MUMTAZ HOTELS LIMITED BOARD OF DIRECTORS Mr. Prithviraj Singh Oberoi, Chairperson Mr. Shivy Bhasin, Vice Chairman Mr. Bharath Bhushan Goyal, Managing Director (upto 6th April 2019) Mr. T. K. Sibal Mr. Manish Goyal, Managing Director (w.e.f. 17th May 2019) Mr. Vikramjit Singh Oberoi Mr. Arjun Singh Oberoi Mr. Manav Goyal (w.e.f. 17th May 2019) Mr. Raj Kumar Kataria, Independent Director (upto 25th February 2020) Additional Director (w.e.f. 31st March 2020) Mr. Sandeep Kumar Barasia, Independent Director Dr. Chhavi Rajawat, Additional Director (w.e.f. 25th October 2019) CHIEF FINANCIAL OFFICER Mr. Kallol Kundu SECRETARY Mr. S.N. Sridhar AUDITORS Deloitte Haskins & Sells LLP, Chartered Accountants 7th Floor, Building 10, Tower B DLF Cyber City Complex DLF City Phase – II Gurugram – 122002 Haryana REGISTERED OFFICE 4, Mangoe Lane Kolkata 700 001 CORPORATE OFFICE 7, Sham Nath Marg Delhi 110 054 DIRECTORS’ REPORT The Members Mumtaz Hotels Limited The Board presents its Thirtieth Annual Report together with the Audited Financial Statement and the Auditor’s Report in respect of the Financial Year ended on 31st March 2020. Financial Highlights The Financial Highlights of the year under review as compared to the previous year are given below: PARTICULARS ` (in million) 2019-20 2018-19 Total Revenue 1005.42 1,071.29 Earnings before Interest, Depreciation and Amortization, Taxes 436.39 496.38 and Exceptional Items (EBIDTA) Finance Costs 0.18 0.32 Depreciation 28.12 22.34 Profit before Tax 408.09 473.72 Current Tax 105.12 135.47 Deferred Tax (18.46) 0.53 Profit after Tax 321.43 337.72 Other Comprehensive Income/(Loss), net of tax (0.47) (0.06) Total Comprehensive Income 320.96 337.66 Profit/ (Loss) Brought forward from earlier years 777.14 626.20 Dividend (154.88) (154.88) Dividend Distribution Tax (31.84) (31.84) General Reserve - - Profit/ Loss Carried Over 911.38 777.14 Performance During the Financial Year under review, the Company’s Total Revenue was ` 1005.42 million as compared to ` 1,071.29 million in the previous year. This represents a decrease of 6.15% as compared to the previous year. The Profit for the year before Interest, Depreciation, Taxes and Amortisations (EBIDTA) was ` 436.39 million as compared to ` 496.38 million in the previous year, a decrease of 12.08%. The Profit after tax was ` 321.43 million as compared to ` 337.72 million, a decrease of 4.82%. Total Comprehensive Income was ` 320.96 million as compared to ` 337.66 million in the previous year, a decrease of 4.95%. The Revenue and Profitability would have been higher but for the outbreak of the Covid-19 pandemic in the 4th quarter of the Financial Year. A note on the impact of Covid-19 on the Company’s operations is provided in Note No. 47 of the Notes to the Accounts. The Company and the Hotel have taken various initiatives to protect the Health and Safety of Guests and Employees. All precautions as per the World Health Organisation Guidelines and directions of the Central and State Governments have been implemented and are being strictly adhered to including the following: • All public areas such as Restaurants, SPA, Gym, swimming pool etc. made non- operational; • Hotel kept operational through minimum possible team strength for carrying out repair and maintenance work; • Temperature measuring devices provided at the hotel for continuous monitoring of guests and employees; • General Manager of the Hotel is in continuous touch with local health officials for implementation of necessary guidelines. MUMTAZ HOTELS LIMITED Renovation of the Hotel The Board of Directors have approved renovation of the hotel, The Oberoi Amarvilās, Agra in two phases. Under Phase-I of renovation, 53 guest rooms were refurbished between 11th April 2019 and 1st October 2019. All the 53 guest rooms have since been put into operation. The all-day dining restaurant Bellevue and the main kitchen were also renovated and are in operation since 10th December 2019. Due to the outbreak of Covid-19 and lockdown restrictions imposed in March 2020, Phase II of the renovation of the Hotel which was planned to be undertaken between 15th April 2020 and 15th October 2020 is rescheduled to commence post relaxation in lockdown restrictions, with a target of completion by 15th December 2020. During this phase, forty nine guest rooms, back of the house areas, plant room, Indian restaurant show kitchen and restaurant furniture refurbishment are planned for renovation. Execution of the work, or part thereof is subject to the circumstances that emerge once the lockdown is lifted. Dividend In view of the Renovation of the Hotel and also due the prolonged lockdown and consequent travel restrictions to avoid spread of Covid-19 pandemic imposed by the Government of India as well other countries globally almost all business segments i.e. Corporate, Leisure, MICE and Direct business were severely