CENTRAL MINE PLANNING & DESIGN INSTITUTE LIMITED Annual Report & Accounts 2018-19 CENTRAL MINE PLANNING & DESIGN INSTITUTE LIMITED (A SUBSIDIARY OF COAL INDIA LIMITED) A Mini Ratna Company (Cat-I) AN ISO 9001:2015 CERTIFIED GONDWANA PLACE, KANKE ROAD RANCHI - 834 031 CIN: U14292 JH1975 GOI 001223 Website: www.cmpdi.co.in 135 Vision To be the global market leader in an expanding earth resource sector and allied professional activities. Mission To provide total consultancy in coal and mineral exploration, mining, engineering and allied fields as the premier consultant in India and also in the international arena. Management Policy of CMPDIL With a mission of exploration of coal and other mineral resources and providing consultancy in mine planning, design, associated engineering and management systems, CMPDIL, as a premier consultant, strives to be the market leader in the expanding earth resource sector and other professional activities. We are committed to: 1. Continually improve the quality of our consultancy and other support services with due consideration of the environment, information security and energy performance; 2. Protect the environment by minimizing the adverse impact of our activities on it by consistently reducing, reusing and recycling a part of the waste generated; 3. Provide the resources for achieving the objectives and targets of the quality, environment, energy and information security management systems; 4. Protect our information assets from threats and interruptions to maintain business continuity and continually improve information security performance; 5. Comply with the legal and all other applicable requirements. GENERAL NOTE FOR SHAREHOLDERS OF COAL INDIA LIMITED The Annual Accounts of CMPDI would be kept for inspection and also would be available at the Headquarter for providing information to any Shareholder of Coal India Limited on demand. CONTENTS Sl. No. Subjects Page 1. Management during 2018-2019 1 2. Members’ of the Board as on 28-06-2019 2 3. Bankers, Auditors and Registered Office 3 4. Notice for 44th Annual General Meeting 4 5. Chairman’s Statement 9 6. Performance at a Glance 18 7. Financial Overview & Statistics 19 8. Directors' Report 21 9. Annexure to Directors’ Report 123 10. CEO & CFO Certificate 127 11. Corporate Governance Certificate 134 12. Statutory Auditors' Report and replies of Management & 136 Secretarial Auditors Report and replies of Management 13. Comments of the Comptroller & Auditor General of India under 177 section 143(6) (b) and replies of Management 14. Audited Statements of Accounts 183 15. Notes to Accounts along with Cash Flow Statement 188 16. Significant Accounting Policies and Notes on Accounts with Segment wise statement 224 BOARD OF DIRECTORS AS ON 31.03.2019 EXECUTIVE DIRECTORS Shri Shekhar Saran FUNCTIONAL DIRECTORS Shri B.N. Shukla Shri A.K. Chakraborty Shri K.K. Mishra Shri R.N. Jha OFFICIAL PART-TIME DIRECTORS Shri Binay Dayal Dr. Anindya Sinha INDEPENDENT Directors Dr. Debasish Gupta Shri Rajender Parshad PERMANENT INVITEE Shri Peeyush Kumar CompanY secretarY Shri Abhishek Mundhra MANAGEMENT DURING 2018-2019 Shri Shekhar Saran : Chairman-cum-Managing Director (From 01.01.2016) Functional Directors Shri A.K. Chakraborty : Director (Technical) (From 03.08.2016) Shri B.N. Shukla : Director (Technical) (From 17.08.2017 to 14.06.2019) Shri K.K. Mishra : Director (Technical) (From 11.10.2018) Shri R.N. Jha : Director (Technical) (From 30.01.2019) Part – Time Official Director Shri Binay Dayal : Director (Technical) (From 09.11.2017) Dr. Anindya Sinha : Project Adviser, Ministry of Coal, (From 05.02.2018) Independent Directors / Part -Time Non-Official Director Shri Rajender Parshad : Director (From 17.11.2015) Dr. Debasish Gupta : Director (From 17.11.2015) Permanent Invitee Shri Peeyush Kumar : Director (Technical), Ministry of Coal, New Delhi (From 06.05.2016) Company Secretary Shri Abhishek Mundhra : (From 18.02.2016) 1 MEMBERS OF THE BOARD AS ON 28.06.2019 Functional Directors Shri Shekhar Saran : Chairman-cum-Managing Director Shri A.K.Chakraborty : Director (Technical) Shri K.K.Mishra : Director (Technical) Shri R.N. Jha : Director (Technical) Part-time Official Directors Shri Binay Dayal : Director (Technical), Coal India Ltd., Kolkata Dr. Anindya Sinha : Project Adviser, Ministry of Coal, New Delhi Independent Director Shri Rajender Parshad : Independent Director Dr. Debasish Gupta : Independent Director Permanent Invitee Shri Peeyush Kumar : Director (Technical), MoC, New Delhi Company Secretary Shri Abhishek Mundhra 2 BANKERS, AUDITORS AND REGISTERED OFFICE Bankers State Bank of India, Canara Bank Union Bank of India, IDBI Bank Axis Bank HDFC Bank Auditors M/s LODHA PATEL, WADHWA & Co., Chartered Accountants, 304, Shrilok Complex, 4 H.B. Road, 3rd Floor, Ranchi - 834001 (Jharkhand) Registered Office Central Mine Planning & Design Institute Limited, Gondwana Place, Kanke Road, Ranchi - 834 031 Jharkhand, India CIN : U14292 JH1975 GOI 001223 Website : www.cmpdi.co.in 3 ANNUAL REPORT 2018-19 NOTICE FOR THE 44TH ANNUAL GENERAL MEETING Notice is hereby given to all the shareholders of Central Mine Planning & Design Institute Limited that the 44th Annual General Meeting of the Company will be held on Friday, 28th June, 2019 at 4.00 P.M. at Hotel The MAYFAIR, Darjeeling to transact the following business: A. ORDINARY BUSINESS: 1. To consider and adopt the Audited Balance Sheet as on 31st March 2019, Profit & Loss Account for the Financial year ended on that date together with the Reports of Statutory Auditor & Comptroller & Auditor General of India and Directors’ Report. 