CHHATTISGARH EAST-WEST RAILWAY LIMITED

FOURTH ANNUAL REPORT

2016-17

(A SUBSIDIARY OF SECL)CHHATTISGARH EAST-WEST RAILWAY LIMITED

CHHATTISGARH EAST-WEST RAILWAY LIMITED

(A Subsidiary of SECL)

th4 Annual Report 2016-17

Chairman Welcoming Shri S.L. Gupta at the Board Meet on 07-11-2016 at Raipur

Chairman Welcoming Shri R.C. Thakur at the Board Meet on 02-05-2017 at New Delhi

CONTENTS

Reference Information 02

Board of Directors 03

Notice of Annual General Meeting 05

Chairman’s Statement 07

Directors’ Prole 11

Directors’ Report 16

Secretarial Audit Report 27

Information under Section 134(3)(m) of the Companies Act, 2013. 30

Particulars of Contracts/Arrangements with related parties referred to 31

in sub-section (1) of section 188 of the Companies Act, 2013

Extract of Annual Return of the Company 32

Comments of the C&AG of India 40

Auditors’ Report 41

Corporate Information and Signicant Accounting Policies 51

Balance Sheet as at 31st March, 2017 64

Statement of Prot and Loss for the year ended 31st March, 2017. 66

Cash Flow Statement for the year ended 31st March, 2017 68

Statement of Changes in Equity for the Year ended 31.03.2017 70

Notes forming part of the Balance Sheet and Statement of Prot & loss 71

Annexure-I & IX under SEBI (LODR), 2015 (as per SEBI guidelines) 96

CEO & CFO Certication 100

01

REFERENCE INFORMATION

02

REGISTERED OFFICE

Chhattisgarh East - West Railway Limited

Mahadev Ghat Road,

Raipura Chowk,

Raipur- 492013 (Chhattisgarh)

BOARD OF DIRECTORS

Shri A. P. Panda - Chairman (w.e.f. 10.08.2013)

Dr. R.S. Jha - Director (w.e.f. 08.11.2014)

Shri Kuldip Prasad - Director (w.e.f. 04.07.2016)

Shri Deepak Sabhlok - Director (w.e.f. 26.04.2017)

Shri S. L. Gupta - Director (w.e.f. 02.11.2016)

Shri Sunil Mishra - Director (w.e.f. 04.05.2013)

KEY MANAGERIAL PERSONNEL

Shri Biswajit Choudhary - Chief Executive Ofcer

Shri Rajesh Khare - Chief Operating Ofcer

Shri Anup Agarwal - Chief Financial Ofcer

M/s. A D B & CompanyChartered AccountantsFirm Registration No. 007747CFirst Floor, Mahavir Gaushala Complex,K.K. Road, Moudhapara,Raipur (Chhattisgarh)

SECRETARIAL AUDITOR

M/s. AGR Reddy & Co.Company Secretaries#202, Pavani Annexe, Banjara Hills, Road No.2,Hyderabad-500034

BANKERS

Tagore Nagar Branch, Pachpedi Naka, Pujari Chambers, Block B1, NH 43, Raipur-492001, Chhattisgarh

Sundarnagar Branch, Raipur-492013, Chhattisgarh

STATUTORY AUDITORS

Axis Bank

State Bank of India 69 Mahadev Ghat Road,

BOARD OF DIRECTORS(DURING 2016-17)

Directors 2016-17

Dr. R.S. Jha Director (Personnel), SECL

(w.e.f. 08.11.2014)

Shri R.P. Thakur Director (Technical) Operations, SECL

(up to 31.05.2016)

Shri Kuldip Prasad Director (Technical) Operations, SECL

(w.e.f. 04.07.2016)

Shri Sanjay Rastogi Executive Director, IRCON

(up to 02.11.2016)

Shri S.L. Gupta Executive Director, IRCON

(w.e.f. 02.11.2016)

Shri A.K. Gupta GM (PPP), IRCON

(w.e.f. 27.11.2015)

Shri Sunil Mishra Managing Director, CSIDCL

(w.e.f. 04.05.2013)

Shri Ravinder Goyal Divisional Railway Manager, SECR

(up to 10.06.2016)

Shri Achal Khare Executive Director/Infra/Civil, Railway Board

(From 10.06.2016 to 21.11.2016)

Shri R.C. Thakur Executive Director/Infra/Civil, Railway Board

(w.e.f. 21.11.2016)

Director (Finance), SECL (w.e.f. 10.08.2013)

Chairman 2016-17

,Shri A.P. Panda

03

BOARD OF DIRECTORS(AS ON 10.07.2017)

Shri A.P. Panda Director (Finance), SECL

Dr. R.S. Jha Shri Kuldip Prasad Shri Deepak SabhlokDirector (Personnel), SECL

Director (Technical) & Operations, SECL Director (Projects), IRCON

Shri S.L. Gupta Shri Sunil Mishra Executive Director, IRCON Managing Director, CSIDCL

Shri R.C. ThakurED/ Infra/ Civil,Railway Board

04

NOTICE OF ANNUAL GENERAL MEETING

05

To,

All Members,

Notice is hereby given to all the Shareholders of CHHATTISGARH EAST-WEST RAILWAY LIMITED that the Fourth Annual General

Meeting of the Company will be held on Monday, the 10th July, 2017 at 12:15 P.M. at the Registered Ofce of the Company at

MAHADEV GHAT ROAD, RAIPURA CHOWK, RAIPUR – 492 013 (Chhattisgarh), to transact the following business :

ORDINARY BUSINESS:

1. To receive, consider and adopt the audited Financial Statements for the year ended 31st March, 2017 together with the Reports of Board

of Directors and Auditors thereon and Comments of the Comptroller & Auditor General of India.

2. To re-appoint Shri Sunil Mishra (DIN: 06596121), as Director, who is liable to retire by rotation in terms of Section 152(6) of the

Companies Act, 2013 and being eligible, offers himself for re-appointment.

3. To re-appoint Shri Kuldip Prasad (DIN: 07463640), as Director, who is liable to retire by rotation in terms of Section 152(6) of the

Companies Act, 2013 and being eligible, offers himself for re-appointment.

By order of the Board of Directors

For Chhattisgarh East-West Railway Limited

Sd/-

(A P Panda)

Chairman

DIN: 06664375

Registered Ofce :

Mahadev Ghat Road, Raipura Chowk

Raipur (CG) – 492013

Date: 07th July, 2017

06

NOTES :

1. The Shareholders are requested to give their consent in writing or by electronic mode for calling the Annual General Meeting at a shorter

notice pursuant to the provisions of the Section 101(1) of the Companies Act, 2013.

2. A MEMBER ENTITLED TO ATTEND AND VOTE AT THE MEETING IS ENTITLED TO APPOINT A PROXY TO ATTEND AND VOTE INSTEAD

OF HIMSELF AND THE PROXY NEED NOT BE A MEMBER OF THE COMPANY. THE PROXY FORMSHOULD BE DEPOSITED AT THE

REGISTERED OFFICE OF THE COMPANY NOT LATER THAN FORTY-EIGHT HOURS (48 HRS.) BEFORE THE TIME OF COMMENCEMENT

OF THE MEETING. BLANK PROXY FORM (FORM MGT – 11) IS ATTACHED.

3. Corporate Member(s) are requested to send to the Registered Ofce of the Company, a duly certied copy of the Board Resolution,

pursuant to Section 113 of the Companies Act, 2013, authorizing their representative to attend and vote at the Annual General Meeting.

4. All documents referred to in the notices and annexure thereto along with other mandatory registers/documents are open for inspection at

the registered ofce of the Company on all working days during business hours, prior to the date of 04th Annual General Meeting.

5. Pursuant to the provisions of Section 171(1)(b) and 189(4) of the Companies Act, 2013, the registers required to be kept open for

inspection at every Annual General Meeting of the company, shall accessible during the continuance of the meeting to any person having

the right to attend the meeting.

Distribution :

(With a request to make it convenient to attend the meeting personally or through Proxy (of Individual member)/ Authorized representative,

as applicable) :

1. M/s South Eastern Coalelds Limited, Bilaspur. (Member)

2. Shri A.P. Panda, D(F), SECL & Chairman (CEWRL). (Member)

3. Dr. R.S. Jha, D(P), SECL & Director (CEWRL). (Member)

4. Shri Kuldip Prasad, D(T)O, SECL & Director (CEWRL). (Member)

5. M/s Ircon International Limited, New Delhi. (Member)

6. Shri S.L. Gupta, ED (IRCON) & Director (CEWRL). (Member)

7. Shri Sunil Mishra, MD (CSIDCL) & Director (CEWRL). (Member)

8. Shri Deepak Sabhlok, Director (Projects), IRCON & Director (CEWRL).

9. Shri R.C. Thakur, ED/Infra/Civil (Railway Board) & Director (CEWRL).

10. M/s A D B & Co., Statutory Auditor, Raipur.

11. M/s AGR Reddy & Co., Secretarial Auditor.

CHAIRMAN’S STATEMENT

07

Dear Shareholders,

It gives me immense pleasure to welcome you on behalf of the Board of Directors to the 4th

Annual General Meeting of Chhattisgarh East-West Railway Limited and present the Annual

Report of your Company for the financial year 2016-17. The Directors’ Report and the Audited

Balance sheet for the year ending 31st March, 2017 have already been provided to all the

shareholders. With your permission, I take them as read.

Rail Infrastructure

‘National Rail Plan’ (NRP- 2030), a vision document under development, is likely to provide a

roadmap for the expansionary rail network in the long run in consultation with all the

stakeholders. It aims at integrating the rail network in harmony with other modes of transport

and create synergy for achieving seamless multi-modal transportation network across the

country.

Morgan Stanley Report on next India series suggests that building up of infrastructure holds the

key to the transformational growth of GDP in India to a level of US$ 3 trillion and 5 trillion

respectively by 2020 and 2025. India's logistics costs (at around 10-14% of sales) are 2-3x the best

practice benchmark costs, hurting India's manufacturing competitiveness and the key reason is

the underinvestment in Indian Railways – with budget allocation vs. roads significantly lower

than the global standards i.e. about 19% as compared to more than a quarter in case of China,

Germany, Australia , Russia, UK . Rail is a cheaper mode of transport than roads (by 20%), yet

the share of roads (at 57%) in Indian freight movement is >1.5x that of the railways, owing to the

08

congestion on the rail network and policy deficiencies. In a comparative scenario, India's rail

network in 1951 was 2.3x China; but today, China’s rail network is 1.6x India. The report argues

that rightsizing of networking between roads and rail could result in a 10% decline in logistics

costs, resulting in a saving of 120-150 bps of GDP, a potential 5-6% increase in trade, and a 100-

120% increase in the range of products exported apart from lowering Co2 emissions on freight

(20% lower per ton / km vs. roads) to meet carbon emission targets by 2030.

It is also interesting to note that Rail remains the best mode of transport as a % of road cost in

terms of energy consumption (83%), Financial cost (80%), Co2 emission (20%) and accident costs

(13%) but the consistent underinvestment in building rail capacity has led to fallen share in

transport from about 80% in 1951 to less than 20% after six decades. Such a scenario urges for

heavy investment in rail network to 3.85x with special emphasis on network expansion and

decongestion. Report shows that 60% of railway lines and 88% of the high density network run at

80%+ capacity utilization. Also the rail network per capita in India is about 0.05 km as

compared to more than 0.41 km in the developed nations. The report attributes reason such as

under investment, poor utilisation of funds and cross subsidization for decline in the rail

network in India. The report emphasises to take advantage of the PPP model for attracting

investment in Railways considering the rise in the share of private sector spending in

infrastructure over past decade and develop Railway eco system, which will benefit the logistics

firms, rolling stock manufacturers, EPC organisations, system providers, cement and steel

manufacturers, Banking etc.

Coal Outlook

Report on Energy Efficiency and Energy Mix in the Indian Energy System (2030) mentions that

coal will remain a dominant fuel and India’s main energy source for the next thirty years. Its

share will rise to 51% in 2030 from the present level of 47% and further go up to 52% in 2047 being

driven by the industry sector, owing to demand for steel and cement, while oil share will

decrease only marginally to 29% in the year 2030. The coal supply will continue to feed demand

of the power sector as fuel and the industry sector as solid fuel. The electricity mix in the power

generation out of Coal will increase to 1444.7 Twh (69%) out of total generation of 2097 Twh in

2022. The share will go up to 1848 Twh (66%) and 3153.6 Twh (62%) out of the total power

generation of 2803Twh and 5077 Twh respectively. It is expected that correspondingly the share

of renewable energy in electricity mix will also go up to 10.2% in 2022. The share of renewables

may further go up to 15% and 23.4% in 2030 and 2047 respectively.

09

India will be achieving a satisfactory energy sector transformation in the year 2030. The per

capita energy consumption and electricity consumption will grow at a CAGR of 3.3% and 4.9%

respectively. The CAGR of energy supply will grow at 4.4% which will be able to support a GDP

CAGR of 7.4%. The energy mix will move in favor of renewable energy as is evident from the fact

that the share of renewable energy in the electricity mix of the economy will rise to 15 % in 2030

from 5.5% in 2012. But due to the large demand of energy requirement of the economy, and

adequate availability of coal reserves, the share of coal in the energy mix is set to rise from 47% in

2012 to 51% in 2030.

As per CEA report, the all India installed capacity of power stations stands at 326.848 GW at the

end of 12th plan. About 6.990 GW of installed capacity has been added in coal based power

stations and 14.411 GW to the renewable sources, out of the total additions 24.761 GW during 2016-

17. CEA’s National Electricity plan, 2016 has projected a peak demand of 235GW and energy

requirement of 1,611 BU in the year 2021-22 and the projections will go up to 317GW and energy

requirement at 2132BU in 2026-27. It has been estimated that 50.025 GW of coal based power

plants are likely to yield benefits during 2017-22, which are under various stages of construction.

In addition to above, installations to the tune of Gas 4.340 GW, Hydro 15.330 GW, Nuclear 2.800

GW, Renewable energy 115.326 GW will also be added to the existing capacity to make a total

capacity addition of 187.821 GW during 2017-22. It also aims at generating 1229 BU during 2017-

18, out of which thermal sector is likely to contribute 85% and Coal in special, about 78% i.e. 958

BU.

