... 13 395,489.74 390,397.90 (ii) Intangible assets ...... 14 7,257.23 3,697.56 (iii) Capital work-in-progress ...... 22,257.13 29,484.98 425,004.10 423,580.44 (b) Long-term loans and advances ...... 15 5,540.45 9,571.98 430,544.55 433,152.42 2. Current assets (a) Inventories ...... 16 12,527.27 22,626.76 (b) Trade receivables ...... 17 44,716.85 16,195.92 (c) Cash and cash equivalents ...... 18 1,207.50 3,491.21 (d) Short-term loans and advances ...... 19 3,213.37 13,333.93 (e) Other current assets ...... 20 5,867.41 26,148.50 67,532.40 81,796.32 TOTAL ...... 498,076.95 514,948.74 See accompanying notes forming part of the nancial statements 1-32
In terms of our report attached For and on behalf of the Board of Directors
For Deloitte Haskins & Sells Anil Sardana Sanjeev Kumar Seth Chartered Accountants Chairman Director
Alka Chadha Partner Ashok Sethi Pradip Roy Director Chief Financial O cer and Company Secretary
Gurgaon, 11th May, 2015 Mumbai, 11th May, 2015
42 | Financials 15th Annual Report 2014-2015
Statement of Pro t and Loss for the year ended 31st March, 2015
Year ended Year ended Notes 31.03.2015 31.03.2014 ` Lacs ` Lacs 1. Revenue from operations (net) ...... 21 231,770.88 233,820.17 2. Other income ...... 22 105.42 4,080.07 3. Total revenue (1+2) ...... 231,876.30 237,900.24 4. Expenses ...... (a) Cost of fuel ...... 117,618.18 131,355.06
(b) Cost of power purchased ...... 448.98 712.96 NOTICE (c) Employee bene ts expenses ...... 23 3,528.63 3,198.85 (d) Finance costs ...... 24 34,618.88 42,836.90 (e) Depreciation and amortisation expenses ...... 25 23,065.21 22,381.79 (f) Other expenses ...... 26 26,216.60 27,116.74 Total expenses ...... 205,496.48 227,602.30 5. Pro t before tax (3-4) ...... 26,379.82 10,297.94 6. Tax expenses ...... Current tax ...... 5,328.51 - Total tax expense ...... 5,328.51 - 7. Pro t after tax (5-6) ...... 21,051.31 10,297.94 8. Earnings per equity share [face value of share ` 10 each] ...... 28.4 Basic and Diluted (`) ...... 1.40 0.71 See accompanying notes forming part of the nancial statements 1-32 BOARD'S REPORT BOARD'S
In terms of our report attached For and on behalf of the Board of Directors
For Deloitte Haskins & Sells Anil Sardana Sanjeev Kumar Seth Chartered Accountants Chairman Director FINANCIALS
Alka Chadha Partner Ashok Sethi Pradip Roy Director Chief Financial O cer and Company Secretary
Gurgaon, 11th May, 2015 Mumbai, 11th May, 2015
Financials | 43 Maithon Power Limited
Cash Flow Statement for the year ended 31st March, 2015
Notes Year ended Year ended 31.03.2015 31.03.2014 ` Lacs ` Lacs A. Cash ow from operating activities ...... Pro t before tax ...... 26,379.82 10,297.94 Adjustments for: Depreciation and amortisation expense ...... 23,065.21 22,381.79 Finance costs ...... 34,618.88 42,836.90 Excess provision written back ...... – (700.00) Loss on sale/retirement of assets (net) ...... 8.42 150.32 Pro t on sale of current investments ...... (71.16) – Interest income ...... (16.46) (292.42) Operating pro t before working capital changes ...... 83,984.71 74,674.53 Changes in working capital: Adjustments for increase/(decrease) in operating assets: Inventories ...... 10,099.49 (11,150.70) Trade receivables ...... (28,520.93) (5,674.16) Short-term loans and advances ...... 10,120.56 (5,904.40) Other current assets ...... 20,281.09 (7,918.78) Long-term loans and advances ...... 0.70 – Adjustments for increase/(decrease) in operating liabilities: Trade payables ...... (11,466.46) 9,635.65 Other current liabilities ...... 10,409.61 (70.81) Short-term provisions ...... 168.27 30.55 Long-term provisions...... 60.73 (192.40) Cash generated from operations ...... 95,137.77 53,429.48 Income tax paid ...... (4,902.88) (104.64) Net cash ow from operating activities (A) ...... 90,234.89 53,324.84 B. Cash ow from investing activities Capital expenditure on xed assets (including capital advances) ...... (28,439.19) (34,058.48) Proceeds from sale of xed assets ...... 2,954.77 28.83 Purchase of current investments ...... (36,197.53) – Proceeds from sale of current investments ...... 36,268.69 – Interest received ...... 16.46 292.42 Net cash ow used in investing activities (B) ...... (25,396.80) (33,737.23) C. Cash ow from nancing activities Proceeds from issue of equity shares ...... – 7,400.00 Proceeds from long-term borrowings ...... – 311,133.99 Proceeds from short-term borrowings - Commercial paper ...... 2,500.00 5,000.00 Repayment of other short-term borrowings ...... (12,503.92) 13,805.66 Repayment of long-term borrowings ...... (21,019.23) (311,329.91) Finance costs paid ...... (36,098.65) (42,916.36) Net cash ow used in nancing activities (C) ...... (67,121.80) (16,906.62) D. Net (decrease)/increase in cash and cash equivalents (A + B + C) ...... (2,283.71) 2,680.99 E. Cash and cash equivalents at the beginning of the year ...... 3,491.21 810.22 F. Cash and cash equivalents at the end of the year ...... 1,207.50 3,491.21 (See Note 18) See accompanying notes forming part of the nancial statements 1-32
In terms of our report attached For and on behalf of the Board of Directors
For Deloitte Haskins & Sells Anil Sardana Sanjeev Kumar Seth Chartered Accountants Chairman Director
Alka Chadha Partner Ashok Sethi Pradip Roy Director Chief Financial O cer and Company Secretary
Gurgaon, 11th May, 2015 Mumbai, 11th May, 2015 44 | Financials 15th Annual Report 2014-2015
Notes forming part of the Financial Statements Note 1: Background Maithon Power Limited (‘the Company’), has been set up pusuant to an agreement entered into between The Tata Power Company Limited (TPCL) and Damodar Valley Corporation (DVC) with 74% and 26% shareholding respectively, to operate and maintain Electric power generating stations based on conventional / non-conventional resources, tie-lines, sub-stations and transmission lines connected therewith (referred to as ‘the Project’). The Company has set up a thermal power generation plant (comprising of two units of 525 MW each namely ‘Unit I and Unit II’) at Maithon, Jharkhand with a total capacity of 1050 MW. Unit I and Unit II of the project were commissioned on 1 September, 2011 and 24 July, 2012 respectively. Note 2: Signi cant accounting policies a. Basis of accounting NOTICE The nancial statements of the Company have been prepared in accordance with the Generally Accepted Accounting Principles in India (Indian GAAP) to comply with the Accounting Standards Speci ed under Section 133 of the Companies Act, 2013, read with Rule 7 of the Companies (Accounts) Rules 2014 and the relevant provisions of the Companies Act, 2013 (“the 2013 Act”)/Companies Act, 1956 (“the 1956 Act”), as applicable. The nancial statements have been prepared on accrual basis under the historical cost convention. The accounting policies adopted in the preparation of the nancial statements are consistent with those followed in the previous year. b. Use of estimates The preparation of the nancial statements in conformity with Indian GAAP requires the Management to make estimates and assumptions considered in the reported amounts of assets and liabilities (including contingent liabilities) and the reported income and expenses during the year. The Management believes that the estimates used in preparation of the nancial statements are prudent and reasonable. Future results could di er due to these estimates and the di erences between the actual results and the estimates are recognised in the periods in which the results are known/materialise. c. Inventories Inventories comprises fuel, stores and spares parts, consumable supplies and loose tools and are valued at cost, net of provision for diminution in their value, if any. Cost is determined on weighted average cost basis. d. Cash and cash equivalents (for purposes of Cash Flow Statement) Cash comprises cash on hand and demand deposits with banks. Cash equivalents are short-term balances (with an original maturity of three months or less from the date of acquisition), highly liquid investments that are readily convertible into known amounts of REPORT BOARD'S cash and which are subject to insigni cant risk of changes in value. e. Cash ow statement Cash ows are reported using the indirect method, whereby pro t/(loss) before extraordinary items and tax is adjusted for the e ects of transactions of non-cash nature and any deferrals or accruals of past or future cash receipts or payments. The cash ows from operating, investing and nancing activities of the Company are segregated based on the available information. f. Depreciation and amortisation Depreciable amount for assets is the cost of an asset, or other amount substituted for cost, less its estimated residual value. Depreciation on tangible xed assets in respect of Buildings and Plant and Machinery - others is provided at the rate as well as methodology noti ed by the Central Electricity Regulatory Commission (Terms and Conditions of Tari ) Regulations, 2014 in accordance with the provision of Schedule II of the Companies Act, 2013. Depreciation on other tangible xed assets has been provided on the straight-line method as per the useful life prescribed in Schedule II to the Companies Act, 2013 except in respect of the Vehicles whose estimated useful life is assessed as 5 years based on technical advice, taking into account the nature of the asset, the estimated usage of the asset, the operating conditions of the asset, etc.