2. To confirm payment of 1st Interim Dividend of Rs. 25.52 crores i.e Rs. 670.17 per share (Dividend per Share) paid on 3,80,800 equity shares of the Company in March 19 and approve payment of Final Dividend proposed of Rs. 26.47 crores i.e. Rs. 695.12 per Share (Dividend per Share) on 3,80,800 equity shares thus totaling to Rs. 51.99 crores as dividend for the Financial Year 2018-19. 3. To appoint a Director in place of Dr. Anindya Sinha (DIN: 08069992), Part-time Official Director who retires by rotation in terms of Section 152(6) of the Companies Act, 2013 and being eligible, offers himself for reappointment. 4. To appoint a Director in place of Shri A.K Chakraborty (DIN: 07601841), Whole time Director who retires by rotation in terms of Section 152(6) of the Companies Act, 2013 and being eligible, offers himself for reappointment. B. SPECIAL BUSINESS: 1. To consider and if thought fit, to ratify the following resolution as an Ordinary Resolution with or without modification(s): “RESOLVED THAT pursuant to the provisions of Section 61 and all other applicable provisions, if any, of the Companies Act, 2013 (the ‘Act’) read with Companies (Share Capital and Debentures) Rules, 2014 (including any statutory modification(s) orre-enactment(s) thereof for the time being in force), the Authorized Share Capital of the Company be increased from Rs. 50,00,000,00 (Rupees Fifty Crore) divided into 5,00,000 (Five Lakh) Equity Shares of Rs.1000 (Rupees One Thousand) each to Rs. 150,00,00,000 (Rupees One Hundred Fifty Crore) divided into 15,00,000 (Fifteen Lakhs) Equity Shares of Rs.1000 (Rupees One Thousand) each by the creation of additional capital of Rs. 100,00,00,000 (Rupees Hundred Crore) divided into 10,00,000 (Ten Lakh) Equity Shares of Rs. 1000 ( Rupees One Thousand) each and the Clause 5 of the Memorandum of Association (MOA) of the Company be altered accordingly.” 2. To consider and, if thought fit, to pass, with or without modification(s), the following resolution as anSpecial Resolution: “RESOLVED THAT pursuant to the provisions of Sections 13, 61 and all other applicable provisions, if any, of the Companies Act, 2013 (the ‘Act’) (including any statutory modification(s) or re-enactment(s) thereof for the time being in force), consent be and is hereby given to substitute the serial nos. from 1,2,3,4 and 5 to I, II, III, IV and V respectively of Memorandum of Association.” 4 CENTRAL MINE PLANNING & DESIGN INSTITUTE LIMITED 3. Ratification of Reappointment of Shri Rajender Parshad (DIN: 07355787) as Non-official Part-time Director. To consider and if thought fit, to ratify the following resolution as a Special Resolution with or without modification(s): “RESOLVED that pursuant to the provisions of Sections 149, 152 and any other applicable provisions of the Companies Act, 2013 (“Act”) and the Rules made there under read with Schedule IV to the Act, as amended from time to time, Shri Rajender Parshad (DIN: 07355787), who was Reappointed as an Non-official Part-time Director of the Company by the Board of Directors at its 219th meeting held on 11.12.2018, has submitted a declaration that he meets the criteria for independence as provided in Section 149(6) of the Act, be is hereby Reappointed as an Independent Director of the Company, who is not liable to retire by rotation and to hold office for a term of 1 (one year) year commencing from 17.11.2018 to 16.11.2019. 4. Ratification of Reappointment of Dr. Debasish Gupta (DIN: 03572010) as Non-official Part- time Director. To consider and if thought fit, to ratify the following resolution as a Special Resolution with or without modification(s): “RESOLVED that pursuant to the provisions of Sections 149, 152 and any other applicable provisions of the Companies Act, 2013 (“Act”) and the Rules made there under read with Schedule IV to the Act, as amended from time to time, Dr. Debasish Gupta (DIN: 03572010), who was Reappointed as an Non-official Part-time Director of the Company by the Board of Directors at its 219th meeting held on 11.12.2018, has submitted a declaration that he meets the criteria for independence as provided in Section 149(6) of the Act, be is hereby appointed as an Independent Director of the Company, who is not liable to retire by rotation and to hold office for a term of 1 (one year) year commencing from 17.11.2018 to 16.11.2019”.