East -West Rail Corridor

The Revised Detailed Project Report (DPR) of East-West Rail Corridor Project from Gevra Road

to Pendra Road via Dipka, Katghora, Sindurgarh, Pasan, approximately 135.30 km in length

with connectivity to Kusmunda, Junadih and Dipka Sidings along with a provision to construct

and integrate with the East West Rail Corridor for about 35 Kms of Feeder lines to connect

Kartali, Ambica, Saraipali and Vijay West Mines of SECL , envisaging end connectivity from

the originating source , has been approved at a total Project Cost of ̀ 4,919.28 Crores.

The land acquisition process in Korba and Bilaspur district is nearing completion. The proposal

for diversion of forest land, being a major portion of the total land requirement, is ready for

earliest submission. The much desired recent approval of inflated mileage obtained from

Railway Board, New Delhi will generate the confidence of all the stake holders in the project

apart from being of immense help in achieving the Financial Closure, thereby the project

becoming a reality as per schedule.

10

Unqualified Audit Report

Despite challenges on account of changes in the accounting policies during the reporting period

and preparation of financial statements in accordance with the Ind- AS for the first time, the

team’s commitment to present true and fair view of the state of affairs of your company never

went down. As a result, while acknowledging the existence of an effective internal control

system, the Statutory Auditors have given unqualified Audit Report on the Accounts of the

Company for the year ended 31stMarch, 2017. Further, Comptroller & Auditor General of India

(C&AG) has reported ‘NIL comment’ on the Accounts of the company for the year 2016-17.

Acknowledgements

I acknowledge the support of all stakeholders to develop the Rail Corridor in this region. Progress

so far in the Corridor, would not have been possible without the relentless efforts of everyone who

believed in the venture and extended their hands to strengthen our commitment.

I express my sincere appreciation on behalf of the Board of Directors, Shareholders and the

management of the Company to Government of India (Ministry of Coal, Ministry of Railways),

Government of Chhattisgarh, South East Central Railway Zone, Coal India Limited, and South

Eastern Coalfields Limited, IRCON International, CSIDC and Statutory Auditors for their

constant guidance, motivation and support in our endeavour.

I also place on record my sincere thanks to the close knit team for their dedication, commitment

and hard work for execution of the project.

"karmanyevadhikaraste, maphalesukadachana

ma karma-phala-hetur bhur, matesango’stvakarmani”

-Bhagavat Gita

Thanking you,

Sd/-

(A. P. Panda)

Chairman

DIN: 06664375

DIRECTOR’S PROFILE

Shri A.P. Panda (49 Years), D(F), SECL took the charge of Chairman, Chhattisgarh East-West Railway Limited on 10thAugust, 2013.

Shri Panda is a qualied Cost Accountant and also holds the qualication of MBA (Finance). He is a Fellow Member (FCMA) of the Institute of Cost Accountants of India. Prior to his joining as Director (Finance) SECL and Chairman, CEWRL, he has worked with Rastriya Ispat Nigam Limited (RINL) in various capacities.

He has rich and varied experience in nancial management of the company. He has specialization in Foreign Exchange Risk Management. He is a strategic planner with proven ability to improve operations, impact business growth and maximize prots through achievement in Finance Management, Cost reductions, internal controls, and productivity/efciency improvement. He has vast experience of more than 24 years in Financial Domain. He is a keen analyst and committed management functionary with exceptional relationship management and negotiation skills with proven abilities in liasoning with Government Departments, regulatory authorities and external agencies including Registrar of Companies (RoC), Banks, Financial Institutions, etc. He was conferred with the ‘Most Inuential CFOs of India’ Award by the Chartered Institute of Management Accountants (CIMA), UK in 2016.

In addition, Shri Panda also holds the charge of the Chairman of Chhattisgarh East Railway Limited, a subsidiary of SECL and a sister concern of CEWRL.

Shri Ambika Prasad Panda Director (Finance), SECL

Dr. R. S. Jha (56 Years), D(P), SECL joined as a Director on the Board of CEWRL on 08.11.2014. Dr. Jha is a versatile human resource executive with hands-on-experience in diverse industries, in all facets of personnel functions. He holds Degree in MA in Labour & Social Welfare (Topper), LLB and Ph.D. He has contributed in various organisations in different capacities which includes Bihar State Sugar Corporation, Hindustan Zinc Limited (Schedule-A CPSU), Vedanta/Sterlite Group of Companies, NMDC (a Navaratna Company) in the States of Bihar, Jharkhand, Orissa, Maharashtra and Chhattisgarh.

He joined Coal India Limited (CIL) on 21.06.2011 at Western Coalelds Limited (Headquarter), Nagpur as General Manager (Personnel). Thereafter, he joined Mahanadi Coalelds Limited, Sambalpur, as General Manager (Personnel/Administration) in December, 2011 where he headed departments like Manpower, Recruitment, Executive Establishment, and Skill Development General Administration etc. He has also worked as CPIO/ Grievance Ofcer of the Company. During his tenure, he has proved to be a strategic professional who displays participative management style in fast-paced diverse work force. He has been instrumental in Manpower Rationalization, Skill Development initiatives and other challenging assignments of HR Department.

He has also attended Advanced Management Programme for General Managers of CIL at Indian Institute of Management, Kolkata, Frankfurt School of Finance & Management, Germany and Stockholm School of Economics, Sweden from 04.05.2014 to 21.05.2014.

He has been awarded rewarded with ‘100 Most Inuential Global HR Professional Award’ at the 24th World HRD Congress held in Mumbai. He was also conferred with ‘Rajbhasa Kriti Samman’ by the Indian Ofcial Language Development Institute, Dehradun.

In addition, Dr. Jha also holds the charge of Director of Chhattisgarh East Railway Limited, a subsidiary of SECL and a sister concern of CEWRL.

Shri Rama Shankar Jha Director (Personnel), SECL

11

Shri Deepak SabhlokDirector (Projects), IRCON

Shri Kuldip Prasad (58 Years), D(T)O, SECL joined as a Director on the Board of CEWRL on 04.07.2016.

Shri Prasad is a Mining Engineer (B.Tech. – Mining – 1st Class Certicate of Competency) from India’s

renowned Mining Institute i.e. Indian School of Mines, Dhanbad in the year 1982. Prior to his joining as

Director (Technical) Operations, SECL, he worked as Director Technical (Planning & Projects), SECL.

He has started his career as a Junior Executive Trainee (Mining) in Central Coalelds Ltd., Ranchi in the year

1982. He worked in different capacities at various Areas/Fields of Subsidiaries of CIL like CCL & SECL. Before

assuming the coveted post of Director Tech. (P&P), he was discharging his duties as General Manager of

Dipika Area, second biggest open cast coal producing Area of SECL having a production capacity of 31.00

Million Tonnes. He has the experience of working with all kinds of mechanization in Underground and

Opencast mines of SECL. Sri Prasad has very rich and varied experience in the eld of Mining Industry and

has special focus on underground mechanization. Shri Prasad is a great lover of Books, Cricket, Reading and

Writing. Shri Prasad has attended Advance Management Course held at China and presented various papers

on different subjects on Mining Industry.

In addition, Shri Prasad also holds the charge of Director of Chhattisgarh East Railway Limited, a subsidiary

of SECL and a sister concern of CEWRL.

Shri Deepak Sabhlok (57 Years), Director (Projects), IRCON joined on the Board of CEWRL on 26.04.2017.

Shri Sabhlok is an Ofcer of 1982 Batch of Indian Railway Service of Engineers. He is a Graduate in Civil

Engineering from National Institute of Technology (NIT), Bhopal (Gold Medalist). He has held various

responsible positions in many capacities on Northern Railway, North Central Railway, North Western Railway

and South Eastern Railway. In his career, spanning over 29 years, he worked on important projects including

prestigious Rail Coach Factory, Kapurthala during its construction phase, Chief Engineer Track Machines on

South Eastern Railway.

He was in charge of maintenance of civil engineering assets and coordination of various divisional activities

of Allahabad Division of NC Railway for over 5 years. He has published technical papers on Bridge

Rehabilitation Technique. He has worked on deputation with IRCON for over 5 years as GM/Business

Development and GM/Works.

After taking over as Director (Projects) w.e.f. 16.04.2010, he has been responsible for planning, designing,

construction and commissioning of Railways, Highways and Electrical Projects. Some of the important

projects presently under execution are USBRL Project, Oued-Sly and Yellel Track doubling Project- Algeria

(93 Km), Signaling and Electrical Project in South Africa, Coal connectivity projects in the State of Chattisgarh

and Orissa, Rae-Bareili Modern Coach Factory, ROBs in Rajasthan, Sivok Rangpo New Railway Line Project,

2 Railway connectivity projects in Nepal i.e. Jogbani-Biratnagar New B.G. Rail Line Project, Jayanagar-

Bijalpura-Bardibas New Rail Line Project. He is also part time Chairman of SPVs i.e. ISTPL, IPBTL & ISGTL.

In addition, Shri Sabhlok also holds the charge of Director of Chhattisgarh East Railway Limited, a subsidiary

of SECL and a sister concern of CEWRL.

Director (Technical)

& Operations, SECL

Shri Kuldip Prasad

12

Shri Sunil Mishra Managing Director, CSIDCL

Shri S.L. Gupta Executive Director, IRCON

Shri Shyam Lal Gupta (54 Years), ED/General, IRCON took charge of Director, CEWRL on 02.11.2016. Shri

Gupta completed his Bachelor of Engineering (Civil) degree from IIT, Roorkee in 1982 and also completed

Executive Master of Science in Project Management from Asia eUniversity, Malaysia in 2015. During his 34

years of service, he has executed important projects of 120 Km. Coastal Railway Line and 252 Km. Northern

Railway Line in Sri Lanka. Due to the outstanding performance, he was awarded best project awards for

three consecutive years for successive completion of projects in Sri Lanka. He was also associated with

Daitari Banspani – Keorijhan project and Aligarh – Ghaziabad 3rd rail line project. He also worked in various

capacities in different areas of modern track maintenance on Rajdhani Routes with Indian Railways.

At present, while working as Executive Director (General), Shri Gupta is looking after all important rail

connectivity projects of Chhattisgarh & Odisha.

In addition, Shri Gupta also holds the charge of the Director of Chhattisgarh East Railway Limited, a

subsidiary of SECL and a sister concern of CEWRL.

Shri Sunil Mishra (51 Years), MD, CSIDCL joined as a Director on the Board of CEWRL on 04.05.2013. Shri

Mishra a post graduate in Zoology is an Indian Forest Services (IFS) Ofcer of Chhattisgarh cadre. During his

tenure in Forest Department, he did excellent work on poverty alleviation in around 400 villages by

implementing ‘Integrated Village Development Model’ which was adopted as role model by Indian Forestry

Congress, 2011.He has been awarded Green Guard Award in 2008 for work done in the eld of water

conservation and eco-tourism in Barnavapara Sanctuary. In 2015, Shri Mishra attended a special course on

Public Private Partnership (PPP) at IIM, Ahmedabad.

Presently, he is holding the post of Managing Director, Chhattisgarh State Industrial Development Corporation

Limited (A Government of Chhattisgarh undertaking) which is involved in overall industrial development of

Chhattisgarh State by establishing and maintaining industrial areas and sector specic industrial parks for

allotment of land to industrial units, industrial promotion and to assist local small scale industries by providing

raw material viz. coal, iron and steel.

In addition, Shri Mishra also holds the charge of the Director of Chhattisgarh East Railway Limited, a

subsidiary of SECL and a sister concern of CEWRL.

13

Shri R.C. THAKUR (56 Years) Executive Director/Infra/Civil, Railway Board joined as a Director on the Board

of CEWRL on 21.11.2016. Shri Thakur is a Civil Engineering Graduate from the Punjab Engineering College,

Chandigarh, now known as PEC University of Technology, Chandigarh in 1984. Shri Thakur started his career

as Assistant/ Divisional Engineer in Railways, at Bhilai in the then South Eastern Railway, now in South East

Central Railway, from 1988 to 1990.

He served as Divisional Engineer/Sr. Divisional Engineer, Adra, South Eastern Railway from 1990 to 1995. He

also worked as Executive Assistant to Principal Chief Engineer and Secretary to General Manager, South

Eastern Railway, Garden Reach, Kolkata from 1995 to 2001.

He was the Director/Track and Director/Bridges & Structures in Railway Board, New Delhi from 2001 to 2006.

Thereafter, he served as Chief Engineer/Const., North Central Railway, Allahabad from 2006 to 2008 and as

Chief Engineer/Genl. and Chief Engineer/Track Procurement, Central Railway, Mumbai from 2008 to 2011.

He worked as Chief Engineer/Const., Central Railway, Mumbai from 2011 to 2014 and as Chief Bridge

Engineer, Central Railway, Mumbai from 2014 to 2016.

Presently, he is working as Executive Director/Infra/Civil, Railway Board, New Delhi from November’2016

onwards.

Shri Sanjay Rastogi (56 Years), ED (SRP), IRCON, joined as a Director on the Board of CEWRL on

25.03.2013, relinquished the charge w.e.f. 02.11.2016 upon nomination of new incumbent by IRCON. Shri

Rastogi, a B. Tech. (Civil Engineering) is a 1983 batch ofcer of Indian Railways Service of Engineers (IRSE)

cadre. During his 32 years of service, he has executed important projects of Raipur-Vizianagaram Doubling,

Aligarh-Ghaziabad third rail line Project, etc. Besides working as Chief Track Engineer, Chief Track Machines

Engineer, he has also worked in the eld of Urban Planning in RITES Ltd. He also has exposure in Bus Rapid

Transit Systems in China and Indonesia. He is heading the team executing the challenging Udhampur-

Srinagar-Baramula rail line project.

Shri Ramesh Chand ThakurExecutive Director/ Infra/Civil,

Railway Board

Shri Sanjay Rastogi Executive Director (SRP),

IRCON

14

Shri Achal Khare (55 Years), Executive Director/Infra/Civil, Railway Board joined as a part-time Director on the Board of CEWRL on 10.06.2016 relinquished the charge w.e.f. 21.11.2016 upon nomination of new incumbent by Railway Board. Shri Khare is a Civil Engineer from the University of Roorkee, now IIT/Roorkee, in the year 1981.