Assets costing upto ` 5,000 individually have been fully depreciated in the year of purchase. FINANCIALS Intangible assets are amortised over their estimated useful life on straight line method or 5 years, whichever is lower. The estimated useful life of the intangible assets and the amortisation period are reviewed at the end of each nancial year and the amortisation period is revised to re ect the changed pattern, if any.
Financials | 45 Maithon Power Limited
Notes forming part of the Financial Statements g. Revenue Recognition Revenue from power supply is accounted for on the basis of billing to customers and includes unbilled revenues accrued upto the end of the year which is accounted on the basis of terms stated in the Power Purchase Agreements entered with the customers. The Company determines surplus/de cit (i.e. excess/shortfall of/in tari ) for the year in respect of its long term power purchase agreements based on the principles laid down under the Central Electricity Regulatory Commission (Terms and Conditions of Tari ) Regulation, 2014 noti ed by Central Electricity Regulatory Commission (CERC) and on the basis of the Tari Order issued by it. In respect of such surplus/de cit, appropriate adjustments as stipulated under the regulations are made during the year. Further, any adjustments that may arise on nal tari approval by CERC under the aforesaid Tari regulations are made after the completion of such tari approval. Revenue from sale of cenosphere is accounted on transfer of signi cant risks and reward of ownership to the customers. h. Other income Interest income is accounted on accrual basis. i. Tangible assets Fixed assets are carried at cost less accumulated depreciation and impairment losses, if any. The cost of xed assets includes interest on borrowings attributable to acquisition of qualifying xed assets up to the date the asset is ready for its intended use and other incidental expenses incurred up to that date. Exchange di erences arising on restatement/settlement of long-term foreign currency borrowings relating to acquisition of depreciable xed assets are adjusted to the cost of the respective assets and depreciated over the remaining useful life of such assets. Subsequent expenditure relating to xed assets is capitalised only if such expenditure results in an increase in the future bene ts from such asset beyond its previously assessed standard of performance. Fixed assets retired from active use and held for sale are stated at the lower of their net book value and net realisable value and are disclosed separately in the Balance Sheet. Capital work-in-progress: Projects under which assets are not ready for their intended use and other capital work-in-progress are carried at cost, comprising direct cost, related incidental expenses and attributable borrowing cost. j. Intangible assets Intangible assets are carried at cost less accumulated amortisation and impairment losses, if any. The cost of an intangible asset comprises its purchase price, including any import duties and other taxes (other than those subsequently recoverable from the taxing authorities), and any directly attributable expenditure on making the asset ready for its intended use and net of any trade discounts and rebates. Subsequent expenditure on an intangible asset after its purchase / completion is recognised as an expense when incurred unless it is probable that such expenditure will enable the asset to generate future economic bene ts in excess of its originally assessed standards of performance and such expenditure can be measured and attributed to the asset reliably, in which case such expenditure is added to the cost of the asset. k. Foreign exchange transactions Initial recognition: Transactions in foreign currencies entered into by the Company are accounted at the exchange rates prevailing on the date of the transaction or at rates that closely approximate the rate at the date of the transaction. Measurement of foreign currency monetary items at the Balance Sheet date: Foreign currency monetary items of the Company outstanding at the Balance Sheet date are restated at the year-end rates. Treatment of exchange di erences: Exchange di erences arising on settlement/restatement of short-term foreign currency monetary assets and liabilities of the Company are recognised as income or expense in the Statement of pro t and loss. Accounting of forward contracts: Premium/discount on forward exchange contracts, which are not intended for trading or speculation purposes, are amortised over the period of the contracts if such contracts relate to monetary items as at the Balance Sheet date. Any pro t or loss arising on cancellation or renewal of such a forward exchange contract is recognized as income or as expenses in the period in which such cancellation or renewal is made. 46 | Financials 15th Annual Report 2014-2015
Notes forming part of the Financial Statements l. Investments Long-term investments are stated at cost, less provision for other than temporary diminution in the carrying value of each investment. Current investments comprising investments in mutual funds are stated at the lower of cost and fair value, determined on a portfolio basis. Cost of investments include acquisition charges such as brokerage, fees and fair value. m. Employee bene ts Employee bene ts include provident fund, superannuation fund, gratuity fund and compensated absences. De ned contribution plans The Company’s contribution to provident fund and superannuation fund are considered as de ned contribution plans and are charged as an expense based on the amount of contribution required to be made. NOTICE De ned bene t plan: The Company’s gratuity plan is de ned bene t plan. The cost of providing bene ts is determined using the Projected Unit Credit method, with actuarial valuations being carried out at each Balance Sheet date. Actuarial gains and losses are recognised in the Statement of Pro t and Loss in the period in which they occur. Past service cost is recognised immediately to the extent that the bene ts are already vested and otherwise is amortised on a straight-line basis over the average period until the bene ts become vested. The retirement bene t obligation recognised in the Balance Sheet represents the present value of the de ned bene t obligation as adjusted for unrecognised past service cost, as reduced by the fair value of scheme assets. Any asset resulting from this calculation is limited to past service cost, plus the present value of available refunds and reductions in future contributions to the schemes. Short-term employee bene ts: The undiscounted amount of short-term employee bene ts expected to be paid in exchange for the services rendered by employees are recognised during the year when the employees render the service. These bene ts include performance incentive and compensated absences which are expected to occur within twelve months after the end of the period in which the employee renders the related service. The cost of such compensated absences is accounted as under: i. in case of accumulated compensated absences, when employees render the services that increase their entitlement of future compensated absences; and
ii. in case of non-accumulating compensated absences, when the absences occur. REPORT BOARD'S Long-term employee bene ts: Compensated absences which are not expected to occur within twelve months after the end of the period in which the employee renders the related service are recognised as a liability at the present value of the de ned bene t obligation as at the Balance Sheet date less the fair value of the plan assets, if any out of which the obligations are expected to be settled. n. Borrowing Costs Borrowing costs include interest, amortisation of ancillary costs incurred and exchange di erences arising from foreign currency borrowings to the extent they are regarded as an adjustment to the interest cost. Costs in connection with the borrowing of funds to the extent not directly related to the acquisition of qualifying assets are charged to the Statement of Pro t and Loss over the tenure of the loan. Borrowing costs, allocated to and utilised for qualifying assets, pertaining to the period from commencement of activities relating to construction / development of the qualifying asset upto the date of capitalisation of such asset is added to the cost of the assets. Capitalisation of borrowing costs is suspended and charged to the Statement of Pro t and Loss during extended periods when active development activity on the qualifying assets is interrupted. o. Leases Assets leased by the Company in its capacity as lessee where substantially all the risks and rewards of ownership vest in the Company FINANCIALS are classi ed as nance leases. Such leases are capitalised at the inception of the lease at the lower of the fair value and the present value of the minimum lease payments and a liability is created for an equivalent amount. Each lease rental paid is allocated between the liability and the interest cost so as to obtain a constant periodic rate of interest on the outstanding liability for each year. Lease arrangements where the risks and rewards incidental to ownership of an asset substantially vest with the lessor are recognised as operating leases. Lease rentals under operating leases are recognised in the Statement of Pro t and Loss on a straight-line basis.