impacted. In these unforeseen and uncertain times, it is difficult to predict when business conditions will normalise. Therefore, in order to conserve cash and ensure liquidity for the operations for the Financial Year 2020-21, the Board of Directors decided not to recommend any dividend to the shareholders for the Financial Year 2019-20. Directors’ Responsibility Statement In accordance with the provisions of Section 134 (5) of the Companies Act, 2013 (“the Act”), and based on representations from the Management, the Board states that: a) in the preparation of the annual accounts, the applicable Accounting Standards had been followed and that there are no material departures; b) the directors have selected such accounting policies and 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 affairs of the Company as at the end of the Financial Year and of the profit of the Company for that period; c) the directors, to the best of their knowledge and ability, have taken proper and sufficient care in maintaining adequate accounting records in accordance with the provisions of the Act and for safeguarding the assets of the Company and for preventing and detecting fraud and other irregularities; d) the directors have prepared the Annual Accounts of the Company on a “going concern” basis; and e) the directors have devised proper systems to ensure compliance with the provisions of all applicable laws and that such systems were adequate and operating effectively. Directors Mr. Manish Goyal (DIN: 00059182) was appointed as the Managing Director of the Company for a period of 5 (five) years with effect from 17th May 2019, without remuneration. Mr. Manav Goyal (DIN: 00066861) was appointed as a Director, liable to retire by rotation, by the shareholders at the Annual General Meeting held on 14th August 2019. Mr. Rajkumar Kataria (DIN: 01960956) and Mr. Sandeep Kumar Barasia, (DIN: 01432123) Independent Directors, were appointed by the shareholders for a period of 5 years at the Extra- 4 MUMTAZ HOTELS LIMITED ordinary General Meetings of the Company held on 25th February 2015 (Mr. Rajkumar Kataria) and 24th November 2015 (Mr. Sandeep Kumar Barasia) respectively when the law mandated that the Company should have at least two Independent Directors. In the year 2017, the requirement for mandatory appointment of Independent Directors were dispensed with for Joint Venture Companies. However, both the Independent Directors were requested to continue to complete their tenure. Mr. Rajkumar Kataria’s tenure ended on 25th February 2020. The Board of Directors, on 31st March 2020, appointed Mr. Rajkumar Kataria as an Additional Director on the Board, liable to retire by rotation. During the year, in accordance with listing regulations applicable to the holding company, EIH Limited, the Company was required to appoint an Independent Director of EIH Limited as a Director on the Board of the Company as the Company’s income exceeded 20% of the consolidated income of EIH Ltd in the previous Financial Year. Consequently, Company has become an “Unlisted material subsidiary” of EIH Limited. Accordingly, Dr. Chhavi Rajawat (DIN: 06752959), Independent Director of EIH Limited, was appointed as an Additional Director on the Board on 25th October 2019, liable to retire by rotation. In accordance with Section 161 of the Companies Act 2013, both the Additional Directors, Mr. Rajkumar Kataria and Dr. Chhavi Rajawat will hold office up to the forthcoming Annual General Meeting of the Company when they will be appointed as regular directors. The Directors recommend appointment of Mr. Rajkumar Kataria and Dr. Chhavi Rajawat as regular directors on the Board, liable to retire by rotation. Mr. Manish Goyal (DIN: 00059182) and Mr. Tej Kumar Sibal (DIN: 00038992) will retire by rotation at the forthcoming Annual General Meeting and being eligible, offer themselves for re-appointment. The Directors recommend re-appointment of Mr. Manish Goyal and Mr. Tej Kumar Sibal. Board Meeting During the year, four Board Meetings were held on 17th May 2019, 6th August 2019, 25th October 2019 and 15th January 2020 respectively. Attendance of the Directors in the meeting is as under: Name of the Director No. of Meetings attended Mr. Prithvi Raj Singh Oberoi 2 Mr. Shivy Bhasin 3 Mr. Bharat Bhushan Goyal# 0 Mr. Tej Kumar Sibal 4 Mr. Manish Goyal 4 Mr. Vikramjit Singh Oberoi 3 Mr. Arjun Singh Oberoi 1 Mr. Rajkumar Kataria 3(2) Mr. Sandeep Kumar Barasia 2 Mr. Manav Goyal* 3 Dr. Chhavi Rajawat** 2 ( ) number in bracket represent meeting(s) attended through video conference out of the total number of meetings attended # ceased to be a Director w.e.f 07.04.2019 *appointed as a director w.e.f 17.05.2019 **appointed as a director w.e.f 25.10.2019 5 MUMTAZ HOTELS LIMITED Audit Committee/Nomination and Remuneration Committee The Company is a Joint Venture between EIH Ltd and GB Group.