Shri Khare started professional career in Engineers India Ltd (EIL) and then joined Indian Railways as IRSE of 1982 batch. Initially, he was posted in Rail Coach Factory, Kapurthala as First Assistant Engineer of RCF during the peak militancy period of 1986 to 1988. Thereafter, he served as Divisional Engineer/Senior Divisional Engineer, Allahabad Division from 1988 to 1994. After serving as Head of Concrete Sleeper Plant at Allahabad, he was posted in prestigious Udhampur-Srinagar-Baramullah Construction Project involving tall bridges and long tunnels, for 4 years upto 2001. Thereafter, he served as Director/PSU and then Executive Director/ Track Procurement in Railway Board.

In 2005, joined IRCON on deputation and served in Brazil for about a year followed by posting as Country Head/Malaysia for construction of US$ 1 billion electried Railway project between Seremban to Gemas as part of Kualalumpur-Singapore Line.On completion of 5 years deputation, returned to India in 2010 and posted as Divisional Railway Manager/Chakradharpur Division of South Eastern Railway till August, 2012.

Shri Achal KhareExecutive Director/ Infra/Civil,

Railway Board

Shri Anil Kumar Gupta (51 Years), General Manager/ Public Private Partnership (PPP), IRCON joined as a Director on the Board of CEWRL on 27.11.2015 relinquished the charge w.e.f. 27.04.2017 upon nomination of new incumbent by IRCON. Shri Gupta, a Civil Engineer from BIT (Sindri), is a 1987 batch ofcer of Indian Railways Service of Engineers (IRSE) cadre. He also holds post-graduation degree in Public Policy and Management from IIM Bangalore in 2006 with dissertation on “Public Private Partnerships in Financing Projects on Indian Railways”. He also completed Executive Leadership Program in PPP from Bond University, Australia and a special course on PPP at IIM Ahmedabad in 2007.

He joined IRCON International Limited on 10.03.2015 as General Manager/ Public Private Partnership dealing with new PPP Projects along with structuring of partnerships for creation of JV SPVs, identication of projects to be taken up by SPVs, new business development involving investment projects and also heading the Working Group on Smart Cities. During his 28 years of service, he worked as General Manager, Railway Infrastructure in Rail Land Development Authority at New Delhi, where he was involved in drafting of its regulations, introducing PPP elements in the land leasing projects, standardizing the processes and bid documents, designing partnerships with PSUs, developments of Multi-Functional Complexes (MFCs) and Railway Stations, and redevelopment of staff colonies. In 2006, he was appointed as the rst Director in the PPP Cell created by Ministry of Railways, wherein he was involved in the creation of framework for the present day PPP projects on Indian Railways especially in World Class Station and Elevated Suburban Railway projects. He also worked in the rst phase of Delhi Metro Project for 5 years (1998-2003), where he was involved in evolving design criteria and designing of stations, EPC bid documents, tender nalization and subsequently as Resident Engineer for implementing one such contract package MC1A for underground metro section between Vishwavidyalaya to Kashmere Gate station. He has also worked with Eastern Railway and RDSO. He has been instrumental in designing and handling EPC and PPP projects in railway sector.

He has authored 13 publications of which 6 are on PPP, Project Management and General Management, and remaining technical papers. He also worked with the Working Group for development of Model RFQ and RFP for PPP Projects for Govt of India. He is also a visiting faculty at NIFM Faridabad, IRITM Lucknow, IRICEN Pune and MDI Gurgaon for Contract Management, Project Management and PPP. In 2009, Shri Gupta has been honored with Citation from RLDA Board for the successful conduct of the Symposium on Commercial Development of Railway Land and has been awarded with Merit Certicate by Padmashree E. Sreedharan, MD/ DMRC in the year 2003 for his outstanding contribution towards achievement of ISO 14001 for Construction of Vishwavidyalaya- Kashmere Gate underground corridor.

Shri Anil Kumar Gupta GM/ Public Private Partnership (PPP),

IRCON

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DIRECTORS’ REPORT

16

Dear Members,

On behalf of the Board of Directors of your Company, it gives me immense pleasure to present, before you the 4th Annual Report on the

business and operations of Chhattisgarh East-West Railway Limited (CEWRL) and its Audited Financial Statements for the year ended

31st March, 2017, together with Auditor’ Report thereon.

1. HIGHLIGHTS OF PERFORMANCE

The East-West Rail Corridor project of the Company is spread in Bilaspur and Korba District of Chhattisgarh. The scal year 2016-17 has

witnessed the beginning of construction of the East-West Corridor. The tenders amounting to ` 197.55 crores have been awarded

mainly for construction of road bed and major and minor bridges from 98.86 Km to 134.66 Km and Flyover Line from 128 Km to 135.20

Km.

The signicant milestones achieved by your company during the year are briey mentioned below:

i. The Revised Detailed Project Report (DPR) of East-West Rail Corridor Project from Gevra Road to Pendra Road via Dipka, Katghora,

Sindurgarh, Pasan, approximately 135.30 km in length with connectivity to Kusmunda, Junadih and Dipka Sidings along with a provision

to construct and integrate with the East West Rail Corridor for about 35 Kms of Feeder lines to connect Kartali, Ambica, Saraipali and

Vijay West Mines of SECL prepared and submitted by IRCON and duly independently nancially appraised by M/s CARE Kalypto Risk

Technologies & Advisory Services Pvt. Ltd., Mumbai has been approved at a total Project Cost of ̀ 4,919.28 Crores.

ii. The proposal for approval of inated mileage has been submitted to Railway Board, New Delhi and approval of DPR has also been sought

by SECL from Coal India Limited. The observations on the DPR by Railway Board and CIL is under review by IRCON.

iii. The Award of Private land for 53 Villages out of total 54 villages in the Korba District has been obtained, of which private land for 43

villages has been transferred in the name of SECR. 20E notication for remaining 1 village has been published and preparation of award

is under process. The Private Land in 16 villages of Bilaspur District has been transferred in the name of SECR.

iv. The transfer of Government Land in the Korba District (37 Villages out of 42 Villages) has been approved by the Government of

Chhattisgarh. The transfer of Government Land in the Bilaspur District for all 13 Villages has been approved by the Government of

Chhattisgarh.

v. The proposal for diversion of forest land is under process and the application for the same is likely to be submitted within a short time

after necessary compliance.

vi. Detailed survey and requirement of land for feeder lines is being worked out.

2. ORGANIZATION

The Company being a joint venture company of South Eastern Coalelds Limited, Ircon International Limited and Government of

Chhattisgarh (represented by CSIDC) was incorporated for developing the rail network and to facilitate coal trafc movement mainly

from enhanced production from Gevra, Dipka and Kusmunda Mines of SECL via alternate route from Gevra Road to Pendra Road in

Northern Region of Chhattisgarh to meet the logistic challenges foreseen on account of coal evacuation and to meet the growing coal

needs of the country. Ministry of Railways (Government of India) had notied the East-West Rail Corridor in the State of Chhattisgarh as a

‘Special Railway Project’ to provide national infrastructure for a public purpose and directed for acquisition of land under The Railways

Act, 1989.

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3. ROLE OF PROMOTER COMPANIES

The proposed joint venture creates synergy by addressing the requirements of the partners with a national cause in mind. As per the

MOU dated 03.11.2012, JV partners have agreed to conduct feasibility study and establish bankability of the project apart from

extending necessary nancial support in the desired form of equity /debt etc. by forming a company, where, GoCG’s share of equity

shall correspond to the value of land provided by the State Government. The company (CEWRL) has been formed by equity contribution

from SECL, IRCON and GoCG. The role of promoters is to bring the necessity of rail infrastructure and its establishment to a common

platform so that the desired objective can be achieved by an association for a limited period. While discharging the promoters’ role,

SECL looks for eco-friendly coal evacuation process through Rail, IRCON shares the technical expertise to move on the Rail and GoCG

provides the space to lay the Rail. In order to initiate the process, a Project Execution Agreement was signed on 05.04.2014 by CEWRL

with IRCON, having domain expertise on execution of railway projects to act as a Project Management Consultant for undertaking the

construction work of the proposed rail project from (Gevra Road-Dipka-Pendra Road) to be completed within three and half years.

CEWRL shall enter into separate agreements with Ministry of Railways for Concession, Operation & Maintenance of assets.

4. DETAILED PROJECT REPORT

The Revised Detailed Project Report (DPR) of East-West Rail Corridor Project from Gevra Road to Pendra Road via Dipka, Katghora,

Sindurgarh, Pasan, approximately 135.30 km in length with connectivity to Kusmunda, Junadih and Dipka Sidings along with a provision

to construct and integrate with the East West Rail Corridor for about 35 Kms of Feeder lines to connect Kartali, Ambica, Saraipali and

Vijay West Mines of SECL prepared and submitted by IRCON and duly independently nancially appraised by CARE Kalypto Risk

Technologies & Advisory Services Pvt. Ltd., Mumbai has been approved at a total Project Cost of ̀ 4,919.28 Crores including a factor

for ination and interest during construction. The Debt-Equity ratio has been suggested at 80:20 taking into consideration the total

project cost of ̀ 4,919.28 Crores in the Financial Appraisal Report. In compliance with the extant guidelines, the Revised DPR has also

been accepted by the SECL Board and has been submitted to Coal India Limited for its approval. The proposal for approval of inated

mileage has been submitted to Railway Board, New Delhi. The observations on the DPR by Railway Board and CIL is under review by

IRCON.

5. PROJECT FINANCING

SBI Capital Markets, Mumbai has been appointed by your Company to extend debt syndication services in the project nancing of the

project. Their expertise in arranging debt funds from banks/nancial institutions at competitive rates will help in mitigating the risk of

non-availability of funds during execution through a binding mechanism by achieving nancial closure for the project.

6. CAPITAL STRUCTURE

During the year under review, the Authorised Capital of the Company has been enhanced from ̀ 5.00 Crores to ̀ 1110.00 Crores. During

the year under review, the paid up and subscribed capital of the Company has been enhanced from ̀ 4.05 Crores to ̀ 504.05 Crores by

way of Right Issue of 50,00,00,000 Nos. of Equity Shares of ` 10/- each of the Company, to SECL, IRCON and CSIDCL in their

shareholding proportion of 64%, 26% and 10% respectively on Rights basis on 30.09.2016. The shares have been fully subscribed and

fully paid up. The equity shareholding pattern of the promoters companies are as follows:

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As per the MoU, the equity contribution of CSIDC shall correspond to the value of land provided by the State Government or 10%

whichever is more. If the value of land provided by GoCG exceeds 10% of the equity, the shareholding percentage of GoCG and SECL

shall stand modied accordingly.

7. FINANCIAL RESULTS

The Financial Results for the Financial Year 2016-17 as compared to the previous year are given below :

Name of the Company Shareholding Pattern As on 31-03-2017 Shareholding Pattern As 0n 31-03-2016

South Eastern Coalelds Limited 64.06% 71.02%

IRCON International Limited 26.02% 28.85%

CSIDC (representing Government

of Chhattisgarh) 9.92% 0.13%

Total 100% 100%

Particulars 31-03-2017 (` in Lakhs) 31-03-2016(` in Lakhs)

Prot/Loss for the Year (7.48) (5.86)

Prot/Loss brought forward from previous year (23.36) (17.50)

Balance Carried to Balance Sheet (30.84) (23.36)

8. CAPITAL EXPENDITURE

i. During the year under report, investment to the tune of ̀ 15,990.00 was made in the procurement of ofce equipments, etc.

ii. Investment to the tune of ̀ 133.54 Crores was made towards acquisition of land and R&R Compensation.

iii. Investment to the tune of ̀ 32.56 Crores was made towards Project Consultancy Fees.

iv. Investment to the tune of ̀ 34.83 Crores was made for Construction Charges towards execution of the project.

9. DIVIDEND

Since, the project of the Company is in implementation stage, no dividend is declared during the year under review.

10. MATERIAL CHANGES AND COMMITMENTS, IF ANY, AFFECTING THE FINANCIAL POSITION OF THE COMPANY WHICH HAVE

OCCURRED BETWEEN THE END OF THE FINANCIAL YEAR TO WHICH THE FINANCIAL STATEMENTS RELATE AND THE DATE OF THE

REPORT

No material changes and commitments affecting the nancial position of the company occurred between the end of the nancial year to

which the nancial statements relate and the date of this report.

11. CONTRIBUTION TO THE EXCHEQUER

The Company has contributed to the Exchequer a total of ` 35.41 Lakhs during the nancial year 2016-17 in the form of Corporate

Advance Tax and Service Tax.

Sl. No. Particulars Amount (` in lakh)

1 Corporate Advance Tax 35.39

2 Service Tax 0.02

Total 35.41

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12. LOAN FUND

Your company has agreed to borrow ` 150 crores in the form of subordinate debt from the joint venture partners in proportion to their

shareholding pattern pending nalization of the funding pattern and resources for the project.

Unsecured Loan ( ` in Crores)

Name of the Company Balance as on Loan availed Repayment of Balance of Loan

01.04.2016 during the year Loan during the year as on 31.03.2017

SECL 48.00 48.00 Nil 96.00

IRCON 19.50 19.50 Nil 39.00

CSIDC 7.50 7.50 Nil 15.00

Total 75.00 75.00 Nil 150.00

13. DEPOSITS

The company has neither accepted nor renewed any deposits during the year under review.

14. PARTICULARS OF LOANS, GURANTEES OR INVESTMENTS MADE UNDER SECTION 186 OF THE COMPANIES ACT, 2013

There was no loans, guarantees or investments made by the company exceeding the limits specied under Section 186 of the

Companies Act, 2013 during the year under review and hence, the said provision is not applicable.

15. PARTICULARS OF CONTRACTS OR ARRANGEMENTS MADE WITH RELATED PARTIES UNDER SECTION 188 OF THE COMPANIES

ACT, 2013

There was no contract or arrangement made with the related parties which would come under the purview of Section 188 of the

Companies Act, 2013 during the year under review.

16. STATUS OF LAND ACQUISITION

I. Private Land:

The Award of Private land for 53 Villages out of total 54 villages in the Korba District has been obtained, of which private land for 43

villages has been transferred in the name of SECR. 20E notication for remaining 1 village has been published and preparation of

award is under process. The Private Land in 16 villages of Bilaspur District has been transferred in the name of SECR.