Financials | 47 Maithon Power Limited
Notes forming part of the Financial Statements p. Earnings per Share Basic earnings per share is computed by dividing the pro t/(loss) after tax by the weighted average number of equity shares outstanding during the year. Diluted earnings per share is computed by dividing the pro t/(loss) after tax as adjusted for dividend, interest and other charges to expense or income relating to the dilutive potential equity shares, by the weighted average number of equity shares considered for deriving basic earnings per share and the weighted average number of equity shares which could have been issued on the conversion of all dilutive potential equity shares. Potential equity shares are deemed to be dilutive only if their conversion to equity shares would decrease the net pro t per share from continuing ordinary operations. Potential dilutive equity shares are deemed to be converted as at the beginning of the period, unless they have been issued at a later date. The dilutive potential equity shares are adjusted for the proceeds receivable had the shares been actually issued at fair value (i.e. average market value of the outstanding shares). Dilutive potential equity shares are determined independently for each period presented. The number of equity shares and potentially dilutive equity shares are adjusted for share splits / reverse share splits and bonus shares, as appropriate. q. Taxes on income Current tax is the amount of tax payable on the taxable income for the year as determined in accordance with the applicable tax rates and the provisions of the Income Tax Act, 1961 and other applicable tax laws. Minimum Alternate Tax (MAT) paid in accordance with the tax laws, which gives future economic bene ts in the form of adjustment to future income tax liability, is considered as an asset if there is convincing evidence that the Company will pay normal income tax. Accordingly, MAT is recognised as an asset in the Balance Sheet when it is probable that future economic bene t associated with it will ow to the Company. Deferred tax is recognised on timing di erences, being the di erences between the taxable income and the accounting income that originate in one period and are capable of reversal in one or more subsequent periods. Deferred tax is measured using the tax rates and the tax laws enacted or substantially enacted as at the reporting date. Deferred tax liabilities are recognised for all timing di erences. Deferred tax assets in respect of unabsorbed depreciation and carry forward of losses and items relating to capital losses, deferred tax assets are recognised only if there is virtual certainty supported by convincing evidence that there will be su cient future taxable income available to realise such assets. Deferred tax assets are recognised for timing di erences of other items only to the extent that reasonable certainty exists that su cient future taxable income will be available against which these can be realized. Deferred tax assets and liabilities are o set if such items relate to taxes on income levied by the same governing tax laws and the Company has a legally enforceable right for such set o . Deferred tax assets are reviewed at each Balance Sheet date for their realisability. r. Impairment of assets The carrying values of assets/cash generating units at each Balance Sheet date are reviewed for impairment. If any indication of impairment exists, the recoverable amount of such assets is estimated and impairment is recognised, if the carrying amount of these assets exceeds their recoverable amount. The recoverable amount is the greater of the net selling price and their value in use. Value in use is arrived at by discounting the future cash ows to their present value based on an appropriate discount factor. When there is indication that an impairment loss recognised for an asset in earlier accounting periods no longer exists or may have decreased, such reversal of impairment loss is recognised in the Statement of Pro t and Loss, except in case of revalued assets. s. Provisions and contingencies A provision is recognised when the Company has a present obligation as a result of past events and it is probable that an out ow of resources will be required to settle the obligation in respect of which a reliable estimate can be made. Provisions (excluding retirement bene ts) are not discounted to their present value and are determined based on the best estimate required to settle the obligation at the Balance Sheet date. These are reviewed at each Balance Sheet date and adjusted to re ect the current best estimates. Contingent liabilities are disclosed in the Notes. t. Operating Cycle Based on the nature of products/activities of the Company and the normal time between acquisition of assets and their realisation in cash or cash equivalents, the Company has determined its operating cycle as 12 months for the purpose of classi cation of its assets and liabilities as current and non-current.
48 | Financials 15th Annual Report 2014-2015
Notes forming part of the Financial Statements
Note : 3 Share Capital As at 31.03.2015 As at 31.03.2014 Number ` Lacs Number ` Lacs i. Authorised Equity shares of ` 10/- each with voting rights ...... 2,000,000,000 200,000.00 2,000,000,000 200,000.00 ii. Issued, subscribed and fully paid up shares Equity shares of ` 10/- each fully paid with voting rights ...... 1,508,917,729 150,891.77 1,508,917,729 150,891.77 1,508,917,729 150,891.77 1,508,917,729 150,891.77
(a) Reconciliation of the number and amount of equity shares outstanding at the beginning and at the end of the year. NOTICE
As at 31.03.2015 As at 31.03.2014 Number ` Lacs Number ` Lacs At the beginning of the year ...... 1,508,917,729 150,891.77 1,434,917,729 143,491.77 Issued during the year ...... - - 74,000,000 7,400.00 Outstanding at the end of the year ...... 1,508,917,729 150,891.77 1,508,917,729 150,891.77 (b) Rights, preferences and restrictions attached to equity shares The Company has only one class of equity shares having a par value of ` 10 per share. Each holder of equity shares is entitled to one vote per share and is entitled for dividend approved in the Annual General Meeting. (c) Shares held by the holding Company
As at As at 31.03.2015 31.03.2014 Number Number The Tata Power Company Limited (the holding Company) ...... 1,116,599,120 1,116,599,120
(d) Details of shares held by each shareholder holding more than 5% shares As at 31.03.2015 As at 31.03.2014 REPORT BOARD'S Number % holding Number % holding Equity shares of ` 10 each fully paid with voting rights The Tata Power Company Limited (the holding Company) ...... 1,116,599,120 74% 1,116,599,120 74% Damodar Valley Corporation ...... 392,318,609 26% 392,318,609 26%
Note 4 : Reserves and surplus
As at As at 31.03.2015 31.03.2014 ` Lacs ` Lacs Surplus/(De cit) in the Statement of Pro t and Loss Opening balance ...... (16,554.43) (26,852.37) Add: Pro t for the year ...... 21,051.31 10,297.94 Net surplus/(de cit) in the Statement of Pro t and Loss ...... 4,496.88 (16,554.43) FINANCIALS
Financials | 49 Maithon Power Limited
Notes forming part of the Financial Statements Note 5 : Long-term borrowings As at As at 31.03.2015 31.03.2014 ` Lacs ` Lacs i. Term Loans From banks (secured) (see note I below) (a) Allahabad Bank ...... 13,872.16 14,908.98 (b) Central Bank of India ...... 17,339.95 18,635.97 (c) Dena Bank ...... 11,097.73 11,927.18 (d) The Jammu & Kashmir Bank Limited ...... 13,872.16 14,908.98 (e) State Bank of India ...... 117,892.50 128,918.89 (f) State Bank of Mysore ...... 10,403.37 11,180.98 (g) Tamilnadu Mercantile Bank Limited ...... 11,277.40 12,120.33 (h) State Bank of Bikaner & Jaipur ...... 6,935.58 7,453.99 (i) Punjab National Bank ...... 17,339.95 18,635.97 (j) Union Bank of India ...... 10,403.37 11,180.98 (k) Corporation Bank ...... 5,548.86 5,963.59 (l) HDFC Bank Ltd...... 8,669.98 9,317.99 244,653.01 265,153.83 From others - nancial institution (secured) (see note I below) L&T Infrastructure Finance Company Limited ...... 6,935.58 7,453.99
ii. Loan from holding Company (see note 28.3 and II below) Unsecured ...... 12,350.00 12,350.00 263,938.59 284,957.82
I. Term loans from banks and nancial institution (a) Security A. The Company had entered into a ‘Common Loan Agreement’ (CLA) on 4 February, 2008 with a consortium of 16 scheduled commercial banks, State Bank of India being the Lead banker. The total sanctioned amount as per CLA was ` 311,500.00 lacs. Further, the Company had entered into an additional loan agreement with the lenders for an amount of ` 59,900.00 lacs. The Company had drawn an aggregate amount of ` 342,109.00 lacs in respect of the above and repaid ` 48,192.02 lacs upto 2 March, 2014. The balance amount of ` 293,916.98 lacs was pre-paid on 3 March, 2014 from the proceeds of Term Loan-I as referred to in paragraph ‘B’ below. B. On 26 February, 2014 the Company entered into a ‘Common Loan agreement’ (CLA) with a consortium of 12 banks and 1 nancial institution, State Bank of India being the Lead banker. The total sanctioned amount as per the CLA is ` 362,760.00 lacs divided into 3 tranches of Term Loan-I, Term Loan-II and Term Loan-III of ` 323,040.00 lacs, ` 12,350.00 lacs and ` 27,370.00.00 lacs respectively. The Company had drawn an amount of ` 293,920.00 lacs (31 March, 2014 ` 293,920.00 lacs) and repaid ` 23,517.46 lacs upto 31 March, 2015 (31 March, 2014 ` 2,498.23 lacs) in respect of ‘Term Loan I’. Balance outstanding as at 31 March, 2015 is ` 270,402.54 lacs (31 March, 2014 ` 291,421.77 lacs) of which ` 18,813.95 (31 March, 2014 ` 18,813.95 lacs) pertains to current maturities of long-term borrowings (see note 10). In terms of CLA, the above terms loans drawn are secured by: i. A rst mortgage and charge over all the immovable properties (whether freehold or leasehold) pertaining to the Project (save and except - (i) the Forest Land; (ii) the land measuring 14,000 (fourteen thousand) square meters acquired by the borrower from DVC on lease basis for construction of sta quarters; and (iii) the Railway Land), both present and future; rst mortgage and charge over all the immovable properties pertaining to the project, both present and future; 50 | Financials 15th Annual Report 2014-2015