II. Government Land :

The transfer of Government Land in the Korba District (37 Villages out of 42 Villages) has been approved by the Government of

Chhattisgarh. The transfer of Government Land in the Bilaspur District for all 13 Villages has been approved by the Government of

Chhattisgarh.

III. Forest Land:

The proposal for diversion of forest land is under process and the application for the same is likely to be submitted within a short

time after necessary compliance.

IV. Land for Feeder Lines :

Detailed survey and requirement of land for feeder lines is being worked out

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17. STATUS OF CONSTRUCTION WORK

During the year under review, Tenders amounting to ` 197.55 Crores has already been awarded mainly for construction of Road Bed,

major and minor bridges from 98.86 Km to 134.66 Km and Flyover Line from 128 Km to 135.20 Km and the works amounting to ̀ 26.13

Crores has been carried out.

Sl No. Description of Work Work Order Value Value of work Executed

(Amount in ̀ Crores) (Amount in ̀ Crores)

1 Construction of Road Bed, Major and Minor

Bridges from 98.860 KM TO 134.660 and 197.55 26.13

Flyover Line from OM 128 KM TO 135.20 KM

Total 197.55 26.13

During the year under review, the company has deposited an amount of ` 14.29 Crores with CSPDCL and PGCIL through IRCON for

shifting of utilities like electrical crossings and an amount of ` 11.01 Crores has been deposited with PWD through IRCON for works

relating to construction of ROB. Electrical works valuing ̀ 5.28 Crores has been completed during the year.

Your company has also deposited an amount of ` 25.00 Crores towards the R&R Compensation to Collector, Bilaspur through FA &

CAO, SECR, Bilaspur.

During the FY 2016-17, an application have been led before the Hon’ble National Green Tribunal, New Delhi, stating that the

construction work has been carried out without proper approval for forest land. The Company has already led counter stating that the

project proposals are still under process, and no work has been carried out in any part or on portions of any forest area.

18. MANAGEMENT TEAM

The Management team of the company is functioning with the deputed manpower from SECL and IRCON are as follows :

19. INFORMATION TO SHAREHOLDERS

The Annual Accounts of the Company and the related detailed information shall be available to the shareholders of the holding company

and CEWRL. Any shareholder seeking any such information at any point of time, can inspect the same during business hours in a

working day at the registered ofce of the company at CSIDC Commercial Complex, Mahadev Ghat Road, Raipura Chowk, Raipur,

Chhattisgarh.

20. RIGHT TO INFORMATION

Your company has set an elaborate mechanism in the organization to deal with the request received under the Right to Information (RTI)

Act, 2005. The statistics of information sought under RTI and its disposal during the year 2016-17 is as under :

Sl. No. Particulars Nos.

1 No. of applications received during the year 2016-17 0

2 No. of applications disposed of during the year 0

Sl No. Name Designation On Deputation From

1 Shri Biswajit Choudhury Chief Executive Ofcer (CEO) SECL

2 Shri Rajesh Khare Chief Operating Ofcer (COO) IRCON

3 Shri Anup Agarwal Chief Financial Ofcer (CFO) SECL

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21. AUDITORS

Under Section 139 of the Companies Act 2013, the following audit rm was appointed as the Statutory Auditor of the Company for the

nancial year 2016-17, i.e. from 01.04.2016 to 31.03.2017 :

M/s. A D B & Company

Chartered Accountants

Firm Registration No. 007747C

First Floor, Mahavir Gaushala Complex,

K.K. Road, Moudhapara,

Raipur (Chhattisgarh)

22. SECRETARIAL AUDIT

The Secretarial Audit of the company for nancial year 2016-17 pursuant to section 204(1) of the Companies Act, 2013 and Rule 9 of

the Companies (Appointment and Remuneration of Managerial Personnel) Rules, 2014 has been conducted by M/s. AGR Reddy & Co.,

Practicing Company Secretaries, Hyderabad. The Secretarial Audit Report has been attached to this report as Annexure-I.

23. EXPLANATION OR COMMENTS UNDER SECTION 134(3)(f) OF THE COMPANIES ACT, 2013 ON QUALIFICATIONS, RESERVATIONS

OR ADVERSE REMARKS OR DISCLAIMERS MADE BY THE AUDITORS AND THE PRACTICING COMPANY SECRETARY IN THEIR

REPORTS.

There was no qualications, reservations or adverse remarks made by the Auditors in their report, except for:

1. Non-appointment of Company Secretary, Independent Directors and Woman Director; and

2. Non-constitutions of Audit Committee, Nomination and Remuneration Committee, Corporate Social Responsibility (CSR)

Committee, Vigil Mechanism;

Suitable explanations/comments by the Board is provided in clause no 29 to 34, herein below, in terms of the provisions of Section

134(3)(f) of the Companies Act, 2013 to the qualications under the Secretarial Audit Report.

24. INFORMATION UNDER SECTION 134(3)(q), SECTION 143(3)(i) OF THE OMPANIES ACT, 2013, READ WITH RULE 8(5)(viii) OF

COMPANIES (ACCOUNTS) RULES, 2014 REGARDING ADEQUACY OF INTERNAL FINANCIAL CONTROLS

The company has Internal Control systems and procedures commensurate with its size and nature of business with an approved and

well laid down delegation of authority at various levels for ensuring appropriate authorization and approval of transactions.

Policy in the form of Purchase Manual, Contract Management Manual, Civil Engineering Works Manual, dening the practices &

procedures to be adopted for procurement and award of contracts, as prescribed by the SECL (Holding Company) are followed.

25. INFORMATION UNDER SECTION 134(3)(q), SECTION 143(3)(i) OF THE COMPANIES ACT, 2013, READ WITH RULE 8(5)(vii) OF

COMPANIES (ACCOUNTS) RULES, 2014 REGARDING SIGNIFICANT AND MATERIAL ORDERS PASSED BY THE REGULATORS OR

COURTS OR TRIBUNALS IMPACTING THE GOING CONCERN STATUS AND THE COMPANY’S OPERATIONS IN FUTURE.

There were no signicant and material orders passed by the regulators or courts or tribunals which would impact the going concern

status and the company’s operations in future.

26. BOARD OF DIRECTORS

The Board of Directors of CEWRL consists of 7 (seven) Directors, viz., Chairman and 2 (two) Directors as nominee of SECL, 2 (two)

Directors as nominee of IRCON, 1 (one) Director as nominee of CSIDCL and 1 (one) Director as nominee of Ministry of Railways (MoR).

26.1 The Composition of Board of Directors as at 31.03.2017 is as under :

Sl. No. Name Designation Date of Appointment

1 Shri A.P. Panda, D(F), SECL Chairman 10.08.2013

2 Dr. R.S. Jha, D(P), SECL Director 08.11.2014

3 Shri Kuldip Prasad, D (T)O, SECL Director 04.07.2016

4 Shri S.L. Gupta, ED (IRCON) Director 02.11.2016

5 Shri A.K. Gupta, GM, PPP (IRCON) Director 27.11.2015

6 Shri Sunil Mishra, MD (CSIDCL) Director 04.05.2013

7 Shri R.C. Thakur, ED/Infra/Civil, Railway Board, MoR Director 21.11.2016

26.2 The following persons were appointed as Director during the year under report:

Sl. No. Name Designation Date of Appointment

1 Shri Kuldip Prasad, D(T)O, SECL Director 04.07.2016

2 Shri S.L. Gupta, ED (IRCON) Director 02.11.2016

3 Shri Achal Khare, ED/Infra/Civil, Railway Board, MoR Director 10.06.2016

4 Shri R.C. Thakur, ED/Infra/Civil, Railway Board, MoR Director 21.11.2016

26.3 The following persons ceased to be Director during the year under report :

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Sl. No. Name Designation Date of Cessation Remarks

1 Shri R.P. Thakur, Former D(T)O, SECL Director 31.05.2016 Upon Superannuation

2 Shri Ravinder Goyal, Former DRM (SECR) Director 10.06.2016 Upon Nomination

3 Shri Sanjay Rastogi, Former ED (IRCON) Director 02.11.2016 Upon Nomination

4 Shri Achal Khare, ED/Infra/Civil, Railway Board, MoR Director 21.11.2016 Upon Nomination

The Company acknowledge the contribution and place on record the appreciation for services rendered by Shri Ravinder Goyal, Former

DRM (SECR), Shri R.P. Thakur, Former D(T)O, SECL and Shri Sanjay Rastogi, Former ED (IRCON) over the period during the tenure as the

Directors of the Company.

27. KEY MANAGERIAL PERSONNEL

27.1 The following persons were appointed as Key Managerial Personnel (KMP) during the year under report:

Sl. No. Name Designation Date of Appointment

1 Shri Biswajit Choudhury, GM (Mining), SECL Chief Executive Ofcer 08.07.2016

2 Shri Anup Agarwal, Assistant Manager (Finance), SECL Chief Financial Ofcer 21.04.2016

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27.2 The following persons ceased to be Key Managerial Personnel during the year under report :

Sl. No. Name Designation Date of Cessation Remarks

1 Shri A.S. Babu, GM (Mining), SECL Chief Executive Ofcer 04.07.2016 Upon Transfer

28. BOARD MEETINGS

Five (5) Board Meetings were held during the Financial Year 2016–17. The maximum time gap between two meetings was not more than

120 days. The details of Board meetings held during the period is given as under:

Meeting No. Date of Meeting Time Venue of Meeting

Twentieth 20-04-2016 01:30 P.M. Raipur

Twenty First 05-05-2016 12:30 P.M. Raipur

Twenty Second 01-08-2016 11:00 A.M. Raipur

Twenty Third 07-11-2016 12:30 P.M. Raipur

Twenty Fourth 17-01-2017 12:30 P.M. Raipur

29. APPOINTMENT OF WHOLE TIME KEY MANAGERIAL PERSONNEL

The company has appointed Shri Anup Agarwal as the full time Chief Financial Ofcer of the Company. The appointment of full time

Company Secretary pursuant to section 203(1) of the Companies Act, 2013 read with Rule 8 of the Companies (Appointment and

Remuneration of Managerial Personnel) Rules, 2014 could not take place during the year under review. The Company is in the process of

complying with the requirements of appointment of said vacancy for which SECL has been requested as per MoU dated 03.11.2012.

30. APPOINTMENT OF INDEPENDENT DIRECTORS

The appointment of 2 (two) Independent Directors pursuant to section 149(4) of the Companies Act, 2013 read with Rule 4 of the

Companies (Appointment and Qualication of Directors) Rules, 2014 could not take place during the year under review. The Board has

requested Coal India Limited and Ministry of Coal, to nominate the Independent Directors on the Board of the Company.

As advised by Coal India Limited, the Company is in the process of amending its Articles of Association to enable Government of

India/Coal India Limited/any other Authority as may be prescribed from time to time to appoint Independent Director(s) and/or Woman

Director(s).

31. AUDIT COMMITTEE

The Audit Committee as required under Section 177 of the Companies Act, 2013 read with Rule 6 of the Companies (Meetings of Board

and its Powers) Rules, 2014 could not be constituted for want of Independent Directors on Board of the company, during the year under

review. The Committee will be constituted in terms of the provisions of the Act as soon as the Independent Directors are appointed.

32. NOMINATION & REMUNERATION COMMITTEE

The Nomination & Remuneration Committee as required under Section 178 of the Companies Act, 2013 read with Rule 6 of the

Companies (Meetings of Board and its Powers) Rules, 2014 could not be constituted for want of Independent Directors on Board of the

company, during the year under review. The Committee will be constituted in terms of the provisions of the Act as soon as the

Independent Directors are appointed.

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33. CORPORATE SOCIAL REPOSIBILITY COMMITTEE

The Corporate Social Responsibility (CSR) Committee as required under Section 135 of the Companies Act, 2013 read with Rule 3 of

The Companies (Corporate Social Responsibility) Rules, 2014 could not be constituted for want of Independent Directors on Board of

the company, during the year under review. The Committee will be constituted in terms of the provisions of the Act as soon as the

Independent Directors are appointed.

34. VIGIL MECHANISM U/S 177(9) OF THE COMPANIES ACT, 2013

The Vigil Mechanism u/s 177(9) of the Companies Act, 2013 read with Rule 7 of (Companies Meetings of Board and its Powers) Rules,

2014 could not be constituted for want of Independent Directors on Board of the company, during the year under review. The Vigil

Mechanism will be constituted in terms of the provisions of the Act as soon as the Independent Directors are appointed.

35. STATUTORY DISCLOSURE BY DIRECTORS

None of the Directors of your company is disqualied as per provisions of Section 164 of the Companies Act, 2013. Your Directors have

made necessary disclosures as required under various provisions of the Companies Act, 2013

36. BANKER’S NAME AND ADDRESS

S. No. Name Branch Address

1 State Bank of India Sundarnagar Branch, Raipur-492013, Chhattisgarh.

2 Axis Bank Tagore Nagar Branch, Pachpedi Naka, Pujari Chambers, Block B1, NH 43, Raipur-492001, Chhattisgarh

37. DIRECTORS’ RESPONSIBILITY STATEMENT

Pursuant to Section 134(5) of the Companies Act, 2013, Directors of your Company hereby state and conrm that :

i. in the preparation of the annual accounts for the year ended 31st March, 2017, the applicable accounting standards have been

followed along with proper explanation relating to material departures;

ii. the Directors had selected such accounting policies and applied them consistently and made judgments and estimates that were

reasonable and prudent so as to give a true and fair view of the state of affairs of the Company at the end of the nancial year and

of the prot or loss of the Company for the year under review.

iii. the Directors had taken proper and sufcient care for the maintenance of adequate accounting records in accordance with the

provisions of the Companies Act, 2013 for safeguarding the assets of the Company and for preventing and detecting fraud and

other irregularities.

iv. the Directors have prepared the Annual Accounts for the year ended 31st March, 2017 on a ‘Going Concern’ basis.

v. the Director had devised proper systems to ensure compliance with the provisions of all applicable laws and that such systems

were adequate and operating efciently.