Notes forming part of the Financial Statements ii. A rst charge on all the borrower’s tangible movable assets pertaining to the Project, including movable equipment, plant and machinery, machinery spares, tools and accessories, furniture, xtures, vehicles and all other movable assets, both present and future; iii. A rst charge on all of the borrower’s bank accounts pertaining to the Project including but not limited to Trust and Retention Account(s) and all funds from time to time deposited therein and all authorised investments and each of the other accounts required to be established by the borrower under any Project documents; iv. A rst charge over all current assets of the borrower including book debts, operating cash ows, receivables, commissions, revenues of whatsoever nature and wherever arising, intangibles, goodwill, uncalled capital of the borrower, both present and future;
v. A rst charge on all intangibles of the borrower including but not limited to goodwill, rights, undertakings and NOTICE uncalled capital, present and future; vi. An assignment by way of security: a. Of the right, title, interest, bene ts, claims and demands whatsoever of the borrower in, to and under the Project Documents and other contracts pertaining to the Project, both present and future, including but not limited to o -take agreements, duly acknowledged and consented to by the relevant counter-parties to such Project Documents to the extent not expressly provided in each such Project Document, all as amended, varied or supplemented from time to time; b. Of the right, title and interest bene ts, claims and demands whatsoever of the Borrower in, to and under all the Approvals and Insurance Contract, both present and future; and c. Of the right, title and interest, claims and demands whatsoever of the Borrower in, to and under any letter of credit, guarantee including contractor guarantees and liquidated damages and performance bond and any other security provided by any counter party to the Project Documents. (b) Interest Interest rate shall be calculated at a sum of the base rate of State Bank of India prevailing on 3 March every year plus 100 basis points. The spread shall remain constant between any 2 (two) Interest Reset Dates. However, the Base Rate shall be oating. (c) Repayment terms BOARD'S REPORT BOARD'S Repayment of Term Loan-I The repayment schedule of outstanding balance of loan as at 31 March, 2015 is as under:
Period Number of installments Amount of installments Total Amount (` Lacs) (` Lacs) 1 July, 2015 to 1 October, 2020 22 (quarterly installments) 4,703.49 103,476.75 1 January, 2021 1 95,930.49 95,930.49 1 April, 2021 1 2,422.49 2,422.49 1 July, 2021 1 66,934.65 66,934.65 1 October, 2021 1 1,638.16 1,638.16 270,402.54 II. Loan from holding Company (a) Interest Interest rate shall be calculated at a sum of the base rate of State Bank of India prevailing on 3 March every year plus 95 basis
points ( 31 March, 2014: 95 basis points). FINANCIALS (b) Repayment terms The loan was repayable subject to obtaining approval of the project cost from the promoter as per Common Loan Agreement (‘CLA’) with banks and nancial institution. The said conditions under the CLA is yet to be complied with.
Financials | 51 Maithon Power Limited
Notes forming part of the Financial Statements
As at As at 31.03.2015 31.03.2014 ` Lacs ` Lacs Note 6 : Other long-term liabilities Retention money against capital expenditure ...... 411.11 251.52
Note 7 : Long-term provisions Provision for employee bene ts i. Provision for compensated absences ...... 272.82 203.23 ii Others ...... - 8.86 272.82 212.09 Note 8: Short-term borrowings From banks (a) Secured - Cash credit ...... 23,144.32 35,648.24 (b) Unsecured - Commercial paper ...... 7,500.00 5,000.00 30,644.32 40,648.24 Security The Company has entered into ‘Working Capital Facility Agreement’ with State Bank of India, The Jammu & Kashmir Bank Limited and Allahabad Bank for availing Cash credit facility which is secured by way of rst pari-pasu charge on movable and immovable assets of the Company present and future, with other term loan and working capital lenders.
Note 9: Trade payables Trade payables - other than acceptances (see note below) ...... 7,351.59 18,818.05 Note: Based on the information available with the Company, the balance due to micro and small enterprises as de ned under the Micro, Small and Medium Enterprises Development (MSMED) Act, 2006 is ` Nil (31 March, 2014: ` Nil) and no interest has been paid or is payable during the year under the terms of the MSMED Act, 2006. The information provided by the Company has been relied upon by the auditors.
Note 10: Current maturities of long-term borrowings Term Loans (see note below) i. From banks - secured ...... 18,295.54 18,295.54 ii. From others - secured ...... 518.41 518.41 18,813.95 18,813.95 Note: Details of Security for current maturities of long-term borrowings are as stated in note 5 - ‘Long-term borrowings’.
Note 11: Other current liabilities i. Interest accrued but not due on borrowings ...... 2,420.85 2,663.28 ii. Interest accrued and due on borrowings* ...... - 1,237.34 iii. Other payables (a) Statutory liabilities (including Provident Fund, Withholding Taxes, Value Added Tax and Service Tax) ...... 810.77 371.90 (b) Payables on purchase of xed assets ...... 1,372.39 5,968.78 (c) Retention money ...... 402.06 4,687.62 (d) Advance from customers ...... 21.46 27.80 (e) Tari adjustable account ...... 14,302.60 - (f) Rehabilitation and resettlement liability ...... - 155.53 (g) Others ...... 1,705.40 1,745.36 21,035.53 16,857.61 * Amount due on 31 March, 2014 and debited by bank on 1 April, 2014
Note 12: Short-term provisions Provision for employee bene ts (a) Provision for compensated absences ...... 25.32 41.84 (b) Provision for gratuity ...... 195.07 10.28 220.39 52.12
52 | Financials 15th Annual Report 2014-2015
- - 76.66 15.62 10.51 As at As at 193.24 463.75 6,469.63 1,031.05 3,671.43 3,697.56 16,119.31 366,044.26 390,397.90 31.03.2014 31.03.2014
- 9.51 NET BLOCK NET BLOCK NET BLOCK NET BLOCK As at As at 13.44 (15.62) (10.51) (All amounts in ` Lacs)(All (All amounts in ` Lacs)(All 7,234.28 (3,671.43) 31.03.2015 31.03.2015
- 17,270.95 - (-) (-) 6.15 As at As at 21.02 (5.39) 702.50 (14.91) (414.37) (3,697.56) (394.07) NOTICE 31.03.2015 31.03.2015 (49,734.98) (390,397.90) - - - 2,080.10 - 20,873.08 575.04 11,303.50 - - - (-) (-) (1,477.39) (-) (-) (16,119.31) (357.71) (6,469.63) (-) (-) (-) (-) 0.21 305.67 1,026.49 1.96 0.92 145.41 221.52 144.18 424.28 1.53 1.53 729.67 7,257.23 Deletions / Deletions / (Adjustments) (Adjustments) (Adjustments) (Adjustments) AMORTISATION - - (-) 6.11 2.29 44.26 29.71 102.90 125.42 55.37 (6.66) (154.73) (6.10) (2.48) 602.71 217.33 113.31 118.41 308.43 (70.57) (4.60) (192.57) (1,031.05) (24.35) (3.48) (88.35) (76.66) (32.65) (37.17) (8.31) (2.43) (92.00) (104.03) (193.24) (463.75) 316.83 (164.75) (587.24) (143.79) (156.17) 21,596.99 217.04 68,802.88 344,321.84 (21,314.61) (18.76) (47,422.93) (366,044.26) For the year the year For For the year the year For ACCUMULATED DEPRECIATION DEPRECIATION ACCUMULATED
- - (-) 5.39 88.35 92.00 14.91 As at As at (8.81) (2.91) 357.71 192.57 104.03 394.07 (67.48) (67.66) (69.29) 414.37 (249.62) (890.15) (213.92) (126.60) (148.07) (237.90) 1,477.39 47,422.93 (26,127.08) (27,959.87) (22,381.79) (192.31) (50,149.35) (394,095.46) (27,710.25) (22,217.04) (192.31) 01.04.2014 01.04.2014
- ` 1 per annum. As at As at 30.53 19.59 (30.53) (15.90) 7,936.78 (4,111.93) (4,065.50) 31.03.2015 31.03.2015 (444,244.81) (440,132.88) - - - - 17,270.95 - 228.32 - 1,332.16 - 413,124.72 - 289.59 - 645.80 - - - - - 7,986.90 (-) (-) (17,596.70) (-) (-) (6,827.34) (-) (-) (165.01) (413,467.19) (-) (1,223.62) (-) (-) (285.24) (567.78) (-) (-) (-) (-) (-) 12.18 22,953.18 BOARD'S REPORT BOARD'S Borrowing Borrowing Borrowing Borrowing cost capitalised cost cost capitalised cost - - - - 132.64 11,878.54 - - - (-) (-) (-) (-) (-) (-) 3.21 4.40 0.92 2.99 Deletions / GROSS BLOCK BLOCK GROSS GROSS BLOCK BLOCK GROSS Notes forming part Statements forming Notes of the Financial (Adjustments) (Adjustments) (Adjustments) (Adjustments) - - Additions Additions Additions Deletions /
- 17,270.95 - (-) (-) As at As at 15.90 6.68 (30.53) (-) (14.44) (1.46) (144.59) (29.13) (8.71) (291.38) (535.93) (23.34) (36.42) (29.48) (4.57) (162.88) (-) (162.88) 4,111.93 3,877.96 2.99 (3,847.22) (264.71) (4,655.74) (2,171.60) (1,068.47) (163.07) (7.92) (3,802.25) (263.25) (17,522.66) (74.04) 444,244.81 34,535.09 3,214.56 144.82 475,710.16 50,149.35 23,065.21 251.37 72,963.19 402,746.97 394,095.46 01.04.2014 440,132.88 30,657.13 3,211.57 144.82 467,723.26 49,734.98 22,748.38 249.84 72,233.52 395,489.74 01.04.2014 (404,243.27) (9,381.82) (157.90) (428,624.92) (11,879.42) (371.46) (432,472.14) (12,144.13) (371.46) ......