38. CONSERVATION OF ENERGY, TECHNOLOGY ABSORPTION, FOREIGN EXCHANGE EARNINGS AND OUTGO

The information in accordance with the provisions of Section 134 (3) (m) of the Companies Act, 2013 read with Rule 8 (3) of the

Companies (Accounts) Rules, 2014 regarding Conservation of Energy, Technology absorption and Foreign Exchange earnings and

Outgo is given in Annexure-II to this Report.

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39. PARTICULARS OF EMPLOYEES AS PER SECTION 197 (12) OF THE COMPANIES ACT, 2013

No employee of the Company were in receipt of remuneration in excess of the limits laid down under Section 197(12) of the Companies

Act, 2013, read with Rule 5 of the Companies (Appointment & Remuneration of Managerial Personnel) Rules, 2014.

40. RELATED PARTY TRANSACTIONS

Related party transactions that were entered during the nancial year were on an arm’s length basis and were in the ordinary course of

business. There were no materially signicant related party transactions with the Company’s Promoters, Directors, Management or

their relatives, which could have had a potential conict with the interests of the Company. Transactions with related parties entered by

the Company in the normal course of business are periodically placed before Board for its omnibus approval and the particulars of

contracts entered during the year as per Form AOC-2 is enclosed as Annexure-III, to this Report.

41. FORM NO. MGT.9 EXTRACT OF ANNUAL RETURN

The extract of Annual Return of the Company in Form No. MGT-9 for the year under report pursuant to Section 134(3) of the Companies

Act, 2013 is is given in Annexure-IV.

42. PARTICULARS OF LOANS, GUARANTEES OR INVESTMENTS

During the year under review, the Company had not granted any loans, extended any guarantees or made investments.

43. AUDITORS’ REPORT

The Auditors report on the accounts of the Company for the year ended 31st March, 2017 is placed in Annexure-V forming part of the

Report.

44. ACKNOWLEDGEMENTS

Your Directors acknowledge with deep sense of appreciation for the co-operation, valuable assistance, support and guidance received

from the Ministry of Coal, Ministry of Railways, various departments of Government of Chhattisgarh, Coal India Limited, South Eastern

Coalelds Limited, IRCON International Limited and Chhattisgarh State Industrial Development Corporation Limited for the progress of

the Company .Your Directors also express their sincere thanks to the local administration of Raipur, Korba and Bilaspur for their help and

cooperation from time to time for the development of the Company.

Your Directors also acknowledge the constructive suggestions received from the Statutory Auditors and Comptroller & Auditor General

of India (CAG) and are grateful for their continued support and co-operation.

Your Directors express their deep felt thanks and best wishes to all the shareholders for the continued support and trust they have

reposed on the Management. Your Directors would like to place on record their appreciation for the untiring efforts and contributions

made by the employees and associates at all levels that have made the continued progress and growth easier for the Company.

Date : 02.05.2017Place : Raipur

Sd./-

(A.P. Panda)

Chairman

DIN : 06664375

For and on behalf of the Board of Directors of

Chhattisgarh East-West Railway Limited

26

45. ADDENDA

The following documents are annexed:

45.1 Secretarial Audit Report” of the company is given in Annexure-I to this report.

45.2 In pursuance to the provisions of Section 134 (3) (m) of the Companies Act, 2013, read with Rule 8 (3) of the Companies (Accounts)

Rules, 2014, Information in regard to the Conservation of Energy, Technology Absorption and Foreign Exchange Earning& Outgo is

given in Annexure-II to this report.

45.3 In pursuance to the provisions of Section 188 (1) (m) of the Companies Act, 2013 read with Rule 8 (3) of the Companies (Accounts)

Rules, 2014, Information relating to Contracts or Arrangements with related parties is given in Annexure-III to this Report.

45.4 The extract of Annual Return of the Company in Form No. MGT-9 for the year ended 31.03.2017 under Section 134(3) of the Companies

Act, 2013 is given in Annexure-IV.

45.5 Report of the Statutory Auditor appointed under Section 139 (5) of the Companies Act, 2013 is given in Annexure-V to this report.

FORM NO. MR-3

SECRETARIAL AUDIT REPORT

FOR THE FINANCIAL YEAR ENDED MARCH 31, 2017

[Pursuant to section 204(1) of the Companies Act, 2013 and Rule No.9 of the Companies

(Appointment and Remuneration Personnel) Rules, 2014]

To,

The Members,

Chhattisgarh East-West Railway Limited

Mahadev Ghat Road, Raipura Chowk

Raipur, Chattisgarh-492013

I have conducted the secretarial audit of the compliance of applicable statutory provisions and the adherence to good corporate

practices by Chhattisgarh East-West Railway Limited (hereinafter called the “Company”). Secretarial Audit was conducted in a manner

that provided me a reasonable basis for evaluating the corporate conducts/statutory compliances and expressing my opinion thereon.

Based on my verication of the books, papers, minute books, forms and returns led and other records maintained by the Company and

also the information provided by the Company, its ofcers, agents and authorized representatives during the conduct of Secretarial

Audit, I hereby report that in my opinion, the Company has during the audit period covering the nancial year ended on March 31, 2017,

(“Audit Period”) 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:

I have examined the books, papers, minute books, forms and returns led and other records maintained by the Company for the nancial

year ended on March 31, 2017 according to the provisions of:

(i) The Companies Act, 2013 (the “Act”) and the rules made thereunder;

(ii) The Securities Contracts (Regulation) Act, 1956 (“SCRA”) and the rules made there under (Not Applicable to the Company during

the Audit Report);

(iii) The Depositories Act, 1996 and the Regulations and Bye-laws framed under that Act (Not Applicable to the Company during the

Audit Report);

(iv) Foreign Exchange Management Act, 1999 and the rules and regulations made there under to the extent of Foreign Direct

Investment, Overseas Direct Investment and External Commercial Borrowings (Not Applicable to the Company during the Audit

Report);

(v) The Securities and Exchange Board of India (Prohibition of Insider Trading) Regulations, 1992 (Not Applicable to the Company

during the Audit Report);

(vi) Other laws applicable to the Company as per the representations made by the Management.

ANNEXURE-I

27

I have also examined compliance with the applicable clauses of the following :

Secretarial Standard-I and Secretarial Standard-II, with respect to Board and General Meetings respectively, issued by The Institute of

Company Secretaries of India,

During the period under review the Company has complied with the provisions of the Act, Rules, Regulations, Guidelines, Standards, etc.

mentioned above.

I further report that:

The Board of Directors of the Company have been constituted as required under the provisions of the Act. The Company has represented

to Ministry of Coal, Government of India, for nominating Independent Directors on Board of CEWRL, so that the mandatory requirement

of constituting Audit Committee, Nomination and Remuneration Committee, Corporate Social Responsibility and Vigil Mechanism can

be constituted as per the Act.

Further, the Company is under process of appointment of Whole-time Company Secretary.

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 is given to all Directors to schedule the Board Meetings, Agenda and detailed notes on agenda were sent at least seven

days in advance, and a system exists for seeking and obtaining further information and clarications on the agenda items before the

meeting and for meaningful participation at the meeting.

Majority decision is carried through while the dissenting members’ views are captured and recorded as part of the Minutes.

I further report that 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.

for AGR Reddy & Co.

Company Secretaries

Sd/-

Manoj Kumar Koyalkar

M. Number: 19445

C P Number: 10004

Hyderabad, May 2, 2017

Note: This report is to be read with my letter of even date which is annexed as ‘Annexure-A’ and forms an integral part of this report.

28

Annexure-A

To,

The Members,

Chhattisgarh East-West Railway Limited

Mahadev Ghat Road, Raipura Chowk

Raipur, Chattisgarh-492013

My report of even date is to be read with this letter.

a. Maintenance of secretarial records is the responsibility of the management of the Company. My responsibility is to express an

opinion on these secretarial records based on my audit.

b. I have followed the audit practices and processes as were appropriate to obtain reasonable assurance about the correctness of the

contents of Secretarial records. The verication was done on test basis to ensure that correct facts are reected in secretarial

records. I believe that the processes and practices I followed provide a reasonable basis for my opinion.

c. I have not veried the correctness and appropriateness of nancial records and Books of Accounts of the Company.

d. Where ever required, I have obtained Management Representation about the compliance, laws, rules and regulations and

happening of events etc.

e. The compliance of the provisions of corporate and other applicable laws, rules, regulations, standards is the responsibility of

management. My examination was limited to the verication of procedures on test basis.

f. The Secretarial Audit Report is neither an assurance as to the future viability of the company nor of the efcacy or effectiveness with

which the management has conducted the affairs of the company.

for AGR Reddy & Co.

Company Secretaries

Sd/-

Manoj Kumar Koyalkar

M. Number: 19445

C P Number: 10004

Hyderabad, May 2, 2017

29

ANNEXURE-II

30

Information on conservation of Energy, Technology absorption, Foreign Exchange earnings and outgo required to be disclosed

under Section 134 of the Companies Act, 2013 read with Companies (Accounts) Rules, 2014 are provided hereunder:

(A) CONSERVTION OF ENERGY

a) The steps taken or impact of conservation of energy :

Not Applicable, since the Company has not commenced its commercial operations.

b) The steps taken by the company for utilizing alternate source of energy :

Not Applicable

c) The capital investments on energy conservation equipment :

The Company has installed power saver devices in the Ofce building.

(B) TECHNOLOGY ABSORPTION

(a) The efforts made towards technology absorption :

Not Applicable, since the Company has not commenced its commercial operations.

(b) The benets derived like product improvement, cost Reduction, product development or import substitution :

Not Applicable, since the Company has not commenced its commercial operations.

(c) In case of imported technology (imported during the last three years reckoned from the beginning of the nancial year)

(a) The details of technology imported : Nil

(b) The year of import : Nil

(c) Whether the technology been fully absorbed; : Nil

(d) If not fully absorbed, areas where absorption has : Nil

not taken place, and the reasons thereof; and

(e) The expenditure incurred on Research and development : Nil

Expenditure on R&D (` in lakhs)

Sl. No. Particulars FY 2016-17 FY 2015-16

1 Capital Nil Nil

2 Recurring Nil Nil

3 Total Nil Nil

4 Total R&D expenditure as a percentage of total turnover Nil Nil

(C) Foreign Exchange Earnings and Outgo :

The Foreign Exchange outgo and foreign exchange earned by the Company during the year is Nil.

FORM NO. AOC-2

(Pursuant to clause (h) of sub-section (3) of section 134 of the Companies Act, 2013 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

(a) Name(s) of the related party and nature of relationship Nil

(b) Nature of contracts/arrangements/transactions Nil

(c) Duration of the contracts/arrangements/transactions Nil

(d) Salient terms of the contracts or arrangements or transactions including the value, if any Nil

(e) Justication for entering into such contracts or arrangements or transactions Nil

(f) Date(s) of approval by the Board Nil

(g) Amount paid as advances, if any: Nil

(h) Date on which the special resolution was passed in general meeting as required under rst proviso to section 188 Nil

2. Details of material contracts or arrangement or transactions at arm's length basis

(a) Name(s) of the related party and nature of relationship:

(i) South Eastern Coalelds Limited (Holding Company of Chhattisgarh East-West Railway Limited)

(ii) IRCON International Limited (Associate Company of Chhattisgarh East-West Railway Limited)

(b) Nature of contracts/arrangements/transactions : Nil

(c) Duration of the contracts/arrangements/transactions : Nil

(d) Salient terms of the contracts or arrangements or transactions including the value, if any : Nil

(e) Justication for entering into such contracts or arrangements or transactions : Nil

(f) Date(s) of approval by the Board : Nil

(g) Amount paid as advances, if any : Nil

(h) Date on which the special resolution was passed in general meeting as required under rst proviso to section 188 : N/A

For and on behalf of the Board of Directors

Sd./-

(A.P. Panda)

Date : 02.05.2017 Chairman

Place : Raipur DIN: 06664375

ANNEXURE-III

31

ANNEXURE-IV

32

FORM NO. MGT.9

EXTRACT OF ANNUAL RETURN

as on the nancial year ended on 31.03.2017

[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 : U45203CT2013GOI000768

ii) Registration Date : 25.03.2013

iii) Name of the Company : CHHATTISGARH EAST-WEST RAILWAY LIMITED

iv) Category / Sub-Category

of the Company : Company having Share Capital

v) Address of the Registered

ofce and contact details : 2ND FLOOR, CSIDC COMMERCIAL COMPLEX, RAIPURA CHOWK RAIPUR-492013 (C.G.)

E-mail id: [email protected]

Phone: 0771-2242155, Fax: 0771-2242154

vi) Whether listed company : No

vii) Name, Address and Contact

details of Registrar and : Not Applicable

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. No. Name and Description of NIC Code of the Product/service % to total turnover of the company

main products/services

1 Nil Nil Nil

III. PARTICULARS OF HOLDING, SUBSIDIARY AND ASSOCIATE COMPANIES

SL. No. NAME AND ADDRESS OF THE CIN HOLDING/SUBSIDIARY % of shares Applicable

COMPANY / ASSOCIATE held Section

1 SOUTH EASTERN COALFILEDS LTD. U10102CT1985GOI003161 HOLDING COMPANY 64.06 2(46)

IV. SHARE HOLDING PATTERN (Equity Share Capital Breakup as percentage of Total Equity

i. Category-wise Share Holding

Category of Shareholders

No. of Shares held at the beginning of the year i.e., 01.04.2016

No. of Shares held at the end of the year i.e., 31.03.2017

% Change during

the year

Demat

Physical

Total

% of Total

Shares

Demat

Physical

Total % of Total

Shares A.

PROMOTERS

1.

Indian

a)

Individual/HUF

Nil

Nil

Nil

Nil

Nil

Nil

Nil

Nil

Nil

b) Central Govt

Nil

Nil

Nil

Nil

Nil

Nil

Nil

Nil

Nil

c) State Govt (s)

Nil

Nil

Nil

Nil

Nil

Nil

Nil

Nil

Nil

d) Bodies Corp.

Nil

40,55,000

40,55,000

100

Nil

50,40,55,000

50,40,55,000

100

12330.46

e) Banks/FI

Nil

Nil

Nil

Nil

Nil

Nil

Nil

Nil

Nil

f) Any Other

Nil

Nil

Nil

Nil

Nil

Nil

Nil

Nil

Nil

Sub-total (A) (1)

Nil

40,55,000

40,55,000

100

Nil

50,40,55,000

50,40,55,000

100

12330.46

2.