...... 4,065.50 3,871.28 FINANCIALS ...... 30.53 otal Licenses T Computer software Computer Sub-total Land - Rightuse to - Others ...... - Others 413,467.19 2,816.74 3,159.21 Leasehold improvementsLeasehold Sub-total The Plant land of 1,116 acres comprising Private land (565 acres), Gair Mazura (GM) land (115 acres) and Forest land (436 acres) was identi ed and acquired by DVC exclusively for the Maithon Right Bank Thermal Power Project. Power Thermal the Maithon Right Bank for DVC exclusively by and acquired identi ed was land (436 acres) and Forest land (115 acres) Gair Mazura (GM) land (565 acres), Private comprising land of 1,116 acres Plant The an into had entered the Company above, of title as stated transfer is in the name of DVC. Pending is set up, station generating the power where the site, for acquired land measuring 565 acres, the Private title to The The expenditure in connection with private land including land compensation and Rehabilitation and Resettlement expenses has been capitalised as freehold land. has been capitalised as freehold and Rehabilitation Resettlement expenses land including compensation in connection with private expenditure The 2008 January, DVC on 18 with Agreement a License into has entered Company The the project. of Jharkhandfor State use them the to right with the from Land (436 acres) Forest and GM Land (115 acres) had also acquired DVC The Company had incurred cost of land for rst phase of Railway Corridor of 96 acres to DVC, which had acquired these lands exclusively for the Project. The land consists of Private land (78 acres) and GM land (18 acres). and GM land (18 acres). land (78 acres) of Private land consists The the Project. for these lands exclusively DVC, which had acquired to of 96 acres rst phase of Railway Corridor of land for cost had incurred Company The - Computers ...... - Computers 165.01 107.14 43.83 Indenture Deed with DVC on 5 December, 2008, which provided inter-alia, lease of private land for a period of 35 years (and extendable for another 35 years at the option of the Company) and provision to create security create to and provision the option of Company) at another 35 years (and extendable for a period of 35 years land for lease of private inter-alia, 2008, which provided Deed Indenture with DVC on 5 December, security in favour had created the Company of Jharkhand. Subsequently, of the State of the Government subject approval to acquired which it was at the cost at the Company this land to and transfer of Lenders in favour at has been xed rent the Lease of the CLA and accordingly 2008, as per the terms on 20 December, of Lenders for use of these lands initially for a period of 5 years, pending transfer of title/right to use in these lands in favour of the Company. In terms of the Government of the State of Jharkhand resolution No.241/R dated 22 January, 22 January, dated of Jharkhand No.241/R of the State In resolution of the Government terms of the Company. use in these lands favour of title/right to pending transfer a period of 5 years, use of these lands initially for for Land has been capitalised in the books of account. of Jharkhand. GM Land and Forest of the State of the Government subject the approval to the Company sub-lease to to of GM land (115 acres) 2011, DVC has agreed DVC is in the process of transferring title in these lands in favour of the Company as per applicable laws of the State of Jharkhand. The expenditure in connection with land including land compensation and Rehabilitation in connection with land including compensation expenditure The of Jharkhand. of the State as per applicable laws of the Company title in these lands favour of transferring DVC is in the process has been capitalised. and Resettlement expenses : Figures in brackets pertains in brackets year. the previous to : Figures
1. 2...... Buildings - plant 3. 17,596.70 ...... Buildings - others 5,344.30 4...... and machinery Plant 6,827.34 4,918.56 5...... and xtures Furniture 1,223.62 111.75 6...... Vehicles 285.24 8.75 7...... O ce equipment 8. 567.78 78.94 2. 3. 1...... land Freehold Note 14: Intangible assets 14: Intangible Note below) (see note Note 13 : Tangible assets (owned) Tangible 13 : Note below) (see note Note Note: (a) (b) Financials | 53 Maithon Power Limited
Notes forming part of the Financial Statements
As at As at 31.03.2015 31.03.2014 ` Lacs ` Lacs Note 15: Long-term loans and advances i. Capital advances (a) Secured, considered good - to others ...... 3,705.11 3,782.11 (b) Unsecured, considered good - to others ...... 1,135.50 4,663.70 4,840.61 8,445.81 ii. Security deposits (Unsecured, considered good) - to related party (see note 28.3) ...... 20.00 20.00 - to others ...... 1.52 2.22 iii. Other loans and advances (Unsecured, considered good) Advance income-tax [net of provision for income tax ` 5,736.22 lacs (31 March, 2014: ` 407.71 lacs)] ...... 678.32 1,103.95 5,540.45 9,571.98 Note 16: Inventories (valued at lower of cost and net realisable value) i. Fuel ...... 10,046.22 20,883.00 Goods-in-transit ...... 19.48 217.70 10,065.70 21,100.70 ii. Stores and spares ...... 2,461.35 1,525.68 iii. Loose tools ...... 0.22 0.38 12,527.27 22,626.76
54 | Financials 15th Annual Report 2014-2015
Notes forming part of the Financial Statements
As at As at 31.03.2015 31.03.2014 ` Lacs ` Lacs Note 17: Trade receivables i. Outstanding for a period exceeding six months from the date they were due for payment (a) Secured, considered good ...... - 13.54 (b) Unsecured, considered good ...... 418.26 265.21 418.26 278.75
ii. Other trade receivables NOTICE (a) Secured, considered good ...... 18,213.24 9,999.78 (b) Unsecured, considered good ...... 26,085.35 5,917.39 44,298.59 15,917.17 44,716.85 16,195.92 Note 18: Cash and cash equivalents (As per AS 3 Cash Flow Statements) i. Cash on hand ...... 0.25 - ii. Balances with banks: In current accounts ...... 1,207.25 3,491.21 1,207.50 3,491.21 Note 19: Short-term loans and advances (Unsecured, considered good unless otherwise stated) i. Loans and advances to related parties (see note 28.3) ...... - 83.46 ii. Security deposits ...... 20.44 10.08 iii. Loans and advances to employees ...... 16.60 10.78 iv. Prepaid expenses ...... 645.83 861.96 v. Balances with government authorities ...... 0.01 26.63
vi. Advance to suppliers...... 2,525.56 12,336.74 REPORT BOARD'S vii. Others ...... 4.93 4.28 3,213.37 13,333.93 Note 20: Other current assets i. Unbilled revenue ...... 4,501.92 6,859.59 ii. Tari recoverable account ...... - 17,866.43 iii. Insurance claims receivable (see note 29) ...... 1,275.62 1,228.47 iv. Others ...... 89.87 194.01 5,867.41 26,148.50 FINANCIALS
Financials | 55 Maithon Power Limited
Notes forming part of the Financial Statements