Foreign

a)

NRIs-

Individual

Nil

Nil

Nil

Nil

Nil

Nil

Nil

Nil

Nil

b)

Other-Individuals

Nil

Nil

Nil

Nil

Nil

Nil

Nil

Nil

Nil

c) Bodies Corp.

Nil

Nil

Nil

Nil

Nil

Nil

Nil

Nil

Nil

d) Banks/FI

Nil

Nil

Nil

Nil

Nil

Nil

Nil

Nil

Nil

e) Any Other….

Nil

Nil

Nil

Nil

Nil

Nil

Nil

Nil

Nil

Sub-total (A) (2)

Nil

Nil

Nil

Nil

Nil

Nil

Nil

Nil

Nil

B.

Public Shareholding

1.Institutions

a) Mutual Funds

Nil

Nil

Nil

Nil

Nil

Nil

Nil

Nil

Nil

b) Banks/FI

Nil

Nil

Nil

Nil

Nil

Nil

Nil

Nil

Nil

c) Central Govt

Nil

Nil

Nil

Nil

Nil

Nil

Nil

Nil

Nil

d) State Govt(s)

Nil

Nil

Nil

Nil

Nil

Nil

Nil

Nil

Nil

e) Venture Capital Funds

Nil

Nil

Nil

Nil

Nil

Nil

Nil

Nil

Nil

f) Insurance

Nil

Nil

Nil

Nil

Nil

Nil

Nil

Nil

Nil

g) FIIs

Nil

Nil

Nil

Nil

Nil

Nil

Nil

Nil

Nil

h) Capital Funds

Nil

Nil

Nil

Nil

Nil

Nil

Nil

Nil

Nil

i) Others (specify)

Nil

Nil

Nil

Nil

Nil

Nil

Nil

Nil

Nil

Sub-total (B) (1) Nil Nil Nil Nil Nil Nil Nil Nil Nil

2. Non-Institutions

a) Bodies-Corp. Nil Nil Nil Nil Nil Nil Nil Nil Nil

(i) Indian Nil Nil Nil Nil Nil Nil Nil Nil Nil

Companies

Foreign Venture

33

(ii) Overseas Nil Nil Nil Nil Nil Nil Nil Nil Nil

b) Individuals Nil Nil Nil Nil Nil Nil Nil Nil Nil

(i) Individual Shareholders holding nominal share capital up to `

1 Lakh

Nil Nil Nil Nil Nil Nil Nil Nil Nil

(ii) Individual Shareholders holding nominal share capital in excess of ` 1 Lakh

Nil

Nil

Nil

Nil

Nil

Nil

Nil Nil

Nil

c) Others (specify)

Nil

Nil

Nil

Nil

Nil

Nil

Nil

Nil

Nil

Sub-total (B) (2)

Total Public Shareholding

(B) = (B)(1) + (B)(2)

Nil

Nil

Nil

Nil

Nil

Nil

Nil

Nil

Nil

C. Shares hold by Custodian for ADRs & GDRs

Nil

Nil

Nil

Nil

Nil

Nil

Nil

Nil

Nil

Grand Total (A+B+C) Nil 40,55,000 40,55,000 100 Nil 50,40,55,000 50,40,55,000 100 12330.46

ii. Shareholding of Promoters

Sl No.

Shareholder's Name

Shareholding at the beginning of the year i.e., 01.04.2016

Shareholding at the end of the year i.e., 31.03.2017

% change in shareholding

during the year No. of Shares % of total

Shares of the

company

%of Shares Pledged/

encumbered to total shares

No. of Shares % of total Shares of

the company

%of Shares Pledged/

encumbered to total shares

1

South Eastern Coalelds Limited

28,80,000

71.02

Nil

South Eastern Coalelds Limited

32,28,80,000

64.06

(9.80)

2

IRCON International Limited

11,70,000

28.85

Nil

IRCON International

Limited

13,11,70,000

26.02

(9.81)

3

CSIDCL

5,000

0.13

Nil

CSIDCL

5,00,05,000

9.92

7530.77

34

iii. Change in Promoters' Shareholding (please specify, if there is no change)

Sl.

No.

Shareholder's Name

Shareholding at the beginning of the year i.e. 01.04.2016

Cumulative Shareholding during the year i.e., 31.03.2017

No. of shares % of total shares of the company

No. of shares % of total sharesof the company

1 At the beginning of the year 40,55,000 100 40,55,000 100 2

Date wise Increase/ Decrease in Promoters

Shareholding during the year specifying the reasons for increase/decrease (e.g. allotment/transfer/bonus/ sweat equity etc): On 30.09.2016, Increase in Promoters Shareholding during the year was on account of Rights Issue

Nil

Nil

50,00,00,000

100

3 At the End of the year 40,55,000 100 50,40,55,000 100

iv. Shareholding Pattern of top ten Shareholders (other than Directors, Promoters and Holders of GDRs and ADRs):

Sl. No.

Shareholder's Name Shareholding at the beginning of the year i.e., 01.04.2016

Cumulative Shareholding during the year i.e., 31.03.2017

For Each of the Top 10 Shareholders No. of shares % of total shares of the company

No. of shares % of total shares of the company

1 At the beginning of the year Nil Nil Nil Nil

2 Date wise Increase/Decrease in Shareholding during the year specifying the reasons for increase/decrease (e.g. allotment/ transfer/ bonus/sweat equity etc):

Nil Nil Nil Nil

3

At the End of the year (or on the date of separation, if separated during the year)

Nil

Nil

Nil

Nil

35

v. Shareholding of Directors and Key Managerial Personnel:

Sl. No

Shareholder's Name Shareholding at the beginning of the year i.e., 01.04.2016

Cumulative Shareholding during the year i.e., 31.03.2017

For Each of the Top 10 Shareholders No. of shares % of total shares of the company

No. of shares % of total shares of the company

1 For Each of the Directors and KMP Nil Nil Nil Nil 2 At the

beginning of the year

Nil Nil Nil Nil

3

Date wise Increase / Decrease in Share holding during the year

specifying the reasons for increase / decrease (e.g.

allotment / transfer / bonus/ sweat equity etc):

Nil

Nil

Nil

Nil

At the End of the year

Nil

Nil

Nil

Nil

V. INDEBTEDNESS

Indebtedness of the Company including interest outstanding/accrued but not due for payment:

Secured Loans excluding deposits

Unsecured Loans

Deposits Total Indebtedness

Indebtedness at the beginning of the nancial year i) Principal Amount ii) Interest due but not paid iii) Interest accrued but not due

Nil Nil Nil

75.00

Nil 2.36

Nil Nil Nil

75.00

Nil 2.36

Total (i+ii+iii)

Nil

77.36

Nil

77.36

Change in Indebtedness during the nancial year

•

Addition

•

Reduction

Nil

Nil

75.00

Nil

Nil

Nil

75.00

Nil

Net Change

Nil

75.00

Nil

75.00

Indebtedness at the end of the nancial year i)

Principal Amount

ii)

Interest due but not paid iii)

Interest accrued but not due

Nil Nil Nil

150.00 Nil

17.16

Nil Nil Nil

150.00 Nil

17.16 Total (i+ii+iii)

Nil

167.16

Nil

167.16

36

A. Remuneration to Managing Director, Whole-time Directors and/or Manager:

Sl. no.

Particulars of Remuneration

Name of MD/WTD/ Manager

1. Gross salary

(a) Salary as per provisions contained in section 17(1) of the Income-tax Act, 1961

(b) Value of perquisites u/s 17(2) Income-tax Act, 1961

(c) Prots in lieu of salary under section 17(3) Income- tax Act, 1961

Nil

Nil

Nil

Nil

Nil

Nil

Nil

Nil

Nil

Nil

Nil

Nil

Nil

Nil

Nil

2. Stock Option Nil

Nil

Nil

Nil

Nil

3. Sweat Equity Nil Nil Nil Nil Nil

4. Commission

- as % of prot

- others, specify...

Nil Nil

Nil Nil

Nil Nil

Nil Nil

Nil

Nil

5. Others, please specify Nil Nil Nil Nil Nil

Total (A) Nil Nil Nil Nil Nil

Ceiling as per the Act

37

Total Amount

B. Remuneration to other directors:

Sl. no.

Particulars of Remuneration

Name of the Directors

Total

Amount

1 Independent Director

Nil Nil Nil Nil Nil Nil Nil Nil Nil Nil Nil Nil

·

Feeattending board committee meetings

·

Commission

·

Others, please specify

Nil

Nil

Nil

Nil

Nil

Nil

Nil

Nil

Nil

Nil

Nil

Nil

Nil

Nil

Nil

Nil

Nil

Nil

Nil

Nil

Nil

Nil

Nil

Nil

Nil

Nil

Nil

Nil

Nil

Nil

Nil

Nil

Nil

Nil

Nil

Nil

Total (1)

Nil

Nil

Nil

Nil

Nil

Nil

Nil

Nil

Nil

Nil

Nil

2

Other Non-Executive Directors

Shri A.P.

Panda

Shri R.P.

Thakur

Dr. R.S. Jha

Shri Sanjay Rastogi

Shri S.L.

Gupta

Shri A.K.

Gupta

Shri Sunil Mishra

Shri RavinderGoyal

Shri AchalKhare

Shri R.C.

Thakur

Shri Kuldip Prasad

·

Fee for attending board committee meetings

·

Commission

·

Others, please specify

Nil

Nil

Nil

Nil

Nil

Nil

Nil

Nil

Nil

Nil

Nil

Nil

Nil Nil Nil Nil Nil Nil Nil Nil Nil Nil Nil Nil

Nil Nil Nil Nil Nil Nil Nil Nil Nil Nil Nil Nil

Total (2)

Nil

Nil

Nil

Nil

Nil

Nil

Nil

Nil

Nil

Nil

Nil Nil

Total (B) = (1) + (2)

Nil

Nil

Nil

Nil

Nil

Nil

Nil

Nil

Nil

Nil

Nil

Nil

Nil Nil

Total Managerial Remuneration

Nil

Nil

Nil

Nil

Nil

Nil

Nil

Nil

Nil

Nil Nil

Overall Ceiling as per the Act

Nil Nil Nil Nil Nil Nil Nil Nil Nil Nil Nil

for

38

C. Remuneration To Key Managerial Personnel Other Than Managing Director/Manager/Whole Time Director:

Act, 1961

b) Value of perquisites u/s 17(2) Income-tax Act, 1961

c) Prots in lieu of salary under

Nil

Nil

Nil

Nil

70,000.00

Nil

70,000.00

Nil

2.

Stock Option

Nil

Nil

Nil

Nil

3.

Sweat Equity

Nil

Nil

Nil

Nil

4. Commission

-

as % of prot

-

others, specify...

Nil

Nil

Nil

Nil

Nil

Nil

Nil

Nil

5.

Others, please specify

Nil

Nil

Nil

Nil

Total

7,23,037.50

12,44,016.00

10,07,397.00

29,74,450.50

Sl.No. Particulars of Remuneration Key Managerial Personnel

Shri A.S. Babu

(Former CEO)

1-4-16-04-07-16

Shri Biswajit Choudhury (CEO)

08-07-16-31-3-17

Shri Anup Agarwal (CFO)

1-4-16-31-3-17

Total

1. Gross salary

a) Salary as per provisions contained in section 17(1) of the Income-tax

7,23,037.50

12,44,016.00

9,37,397.00

29,04,450.50

section 17(3) Income-tax Act, 1961

VII. PENALTIES/PUNISHMENT/COMPOUNDING OF OFFENCES:

Type Section of the

Companies Act Brief Description

Details of Penalty/Punishment /Compounding fees imposed

Authority [RD/NCLT/COURT]

Appeal made, if any(Give Details)

A. COMPANY

Penalty Nil Nil Nil Nil Nil

Punishment Nil Nil Nil Nil Nil

Compounding Nil Nil Nil Nil Nil

B. DIRECTORS

Penalty Nil Nil Nil Nil Nil

Punishment Nil Nil Nil Nil Nil

Compounding Nil Nil Nil Nil Nil

C. OTHER OFFICERS IN DEFAULT

Penalty Nil Nil Nil Nil Nil

Punishment Nil Nil Nil Nil Nil

Compounding Nil Nil Nil Nil Nil

39

COMMENTS OF THE COMPTROLLER AND AUDITOR GENERAL OF INDIA UNDER SECTION 143(6)(b) OF THE COMPANIES ACT, 2013

ON THE FINANCIAL STATEMENTS OF CHHATTISGARH EAST-WEST RAILWAY LIMITED FOR THE YEAR ENDED 31 MARCH 2017

The preparation of nancial statements of Chhattisgarh East-West Railway Limited for the year ended 31 March 2017 in accordance with

the nancial reporting framework prescribed under the Companies Act, 2013 (Act) is the responsibility of the management of the

company. The statutory auditors appointed by the Comptroller and Auditor General of India under Section 139(5) of the Act are

responsible for expressing opinion on the nancial statements under Section 143 of the Act based on independent audit in accordance

with the standards on auditing prescribed under Section 143(10) of the Act. This is stated to have been done by them vide their Audit

Report dated 05 May 2017.

I, on behalf of the Comptroller and Auditor General of India, have conducted a supplementary audit under section 143(6)(a) of the Act of

the nancial statements of Chhattisgarh East-West Railway Limited for the year ended 31 March 2017. This supplementary audit has

been carried out independently without access to the working papers of the statutory auditors and is limited primarily to inquiries of the

statutory auditors and company personnel and a selective examination of some of the accounting records. On the basis of my audit

nothing signicant has come to my knowledge which would give rise to any comment upon or supplement to statutory auditors' report.

Place : Ranchi

Date : 19 June 2017

(Indu Agrawal)

Principal Director of Commercial Audit &

Ex-ofcio Member, Audit Board, Ranchi.

For and on behalf of the

Comptroller and Auditor General of India

40

To,

The Members,

CHHATTISGARH EAST-WEST RAILWAY LIMITED,

RAIPUR- 492013 (C.G.)

REPORT ON THE FINANCIAL STATEMENTS :

We have audited the accompanying nancial statements of CHHATTISGARH EAST-WEST RAILWAY LIMITED (“the Company), which

comprise the Balance Sheet as at 31st MARCH, 2017, the Statement of Prot & Loss, the cash ow statement and the statement of

changes in equity for the year then ended, and a summary of signicant accounting policies and other explanatory information

(hereinafter referred to as “the Ind AS nancial statements”).