Year ended Year ended 31.03.2015 31.03.2014 ` Lacs ` Lacs Note 21: Revenue from operations i. Sale from supply of power ...... 263,915.69 225,578.54 ii. Income recoverable/adjustable from future tari (see note below) ...... (32,169.02) 8,168.43 iii. Other operating revenue - Sale of cenosphere ...... 24.21 73.20 231,770.88 233,820.17 Note: The tari to be charged to Long-Term bene ciaries is determined by the Central Electricity Regulatory Commission (CERC) in accordance with the tari regulations/norms noti ed by CERC. The tari consists of two parts namely, capacity charge (for recovery of xed cost based on plant availability) and energy charges (for recovery of fuel costs). The Company has accrued / adjusted revenue for supply of power to long-term bene ciaries on the basis of plant availability and actual capital cost incurred by the Company. Note 22: Other income i Interest income (a) From banks ...... 16.46 - (b) Others ...... - 292.42 ii. Pro t on sale of current investments ...... 71.16 - iii. Insurance claim (see note 29) ...... - 3,083.64 iv. Miscellaneous income ...... 17.36 3.92 v. Foreign exchange uctuation gain ...... 0.44 0.09 vi. Excess provision written back ...... - 700.00 105.42 4,080.07 Note 23: Employee bene t expenses i. Salaries and wages ...... 2,886.88 2,564.59 ii. Contribution to provident and other funds...... 357.51 229.77 iii. Sta welfare expenses ...... 447.48 404.49 3,691.87 3,198.85 Less: Transferred to capital work-in-progress ...... 163.24 - 3,528.63 3,198.85 Note 24: Finance costs i. Interest on: (a) Cash credit ...... 2,178.96 2,358.00 (b) Buyer’s credit ...... 2.05 9.43 (c) Term loan ...... 32,390.65 40,958.60 34,571.66 43,326.03 Less: Transferred to capital work-in-progress ...... 344.37 1,827.98 34,227.29 41,498.05 ii. Other nance costs ...... 46.73 964.54 iii. Bank charges ...... 344.86 374.31 34,618.88 42,836.90
56 | Financials 15th Annual Report 2014-2015
Notes forming part of the Financial Statements
Year ended Year ended 31.03.2015 31.03.2014 ` Lacs ` Lacs Note 25: Depreciation and amortisation expense i. Depreciation on tangible assets ...... 22,748.38 22,217.04 ii. Amortisation of intangible assets ...... 316.83 164.75 23,065.21 22,381.79 Note 26: Other expenses i. Consumption of stores and spare parts ...... 1,605.64 1,267.12
ii. Power and fuel ...... 99.93 36.14 NOTICE iii. Water charges ...... 954.41 970.90 iv. Rent and hire charges ...... 68.50 52.63 v. Repairs and maintenance - Buildings ...... 41.84 13.47 - Plant and machinery ...... 4,296.79 3,913.00 - Others ...... 587.96 843.37 vi. Insurance ...... 1,232.72 1,190.91 vii. Rates and taxes ...... 29.38 61.20 viii. Communication expenses ...... 57.46 76.61 ix. Travelling and conveyance ...... 319.03 342.29 x. Payment to auditors ( See note ‘i’ below) ...... 46.22 38.34 xi. Bad debts ...... - 83.26 xii. Loss on xed assets sold / written o ...... 8.42 150.32 xiii. Other current assets written o ...... 90.31 - xiv. Cash discount on sales ...... 3,425.21 4,513.89 xv. Trading margin on power sale ...... 95.87 136.81 xvi. Operation and maintenance charges ...... 3,025.31 4,034.85 xvii. Transmission charges ...... 3,037.98 4,073.05 REPORT BOARD'S xviii. Ash disposal expenses ...... 6,098.44 4,326.13 xix. Security and safety expenses ...... 558.77 502.45 xx. Community welfare expenses ...... 172.04 82.36 xxi. Miscellaneous expenses ...... 532.49 965.31 26,384.72 27,674.41 Less: Transferred to capital work-in-progress ...... 168.12 557.67 26,216.60 27,116.74 Note ‘i’ Payment to auditor’s (inclusive of service tax) i. Statutory audit fee ...... 26.97 26.97 ii. Taxation matters ...... 12.28 5.06 iii. Other services ...... 1.52 0.73 iv. Reimbursement of expenses ...... 5.45 5.58 46.22 38.34 FINANCIALS
Financials | 57 Maithon Power Limited
Notes forming part of the Financial Statements Note 27: Additional information to the nancial statements 27.1 Contingent liabilities and commitments The Company has received a demand of ` 4,500.00 lacs from the O ce of Assistant Commissioner, Dhanbad under the Building and other Construction Workers (Regulation of Employment and Conditions of Service) Act, 1996 contending that the Company has to pay 1% of the Project Cost (estimated to be ` 450,000.00 lacs) as cess. As per legal advice obtained by the Company, the Construction Workers (Regulation of Employment and Conditions of Service) Act, 1996 is applicable on cost of construction and not on supply of equipment, accordingly the Company had deposited an amount of ` 126.00 lacs as cess for cost of construction and raised the demand on the concerned contractor / vendor. Further, the Company is of the view that any such demand if payable will be borne by the contractor/vendors. Accordingly, no provision has been made in the books of account. 27.2 Estimated amount of contracts remaining to be executed on capital account and not provided for (net of advances) ` 26,510.75 lacs (31 March, 2014: ` 29,812.85 lacs). 27.3 C.I.F. value of imports
Particulars Year ended Year ended 31.03.2015 31.03.2014 ` Lacs ` Lacs Fuel ...... - 4,591.43 Spares ...... 615.71 116.27 27.4 During the year, the Company has revised the estimated useful life of some of its assets to align the useful life with those speci ed in Schedule II. The details of previously applied depreciation rates/useful life are as follows:
Asset Depreciation method Previous useful life Revised useful life Computers SLM 6 years 3 years Furniture and Fixtures SLM 15 years 10 years Vehicles SLM 8 years 5 years O ce equipment SLM 15 years 5 years The depreciation expense in the Statement of Pro t and Loss for the year is higher by ` 152.00 lacs consequent to the change in the useful life of the assets. Note 28: Disclosure under Accounting Standards 28.1 Employee bene ts i. De ned contribution plan The Company makes contribution towards provident fund which is a de ned contribution plan for qualifying employees. The provident fund plan is operated by the Regional Provident Fund Commissioner. Under the scheme, the Company is required to contribute a speci ed percentage of payroll cost to the retirement bene t scheme to fund the bene ts. The Company recognised ` 132.68 lacs (31 March, 2014: ` 117.83 lacs) and ` 40.04 lacs (31 March, 2014: ` 34.19 lacs) for provident fund and superannuation fund contributions respectively in the Statement of Pro t and Loss. The contribution payable to the plan by the Company is at the rate speci ed in rules to the scheme. ii. De ned Bene t plan a. Gratuity plan The actuarial valuation of the present value of the de ned bene t obligation has been carried out as at 31 March, 2015. The following table sets out the funded status of the de ned bene t scheme and the amount recognised in the nancial statements:
58 | Financials 15th Annual Report 2014-2015
Notes forming part of the Financial Statements i. Components of employer's expense
Particulars Year ended Year ended 31.03.2015 31.03.2014 ` Lacs ` Lacs Current Service cost ...... 37.99 35.07 Interest cost ...... 25.45 15.78 Actuarial loss/(gain) ...... 151.22 18.89 Expected return on plan assets ...... (29.87) - Other adjustment ...... - 8.01 Total expense recognised in the statement of pro t and loss ...... 184.79 77.75 NOTICE ii. Net asset/(liability) recognised in the Balance Sheet
Particulars As at As at 31.03.2015 31.03.2014 ` Lacs ` Lacs Present value of de ned bene t obligation ...... (439.78) (352.84) Fair value of plan assets ...... 244.71 342.56 Funded status [Surplus/(De cit)] ...... (195.07) (10.28) Unrecognised past service costs...... - - Net asset/(liability) recognised in the Balance Sheet ...... (195.07) (10.28) - Current liability ...... 195.07 10.28 iii. Change in de ned bene t obligations (DBO) during the year:
Particulars 2014-15 2013-14 ` Lacs ` Lacs Present value of DBO at beginning of the year ...... 352.84 210.50 Current service cost ...... 37.99 35.07