MANAGEMENT’S RESPONSIBILITY FOR THE FINANCIAL STATEMENTS :

The Company’s Board of Directors is responsible for the preparation of these Ind AS nancial statements in term of the requirements of

the Companies Act, 2013 (“the Act”) that give a true and fair view of the nancial position, nancial performance, Cash Flows and

changes in equity of the Company in accordance with the accounting principles generally accepted in India, including the Accounting

Standards (Ind AS) prescribed under Section 133 of the Act read with relevant issued thereunder. The Board of Directors of the

companies are responsible for 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 the 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 adequate internal nancial control, that were operating effectively for ensuring the accuracy and completeness of the

accounting records, relevant to the preparation and presentation of the Ind AS nancial statements that give a true and fair view and are

free from material misstatement, whether due to fraud or error, which have been used for the purpose of preparation of the consolidated

Ind AS nancial statements by the Directors of the Company, as aforesaid.

AUDITOR’S RESPONSIBILITY :

Our responsibility is to express an opinion on these Ind AS nancial statements based on our audit. While conducting the 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 specied 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 Ind

AS nancial statements are free from material misstatement.

An audit involves performing procedures to obtain audit evidence about the amounts and disclosures in the Ind AS nancial statements.

The procedures selected depend on the auditor’s judgment, including the assessment of the risks of material misstatement of the Ind AS

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 Ind AS nancial statements that give true and fair view, in order to design audit procedures.

INDEPENDENT AUDITOR’S REPORT

ANNEXURE-V

41

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 operating effectiveness of such controls. An audit also includes

evaluating the appropriateness of accounting policies used and the reasonableness of the accounting estimates made by Company’s

Directors, as well as evaluating the overall presentation of the Ind AS nancial statements.

We believe that the audit evidence we have obtained is sufcient and appropriate to provide a basis for our audit opinion on the nancial

statements.

Opinion :

In our opinion and to best of our information and according to the explanations given to us, the said Ind AS nancial statements give the

information required by the Act in the manner so required and give a true and fair view in the conformity with the accounting principles

generally accepted in India including Ind AS, of the nancial position of the company as at 31st March, 2017, and its nancial

performance, its cash ows and the changes in equity for the year then ended.

Emphasis of Matters :

Without qualifying our opinion we draw attention to :

• Note-11 and 12 to the nancial statements which indicates “Borrowings” and “Other nancial liabilities (towards consultancy,

construction charges)” for IRCON International Limited, which is subject to conrmation and reconciliation.

Report on other legal and regulatory requirements :

1. As required by the Companies (Auditor's Report) Order 2016 (“the order”), issued by the Central Government of India in terms of

sub-section (11) of section 143 of the Act, we give in the ‘Annexure A’, a statement on the matters specied in the paragraphs 3 and 4

of the order, to the extent applicable.

2. As required by Section 143(5) of the Companies Act, 2013, the Comptroller and Auditor General of India issued directions and sub-

directions. We give our comments thereon, in the ‘Annexure-B’.

3. As required by section 143(3) of the Act, we report that:

a) We have obtained all the information and explanations which to the best of our knowledge and belief were necessary for the

purposes of our audit of the aforesaid Ind AS nancial statements.

b) In our opinion, proper books of account as required by law relating to preparation of the aforesaid Ind AS nancial statements have

been kept so far so far as appears from our examination of those books;

c) The Balance Sheet, the statement of Prot & Loss, the Cash ow Statement and statement of changes in equity dealt by this report

are in agreement with the relevant books of account maintained for the purpose of preparation of the Ind AS nancial statements.

42

d) In our opinion, the aforesaid Ind AS nancial statements comply with the Accounting Standards specied under Section 133 of the

Act, read with relevant rules issued thereunder.

e) On the basis of written representations received from the directors, as at 31st March, 2017 and taken on record by the Board of

Directors, none of the directors is disqualied as on 31st March, 2017 from being appointed as directors in terms of Section

164(2) of the Act.

f) With respect to the adequacy of the internal nancial controls over nancial reporting of the company and the operating

effectiveness of such controls, refer to our separate report in “Annexure – C”; and

g) With respect to 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 :

1. The Company does not have any pending litigations which would impact its nancial position.

2. The Company did not have any long-term contracts including derivative contracts for which there were any material

foreseeable losses.

3. There were no amounts which required to be transferred by the Company to the Investor Education and Protection Fund by the

company.

4. The Company has provided requisite disclosures in its Ind AS nancial statements as to holdings as well as dealing in

Specied Bank Notes during the period from 8 November, 2016 to 30 December, 2016 and these are in accordance with the

books of accounts maintained by the Company. Refer to Note 07 to the Ind AS nancial statements.

For, A D B Company,Chartered Accountants

ICAI Firm Regn No. 005593C

Sd/-(Rajesh Kumar Chawda)

(Partner)Mem. No. 405675

Place : Raipur Date : 05.05.2017

43

The Annexure-A referred to in our report to the members CHHATTISGARH EAST-WEST RAILWAY LIMITED (‘the Company’) for the

year ended 31st March 2017. We report that :

i) In respect of its Fixed Assets:

a) The Company has maintained proper records showing full particulars including quantitative details and situation of xed assets on

the basis of available information.

b) As explained to us, all the xed assets have been physically veried by the management in a phased periodical manner, which in

our opinion seems to be reasonable, having regard to the size of the Company and nature of its assets. No material discrepancies

were noticed on such physical verication as conrmed by the management.

c) As per the documents available to us, the title deeds of the immovable property are not held in the name of the company. The Ofce

Building is taken on Lease by Chhattisgarh East Railway Limited from CSIDC for the period of 30 years for joint use on 'Equal cost

sharing basis' vide Minutes of the 1st & 4th Meeting of the Board of Directors of the Company held on 05.04.2013 and 06.01.2014

respectively.

ii) The Company does not have any inventory & accordingly the provisions of clauses (ii) of the paragraph 3 of the CARO 2016 is not

applicable to the Company.

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. Accordingly, the provision of clause (iii)(a) to (iii)(c) of the paragraph 3 of the CARO

2016 are not applicable to the Company.

iv) The Company has not given any Loans or made Investment or provided Guarantee or Security under the provisions of Section 185 and

186 of the Companies Act, 2013. Accordingly, the provision of clause (iv) of the paragraph 3 of the CARO 2016 are not applicable to the

Company.

v) According to the information and explanations given to us, the Company has not accepted any deposit from the public in terms of

directives issued by the Reserve Bank of India and the provisions of section 73 to 76 or any other relevant provisions of the Companies

Act & rules framed there under. Therefore the provisions of Clause (v) of paragraph 3 of the CARO 2016 are not applicable to the

Company.

vi) The Company has not commenced any commercial production and hence maintenance of cost records specied by the Government

under Sub-Section (1) of Section 148 of the Companies Act, 2013 is not applicable during the year under audit.

Report under the Companies (Auditor’s Report) Order, 2016 (CARO 2016)

44

vii) In respect of statutory dues :

a) According to the records of the Company, dues of Provident Fund are presently paid by the deputing company for its deputed staff

i.e., South Eastern Coalelds Limited and Associate Company i.e., IRCON International Limited on behalf of the company regularly

with the appropriate authorities. The Company is regular in depositing undisputed Statutory dues including Income Tax, Sales Tax,

Wealth Tax, Service Tax, duty of Customs, Duty of Excise, Value Added Tax, Cess and other material statutory dues have been

generally regularly deposited with the appropriate authorities. According to the information and explanations given to us, no

undisputed amounts payable in respect of the aforesaid dues outstanding as at 31st March 2017 for a period of more than six

month from the date they become payable.

b) According to the information and explanation given to us and the records of the company as examined by us there are no dues of

Income Tax, Sales tax, Wealth tax, Service Tax, Duty of Customs, Duty of Excise, Value Added Tax, Cess which have not been

deposited as on account of disputes.

viii)Based on our audit procedures and according to the information and explanations given to us, we are of the opinion that the Company

has not defaulted in repayment of dues to nancial institutions, banks and debenture holders.

ix) According to the information and explanation given to us, the Company has not raised money by way of Initial Public offer or Further

Public offer (including Debt Instruments). The Company has availed the term loan of INR 4800.00 Lacs, INR 1950.00 Lacs & INR

750.00 Lacs from South Eastern Coalelds Limited, IRCON International Limited & Chhattisgarh State Industrial Development

Corporation Limited respectively during the year and the loans were applied for the purposes for which they were raised.

x) In our opinion 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.

xi) The Board of Directors of the company consists of 7 (Seven) Directors, viz., Chairman and 2 (two) Directors as nominee of SECL, 2

(two) Directors as nominee of IRCON, 1 (One) Director as nominee of CSIDCL and 1 (One) Director as nominee of Ministry of Railways

(MoR). Therefore, the provisions of Clause (xi) of the paragraph 3 of the CARO 2016 are not applicable to the Company.

xii) In our Opinion and according to the information and explanations given to us, the Company is not a Nidhi Company. Accordingly, the

provisions of clause (xii) of the paragraph 3 of the CARO 2016 are not applicable to the Company.

xiii) The transactions with related parties are in compliance of Sections 188 of Companies Act, 2013 wherever applicable and details have

been disclosed in the Ind AS nancial statements etc, as required by the applicable accounting standards. However, the transactions

with related parties are subject to compliance under Sections 177(1) of Companies Act, 2013, as no audit committee has been formed

by the company due to non appointment of the independent director(s) by the Govt. of India as per provided at clause No. 31 of Article of

Association of the Company.

xiv) During the year under review, the company has not made any preferential allotment or private placement of shares or fully or partly

convertible Debentures. Accordingly, the provisions of clause (xiv) of the paragraph 3 of the CARO 2016 are not applicable to the

Company.

45

For, A D B Company,Chartered Accountants

ICAI Firm Regn No. 005593C

Sd/-(Rajesh Kumar Chawda)

(Partner)Mem. No. 405675

Place : Raipur Date : 05.05.2017

xv) The Company has not entered into any non-cash transaction with Directors or persons connected within as per the provisions of Section

192 of the Companies Act, 2013. Accordingly, the provisions of clause (xv) of the paragraph 3 of the CARO 2016 are not applicable to the

Company.

xvi) The Company is not required to be registered under section 45- IA of the Reserve Bank of India Act, 1934. Accordingly, the provisions of

clause (xvi) of the paragraph 3 of the CARO 2016 are not applicable to the Company.

46

Directions under section 143(5) of the Companies Act, 2013

Applicable for the year 2016-17 Accounts

1. Whether the Company has clear title/lease deeds for freehold and leasehold land respectively? If not please state the area of freehold and

leasehold land for which title/lease deeds are not available.

Comments :

The title deeds of the leasehold land for ofce building are not held in the name of the company. The cost of the ofce building is being

shared equally with Chhattisgarh East Railway Limited. The Ofce Building is taken on Lease by Chhattisgarh East Railway Limited from

CSIDC for the period of 30 years for joint use on 'Equal cost sharing basis'.

2. Whether there are any cases of waiver/write off of debts/loans/interest etc., if yes, the reasons there for and the amount involved.

Comments :

There are no cases of waiver/write off debts/loans/interest etc. during the year under review.

3. Whether proper records are maintained for inventories lying with third parties & assets received as gift/grant(s) from Govt. or other

authorities.

Comments :

The Company does not have any inventories and no assets were received as gift/grant(s) from Govt. or other authorities by the Company

during the year.

For, A D B Company,Chartered Accountants

ICAI Firm Regn No. 005593C

Sd/-(Rajesh Kumar Chawda)

(Partner)Mem. No. 405675

Place : Raipur Date : 05.05.2017

Annexure-B to Independent Auditors’ Report

47

To,

The Members,

CHHATTISGARH EAST-WEST RAILWAY LIMITED,

RAIPUR- 492013 (C.G.)

REPORT ON THE INTERNAL FINANCIAL CONTROLS UNDER CLAUSE (i) OF SUB-SECTION 3 OF SECTION 143 OF THE COMPANIES

ACT, 2013 (“THE ACT”) :

We have audited the internal nancial controls over nancial reporting of Chhattisgarh East-West Railway Limited (“the Company”) as of

31 March 2017 in conjunction with our audit of the Standalone Ind AS nancial statements of the Company for the year ended on that

date.

MANAGEMENT’S RESPONSIBILITY FOR INTERNAL FINANCIAL CONTROLS :

The Company’s management is responsible for establishing and maintaining internal nancial controls based on the internal control

over nancial reporting criteria established by the Company considering the essential components of internal control stated in the

Guidance Note on Audit of Internal Financial Controls over Financial Reporting issued by the Institute of Chartered Accountants of India

(‘ICAI’). These responsibilities include the design, implementation and maintenance of adequate internal nancial controls that were

operating effectively for ensuring the orderly and efcient conduct of its business, including adherence to company’s policies, the

safeguarding of its assets, the prevention and detection of frauds and errors, the accuracy and completeness of the accounting records,

and the timely preparation of reliable nancial information, as required under the Companies Act, 2013.

AUDITORS’ RESPONSIBILITY :

Our responsibility is to express an opinion on the Company's internal nancial controls over nancial reporting based on our audit. We

conducted our audit in accordance with the Guidance Note on Audit of Internal Financial Controls over Financial Reporting (the

“Guidance Note”) and the Standards on Auditing, issued by ICAI and deemed to be prescribed under section 143(10) of the Companies

Act, 2013, to the extent applicable to an audit of internal nancial controls, both applicable to an audit of Internal Financial Controls and,

both issued by the Institute of Chartered Accountants of India. Those Standards and the Guidance Note require that we comply with

ethical requirements and plan and perform the audit to obtain reasonable assurance about whether adequate internal nancial controls

over nancial reporting was established and maintained and if such controls operated effectively in all material respects.

Our audit involves performing procedures to obtain audit evidence about the adequacy of the internal nancial controls system over

nancial reporting and their operating effectiveness. Our audit of internal nancial controls over nancial reporting included obtaining an

understanding of internal nancial controls over nancial reporting, assessing the risk that a material weakness exists, and testing and

evaluating the design and operating effectiveness of internal control based on the assessed risk. The procedures selected depend on the

auditor’s judgment, including the assessment of the risks of material misstatement of the Ind AS nancial statements, whether due to

fraud or error.