Interest Cost ...... 25.45 15.78 REPORT BOARD'S Actuarial loss/(gain) ...... 63.09 18.89 Acquisitions cost ...... 115.88 103.97 Bene ts paid ...... (155.47) (31.37) Present value of DBO at the end of the year ...... 439.78 352.84 iv. Change in fair value of assets during the year
Particulars As at As at 31.03.2015 31.03.2014 ` lacs ` lacs Plan assets at beginning of the year...... 342.56 - Expected return on plan assets ...... 29.87 - Acquisition adjustment ...... 115.88 - Actual company contributions ...... - 342.56 Actuarial gain/(loss) ...... (88.13) - Bene ts paid ...... (155.47) -
Plan assets at the end of the year ...... 244.71 342.56 FINANCIALS
Financials | 59 Maithon Power Limited
Notes forming part of the Financial Statements v. Experience history*:
Particulars 2014-15 2013-14 2012-13 2011-12 ` lacs ` lacs ` lacs ` lacs DBO at the end of the year ...... (439.78) (352.84) (210.50) (12.79) Plan assets at the end of the year ...... 224.71 342.56 - - Funded status [Surplus / (De cit)] ...... (195.07) (10.28) (210.50) (12.79) Experience gain/(loss) adjustments on plan liabilities ...... (12.91) (48.06) 11.91 - Experience gain/(loss) adjustments on plan assets ...... (88.13) - - - * Amounts in respect of 2010-11 not given as the same was not applicable to the Company. Principal actuarial assumptions:
Sl. Particulars Refer Note Year ended Year ended No. below 31.03.2015 31.03.2014 i. Discount rate (p.a.) ...... 1 7.90% 9.25% ii. Expected rate of return on assets (p.a.) ...... 2 9.25% 9.25% iii. Salary escalation rate (p.a.) ...... 3 7.50% 7.50% Notes: 1. The discount rate is based on the prevailing market yields of India Government securities as at the balance sheet date for the estimated term of obligations. 2. The gratuity plan is funded. 3. The estimates of future salary increases considered take into account the in ation, seniority, promotion and other relevant factors. Demographic assumptions:
1. Retirement age 60 years 2. Mortality Table Indian Assured Lives Mortality (2006-08) modi ed Ult.(31 March, 2014: Standard Table LIC (1994-96) Ultimate) b. Actuarial assumptions for compensated absences
S. Particulars Refer Note Year ended Year ended No. below 31.03.2015 31.03.2014 i. Discount rate (p.a.) ...... 1 7.90% 9.25% ii. Expected rate of return on assets (p.a.) ...... 2 - - iii. Salary escalation rate (p.a.) ...... 3 7.50% 7.50% Notes: 1. The discount rate is based on the prevailing market yields of India Government securities as at the balance sheet date for the estimated term of obligations. 2. The compensated absences plan is unfunded. 3. The estimates of future salary increases considered take into account the in ation, seniority, promotion and other relevant factors. 28.2 Segment Reporting The Company is engaged in the business of generation of power. As the Company is operating in a single business and geographical segment, the reporting requirements for primary and secondary segment disclosure prescribed by paragraphs 39 to 51 of Accounting Standard 17 – Segment reporting have not been provided in these nancial statements.
60 | Financials 15th Annual Report 2014-2015
Notes forming part of the Financial Statements 28.3 Related party disclosures a. List of related parties i. Controlling Entity The Tata Power Company Limited (TPCL) (Holding Company) ii. Entity exercising signi cant in uence Damodar Valley Corporation (DVC) iii. Fellow Subsidiaries
Tata Power Trading Company Limited (TPTCL) NOTICE Coastal Gujarat Power Limited (CGPL) Powerlinks Transmission Limited (PTL) Industrial Energy Limited (IEL) iv. Key Management Personnel (KMP) Mr. Ashok Sethi – Executive Director (Upto 16 June, 2014) Mr. Bhaskar Sarkar – Chief Executive O cer ( Upto 30 June, 2014) Mr. Kozipart Chandrashekhar-Chief Executive O cer (with e ect from 6 August, 2014) b. Transactions/balances outstanding with related parties ` lacs Particulars TPCL DVC TPTCL PTL IEL CGPL KMP Total I. Transactions during the year ended 31 March, 2015 Power supply - 70,902.35 192,160.54 - - - - 263,062.89 (-) (54,037.98) (170,791.58) (-) (-) (-) (-) (2,24,829.56)
Cash discount on sales - - 3,425.21 - - - 3,425.21 REPORT BOARD'S (-) (958.17) (3,555.72) (-) (-) (-) (4,513.89) Trading margin on power sale - - 95.87 - - - 95.87 (-) (-) (136.80) (-) (-) (-) (136.80) Operation and maintenances charges 2,869.42 ------2,869.42 (3,787.09) (-) (-) (-) (-) (-) (-) (3,787.09) Transmission charges - - 831.95 - - - - 831.95 (-) (-) (1,776.51) (-) (-) (-) (-) (1,776.51) Rent and hire charges 22.58 6.52 - - - - - 29.10 (3.54) (6.52) (-) (-) (-) (-) (-) (10.06) Power and fuel - 49.27 - - - - - 49.27 (-) (24.60) (-) (-) (-) (-) (-) (24.60) Water charges - 917.16 - - - - - 917.16 (-) (940.80) (-) (-) (-) (-) (-) (940.80) Rendering of services 4.55 ------4.55 (0.87) (-) (-) (-) (-) (-) (-) (0.87) Interest on loan 1,352.33 ------1,352.33 FINANCIALS (1750.25) (-) (-) (-) (115) (-) (-) (1,865.25) Reimbursement of expenses by the Company 228.04 0.76 - - - - - 228.80 (56.17) (13.28) (-) (-) (-) (0.20) (-) (69.65)
Financials | 61 Maithon Power Limited
Notes forming part of the Financial Statements
` lacs Particulars TPCL DVC TPTCL PTL IEL CGPL KMP Total Reimbursement of expenses to the Company 10.55 43.76 87.52 - - - - 141.83 (5.90) (109.07) (177.10) (-) (-) (-) (-) (292.07) Purchase of xed Assets 6.23 - - - - 8.75 - 14.98 (-) (-) (-) (-) (-) (20.71) (-) (20.71) Sale of xed Assets 10.94 - - 0.65 - 0.38 - 11.97 (21.87) (-) (-) (-) (-) (5.90) (-) (27.77) Service received related to capital work-in-progress 1,237.25 ------1,237.25 (350.40) (85.70) (-) (-) (-) (-) (-) (436.10) Capital advance adjusted ------(-) (85.47) (-) (-) (-) (-) (-) (85.47) Reimbursement of capital expenditure ------(-) (263.25) (-) (-) (-) (-) (-) (263.25) Equity contribution ------(5,476) (1,924) (-) (-) (-) (-) (-) (7,400) Short term borrowing received ------(17,500) (-) (-) (6,000) (-) (-) (23,500) Short-term borrowing repaid ------(17,500) (-) (-) (-) (6000) (-) (-) (23,500) Short-term loans and advances paid ------(-) (1.23) (-) (-) (-) (-) (-) (1.23) Transfer of funds for settlement of project related 15,051.00 ------liabilities (-) (-) (-) (-) (-) (-) (-) (-) Managerial remuneration Ashok Sethi ------11.96 11.96 (-) (-) (-) (-) (-) (-) (99.48) (99.48) Bhaskar Sarkar ------14.48 14.48 (-) (-) (-) (-) (-) (-) (57.96) (57.96) K. Chandrashekhar ------56.06 56.06 (-) (-) (-) (-) (-) (-) (-) (-) ii. Balances outstanding as at 31 March, 2015 Trade receivables - 25,186.09 19,279.09 - - - - 44,465.18 (-) (4,435.31) (11,473.62) (-) (-) (-) (-) (15,908.93) Unbilled revenue - 4,491.93 - - - - - 4,491.93 (-) (4,817.41) (872.58) (-) (-) (-) (-) (5,689.99) Short-term loans and advances - Security deposits - 20.00 - - - - - 20.00 (-) (20.00) (-) (-) (-) (-) (-) (20.00) Other current assets - Others 14.11 - - - - 0.38 - 14.49 (17.49) (75.42) (101.10) (-) (-) (-) (-) (194.01) Short-term loans and advances ------(-) (83.46) (-) (-) (-) (-) (-) (83.46) Long-term borrowings 12,350.00 ------12,350.00 (12,350.00) (-) (-) (-) (-) (-) (-) (12,350.00) Trade payables 208.26 90.87 31.10 - - - - 330.23 (1,083.59) (188.65) (-) (-) (-) (20.91) (-) (1,293.15) Interest accured but not due on borrowings 1,217.09 ------1,217.09 (2,663.28) (-) (-) (-) (-) (-) (-) (2,663.28)
62 | Financials 15th Annual Report 2014-2015
Notes forming part of the Financial Statements
` lacs Particulars TPCL DVC TPTCL PTL IEL CGPL KMP Total Other current liabities - retention money 4.63 ------4.63 (994.05) (-) (-) (-) (-) (-) (-) (994.05) Letter of credit Received - 5,096.61 6,181.89 - - - - 11,278.50 (-) (5,439.41) (5,578.00) (-) (-) (-) (-) (11,017.41) Bank guarantee Given - 65.70 - - - - - 65.70 (-) (65.70) (-) (-) (-) (-) (-) (65.70) Bank guarantee issued on behalf of the Company 12,658.00 ------12,658.00
(14,400.00) (-) (-) (-) (-) (-) (-) (14,400.00) NOTICE Note: Figures in brackets pertain to 31 March, 2014. 28.4 Earnings per share (EPS)
Particulars Units Year ended Year ended 31.03.2015 31.03.2014 a. Net pro t after tax ...... ` Lacs 21,051.31 10,297.94 b. Weighted average number of equity shares of ` 10 each ...... Nos. 1,508,917,729 1,460,462,934 c. Basic earnings per share (a/b) ...... ` 1.40 0.71 d. Weighted average number of shares outstanding during the year Nos. 1,508,917,729 1,460,462,934 for calculation of diluted earnings per share ...... e. Diluted earnings per share (a/d) ...... ` 1.40 0.71 f. E ect of potential equity shares (c-e) ...... ` - - 29. Insurance claim receivable During the previous year, Generator Transformer (GT) of Unit 1 was damaged leading to stoppage of power generation of electricity. The Company had accounted for insurance claim of ` 271 lacs and ` 2,400 lacs (based on provisional surveyor report) for damage of assets and Business Interruption (BI) claim respectively as ‘other income’ and had received on account payments of ` 200 lacs towards property damage pending nal assessment repair/restoration cost of GT and ` 1,800 lacs towards BI claim. BOARD'S REPORT BOARD'S Subsequent to the year end, the surveyor appointed by the insurance company in its nal survey report has assessed loss of ` 1,054.70 lacs towards damage of assets/materials and ` 2,364 lacs towards BI loss. Based on the nal surveyor report, the Company has adjusted the insurance claim receivable account and the balance of ` 1,275.62 lacs (Previous year ` 671 lacs) is included in insurance claims receivable as at the year end. 30. Provision for Contingencies Provision for contingency relates to the management estimate of additional expenses to be incurred in excess of the amounts claimed from the insurance company pursuant to the claim led. The movement in the provision is as follows:
Particulars As at 31.03.2015 As at 31.03.2014 ` Lacs ` Lacs Balance at the beginning of the year ...... - 700.00 Provision during the year ...... - 800.00 Provision reversed during the year ...... - 1,500.00 Closing balance ...... - -
31. Mega power status FINANCIALS The Company had applied to the Ministry of Power, Government of India along with necessary documents for grant of Mega Power Status to the Company’s 1050 MW Maithon Right Bank Thermal Power Plant. Pending receipt of the mega power certi cate, the Company remains liable to pay Excise and Customs duty on its receipts of goods and materials wherever applicable. Accordingly, the Company had paid Excise Duty to its vendors aggregating to ` 11,997.50 lacs (31 March, 2014: ` 11,935.68 lacs) upto 31 March, 2015. Out of total payment of excise duty to suppliers ` 11,911.19 lacs (net of receipts) had been capitalised and the balance amount of ` 86.31 lacs is included in capital work-in-progress as at 31 March, 2015. Financials | 63 Maithon Power Limited
Notes forming part of the Financial Statements 32. Previous year’s amounts have been regrouped/reclassi ed wherever necessary to correspond with the current year’s classi cation/ disclosure.
In terms of our report attached For and on behalf of the Board of Directors
For Deloitte Haskins & Sells Anil Sardana Sanjeev Kumar Seth Chartered Accountants Chairman Director
Alka Chadha Partner Ashok Sethi Pradip Roy Director Chief Financial O cer and Company Secretary
Gurgaon, 11th May, 2015 Mumbai, 11th May, 2015
64 | Financials Notes Notes Maithon Power Limited CIN: U74899MH2000PLC267297 Registered O ce : Corporate Center, 34 Sant Tukaram Road, Carnac Bunder, Mumbai - 400009, Maharashtra, India. Tel.: 022 6717 1232, E-mail: [email protected] Attendance Slip 15TH ANNUAL GENERAL MEETING ON FRIDAY, 4 TH SEPTEMBER 2015 AT 11.00 A.M. at Corporate Center, 34 Sant Tukaram Road, Carnac Bunder, Mumbai - 400009 Folio No...... DP ID No...... Client ID No...... Name of the Member...... Signature...... Name of the Proxyholder...... Signature...... 1. Only Member/Proxyholder can attend the Meeting. 2. Member/Proxyholder should bring his/her copy of the Annual Report for reference at the Meeting.
Maithon Power Limited Registered O ce : Corporate Center, 34 Sant Tukaram Road, Carnac Bunder, Mumbai - 400009, Maharashtra, India. Tel.: 022 6717 1232, E-mail: [email protected] Proxy Form
[Pursuant to Section 105(6) of the Companies Act, 2013 and rule 19(3) of the Companies (Management and Administration) Rules, 2014] CIN: U74899MH2000PLC267297 Name of the Company : Maithon Power Limited Registered O ce : Corporate Center, 34 Sant Tukaram Road, Carnac Bunder, Mumbai - 400009, Maharashtra
Name of the member(s) :...... E-mail ID :...... Registered address :...... Folio No / Client ID :...... DP ID :......
I / We, being the member(s) of ...... shares of the above named Company, hereby appoint 1. Name :...... E-mail ID :......
Address :...... Signature : ...... or failing him
2. Name :...... E-mail ID :......
Address :...... Signature : ...... or failing him
3. Name :...... E-mail ID :......
Address :...... Signature : ...... or failing him as my/our proxy to attend and vote (on a poll) for me/us and on my/our behalf at the 15th Annual General Meeting of the Company, to be held on Friday, the 4th day of September 2015 at 11.00 a.m. at Corporate Center, 34 Sant Tukaram Road, Carnac Bunder, Mumbai - 400009 and at any adjournment thereof in respect of such resolutions as are indicated overleaf: Route Map for Venue of AGM
Maithon Power Limited
Resolution For Against No. Adoption of Audited Financial Statements for the year ended 31st March 2015 together with the 1. Reports of the Board of Directors and the Auditors thereon Appointment of Director in place of Mr. Chandan Roy, who retires by rotation and is eligible 2. for re-appointment Appointment of Director in place of Mr. Ramesh N. Subramanyam, who retires by rotation and 3. is eligible for re-appointment 4. Re-appointment of Statutory Auditors
5. Appointment of Mr. Sanjeev Kumar Seth as Director
6. Appointment of Mr. Narendra Nath Misra as Director
7. Appointment of Mr. Ashok K. Basu as Director
8. Appointment of Ms. Neera Saggi as Director
9. Appointment of Mr. Brahmadeo Sahu as Director
10. Ratification of Cost Auditors' remuneration
11. Private placement of Non-Convertible Debentures
12. Borrowing limits of the Company
13. Creation of Charges
Signed this ...... day of ...... 2015
Signature of shareholder ...... A x Revenue Stamp Signature of Proxy holder(s)......
Notes 1. This form of proxy in order to be e ective should be duly completed and deposited at the Registered O ce of the Company at Corporate Center, 34 Sant Tukaram Road, Carnac Bunder, Mumbai - 400009, not less than 48 hours before the commencement of the Meeting.
MAITHON POWER LIMITED (a Joint Venture of Tata Power & DVC)
15th Annual Report 2014-15
MAITHON POWER LIMITED (A Joint Venture of Tata Power & DVC)
Registered Office Corporate Center, 34 Sant Tukaram Road, Carnac Bunder, Mumbai - 400 009, Maharashtra, India. Tel: 022-67171232.