Annexure – C to Independent Auditor’s Report

48

We believe that the audit evidence we have obtained is sufcient and appropriate to provide a basis for our audit opinion on the

Company’s internal nancial controls system over nancial reporting.

MEANING OF INTERNAL FINANCIAL CONTROLS OVER FINANCIAL REPORTING :

A company's internal nancial control over nancial reporting is a process designed to provide reasonable assurance regarding the

reliability of nancial reporting and the preparation of Ind AS nancial statements for external purposes in accordance with generally

accepted accounting principles. A company's internal nancial control over nancial reporting includes those policies and procedures

that (1) pertain to the maintenance of records that, in reasonable detail, accurately and fairly reect the transactions and dispositions of

the assets of the company; (2) provide reasonable assurance that transactions are recorded as necessary to permit preparation of Ind

AS nancial statements in accordance with generally accepted accounting principles, and that receipts and expenditures of the

company are being made only in accordance with authorisations of management and directors of the company; and (3) provide

reasonable assurance regarding prevention or timely detection of unauthorised acquisition, use, or disposition of the company's assets

that could have a material effect on the Ind AS nancial statements.

INHERENT LIMITATIONS OF INTERNAL FINANCIAL CONTROLS OVER FINANCIAL REPORTING :

Because of the inherent limitations of internal nancial controls over nancial reporting, including the possibility of collusion or improper

management override of controls, material misstatements due to error or fraud may occur and not be detected. Also, projections of any

evaluation of the internal nancial controls over nancial reporting to future periods are subject to the risk that the internal nancial

control over nancial reporting may become inadequate because of changes in conditions, or that the degree of compliance with the

policies or procedures may deteriorate.

OPINION :

In our opinion, the Company has, in all material respects, an adequate internal nancial controls system over nancial reporting and such

internal nancial controls over nancial reporting were operating effectively as at 31 March 2016, based on the internal control over

nancial reporting criteria established by the Company considering the essential components of internal control stated in the Guidance

Note on Audit of Internal Financial Controls Over Financial Reporting issued by the Institute of Chartered Accountants of India.

For, A D B Company,Chartered Accountants

ICAI Firm Regn No. 005593C

Sd/-(Rajesh Kumar Chawda)

(Partner)Mem. No. 405675

Place : Raipur Date : 05.05.2017

49

CHHATTISGARH EAST-WEST RAILWAY LIMITED

(A Subsidiary of SECL)

th4 Annual Report 2016-17

FINANCIAL STATEMENTSstAS at 31 March 2017

50

Chhattisgarh East-West Railway Limited (CEWRL) (the “Company”) with headquarters at Raipur has been incorporated on 25th March,

2013 as a Joint Venture Company of South Eastern Coalelds Limited (SECL), IRCON International Limited and Govt. of Chhattisgarh

(GoCG) represented by Chhattisgarh State Industrial Development Corporation Limited (CSIDC) after execution of a Memorandum of

Understanding dated 03rd November, 2012 to build, construct, operate and maintain the East-West Rail Corridor (Corridor-III) and to

develop the required Rail Infrastructure. As per Memorandum of Understanding amongst the joint venture partners, the shareholding

proportion of the promoter companies are 64% for SECL, 26% for IRCON and 10% for CSIDC (representing GoCG). GoCG’s share of

equity in the JVC shall correspond to the value of land (Revenue Land and Forest Land) provided by the State Government or 10%

whichever is more. If the value of land provided by GoCG exceeds 10% of the equity, the shareholding percentage of GoCG and SECL

shall stand modied accordingly. The East-West Rail Corridor Project has been declared as a ‘Special Railway Project’ by the Ministry of

Railways (MoR) and CEWRL has been nominated as a Concessionaire for East-West Rail Corridor Project.

The company has received Certicate of Commencement of Business on 7th May, 2013 and its revenue operation is yet to commence.

NOTE-2

SIGNIFICANT ACCOUNTING POLICIES

Basis of preparation

The nancial statements of the Company have been prepared in accordance with Indian Accounting Standards (Ind AS) notied under

the Companies (Indian Accounting Standards) Rules, 2015.

For all periods up to and including the year ended 31st March 2016, the Company prepared its nancial statements in accordance with

Accounting Standards (AS) notied under section 133 of the Companies Act 2013, read together with paragraph 7 of the Companies

(Accounts) Rules, 2014 in accordance with companies (Accounting Standards), Rules 2006 (erstwhile - Indian GAAP). These nancial

statements for the year ended 31st March 2017 are the rst nancial statements of the Company prepared in accordance with Ind AS.

Refer to Note no. 16 for information on rst time adoption of Ind AS.

The nancial statements have been prepared on historical cost basis, except for certain nancial assets and liabilities measured at fair

value.

Rounding of amounts

Amounts in these nancial statements have, unless otherwise indicated, been rounded to ‘rupees in lakh’ up to two decimal points.

Current and non-current Classication

The Company presents assets and liabilities in the balance sheet based on current/ non-current classication. An asset is treated as

current when:

a) it expects to realize the asset, or intends to sell or consume it, in its normal operating cycle;

b) it holds the asset primarily for the purpose of trading ;

c) the liability is due to be settled within twelve months after the reporting period; or

d) it does not have an unconditional right to defer settlement of the liability for at least twelve months after the reporting period. Terms

of a liability that could, at the option of the counterparty, result in its settlement by the issue of equity instruments do not affect its

classication. All other liabilities are classied as non-current.

NOTE-1

CORPORATE INFORMATION

51

An entity shall classify a liability as current when :

a) it expects to settle the liability in its normal operating cycle;

b) it holds the liability primarily for the purpose of trading;

c) the liability is due to be settled within twelve months after the reporting period; or

d) it does not have an unconditional right to defer settlement of the liability for at least twelve months after the reporting period. Terms

of a liability that could, at the option of the counterparty, result in its settlement by the issue of equity instruments do not affect its

classication. All other liabilities are classied as non-current.

Revenue recognition

Rendering of Services

Revenue in respect of freight operations are recognized based on the entitlement of user fee received or receivable as per the provisions

of the Concession Agreement executed between the Company and SECR and there is no signicant uncertainty as to its realisability. The

outcome of a transaction can be estimated reliably when all the following conditions are satised:

(a) the amount of revenue can be measured reliably;

(b) it is probable that the economic benets associated with the transaction will ow to the entity;

(c) the stage of completion of the transaction at the end of the reporting period can be measured reliably; and

(d) the costs incurred for the transaction and the costs to complete the transaction can be measured reliably.

Interest

Interest income is recognised using the Effective Interest Method.

Dividend

Dividend income from investments is recognised when the rights to receive payment is established.

Other Claims

Other claims (including interest on delayed realization) are accounted for, when there is certainty on realisation.

Property, Plant and Equipment

Land

Land is carried at historical cost. Historical cost includes expenditure which are directly attributable to the acquisition of the land like,

rehabilitation expenses, resettlement cost and compensation in lieu of employment incurred for concerned displaced persons etc.

Value of land acquired by Ministry of Railways (MoR) for the project at the cost of Company shall remain as a non-interest bearing

refundable advance till the termination of Concession period and it includes cost of acquisition, cash rehabilitation expenses,

resettlement cost and all other incidental expenses incurred for the acquisition of project land as provided in the Concession Agreement.

All other Property, plant and equipment are stated at carrying value including, less accumulated depreciation and accumulated

impairment losses, if any. The cost of an item of property, plant and equipment comprises:

a) its purchase price, including import duties and non-refundable purchase taxes, after deducting trade discounts and rebates.

b) any costs directly attributable to bringing the asset to the location and condition necessary for it to be capable of operating in the

manner intended by management.

52

c) the initial estimate of the costs of dismantling and removing the item and restoring the site on which it is located, the obligation for

which an entity incurs either when the item is acquired or as a consequence of having used the item during a particular period for

purposes other than to produce inventories during that period.

Each part of an item of property, plant and equipment with a cost that is signicant in relation to the total cost of the item shall be

depreciated separately.

Costs of the day to-day servicing described as for the ‘repairs and maintenance’ are recognised in the statement of prot and loss in the

period in which the same are incurred.

Subsequent cost of replacing parts of an item of property, plant and equipment are recognised in the carrying amount of the item, if it is

probable that future economic benets associated with the item will ow to the company; and the cost of the item can be measured

reliably. The carrying amount of those parts that are replaced is derecognised in accordance with the de-recognition policy mentioned

below.

When major inspection is performed, its cost is recognised in the carrying amount of the item of property, plant and equipment as a

replacement if it is probable that future economic benets associated with the item will ow to the company; and the cost of the item can

be measured reliably. Any remaining carrying amount of the cost of the previous inspection (as distinct from physical parts) is

derecognised.

An item of Property, plant or equipment is derecognised upon disposal or when no future economic benets are expected from the

continued use of assets. Any gain or loss arising on the disposal or retirement of an item of property plant and equipment is recognised in

prot and loss.

Depreciation on property, plant and equipment, except freehold land, is provided as per cost model on straight line basis over the

estimated useful lives of the asset as follows:

Building : Life of the project

Telecommunication : 3-9 years

Plant and Equipment : 5-15 years

Ofce equipment : 3-6 years

Furniture and Fixtures : 8-10 years

Vehicles : 8-10 years

The residual value of Property, plant and equipment for depreciation purpose is considered as 5% of the original cost of the asset.

The estimated useful life of the assets is reviewed at the end of each nancial year.

Depreciation on the assets added / disposed of during the year is provided on pro-rata basis with reference to the month of addition /

disposal.

53

Fully depreciated assets, retired from active use are disclosed separately as surveyed off assets at its residual value under Property,

plant Equipment and are tested for impairment.

Expenses incurred by the company on certain activities which are essential for construction, operation and maintenance of the Rail

System of the company are recognised as Rail Corridor under Construction till Commercial Operation Date (CoD). After CoD, the asset

are classied in the class of similar identiable group of asset and depreciated/ amortised based on the useful life of the particular class

of asset.

Transition to Ind AS

The company elected to continue with the carrying value as per cost model (for all of its property, plant and equipment as recognised in

the nancial statements as at the date of transition to Ind ASs, measured as per the previous GAAP.

Development Expenditure

All project-related expenditure viz. civil works, machinery under erection, construction and erection materials, pre-operative

expenditure, expenditure directly related to the project and incidental to setting up project facilities, borrowing cost incurred prior to the

date of commencement of commercial operation, and trial run expenditure are shown under Capital Work-in-progress. These expenses

are net of recoveries and income (net of tax) from project specic funds.

Commercial Operation

The project is brought to revenue; when commercial readiness of a project to yield revenue on a sustainable basis is established on the

basis of Certication by Commissioner of Railway Safety (CRS) for the project including stage-wise certication, if any. However, the

Commercial Operation of the Company is yet to begin.

Impairment

The company assesses at the end of each reporting period whether there is any indication that an asset may be impaired. If any such

indication exists, the company estimates the recoverable amount of the asset. An asset’s recoverable amount is the higher of the asset’s

value in use and its fair value less costs of disposal, and is determined for an individual asset, unless the asset does not generate cash

inows that are largely independent of those from other assets or company’s assets, in which case the recoverable amount is

determined for the cash-generating unit to which the asset belongs.

Financial Instruments

A nancial instrument is any contract that gives rise to a nancial asset of one entity and a nancial liability or equity instrument of

another entity.

Financial assets

Initial recognition and measurement

All nancial assets are recognised initially at fair value plus, in the case of nancial assets not recorded at fair value through prot or loss,

transaction costs that are attributable to the acquisition of the nancial asset. Purchases or sales of nancial assets that require delivery

of assets within a time frame established by regulation or convention in the market place (regular way trades) are recognised on the trade

date, i.e., the date that the Company commits to purchase or sell the asset.

54

Subsequent measurement

For purposes of subsequent measurement, nancial assets are classied in four categories:

• Debt instruments at amortised cost

• Debt instruments at fair value through other comprehensive income (FVTOCI)

• Debt instruments, derivatives and equity instruments at fair value through prot or loss (FVTPL)

• Equity instruments measured at fair value through other comprehensive income (FVTOCI)

Debt instruments at amortised cost

A ‘debt instrument’ is measured at the amortised cost if both the following conditions are met:

a) The asset is held within a business model whose objective is to hold assets for collecting contractual cash ows, and

b) Contractual terms of the asset give rise on specied dates to cash ows that are solely payments of principal and interest (SPPI) on

the principal amount outstanding.

After initial measurement, such nancial assets are subsequently measured at amortised cost using the effective interest rate (EIR)

method. Amortised cost is calculated by taking into account any discount or premium on acquisition and fees or costs that are an

integral part of the EIR. The EIR amortisation is included in nance income in the prot or loss. The losses arising from impairment are

recognised in the prot or loss. This category generally applies to trade and other receivables.

Debt instrument at FVTOCI

A ‘debt instrument’ is classied as at the FVTOCI if both of the following criteria are met:

a) The objective of the business model is achieved both by collecting contractual cash ows and selling the nancial assets, and

b) The asset’s contractual cash ows represent SPPI.

Debt instruments included within the FVTOCI category are measured initially as well as at each reporting date at fair value. Fair value

movements are recognized in the other comprehensive income (OCI). However, the company recognizes interest income, impairment

losses & reversals and foreign exchange gain or loss in the P&L. On derecognition of the asset, cumulative gain or loss previously

recognised in OCI is reclassied from the equity to P&L. Interest earned whilst holding FVTOCI debt instrument is reported as interest

income using the EIR method.

Debt instrument at FVTPL

FVTPL is a residual category for debt instruments. Any debt instrument, which does not meet the criteria for categorization as at

amortized cost or as FVTOCI, is classied as at FVTPL.

In addition, the company may elect to designate a debt instrument, which otherwise meets amortized cost or FVTOCI criteria, as at

FVTPL. However, such election is allowed only if doing so reduces or eliminates a measurement or recognition inconsistency (referred

to as ‘accounting mismatch’). The company has not designated any debt instrument as at FVTPL.

Debt instruments included within the FVTPL category are measured at fair value with all changes recognized in the P&L.

55

Other Equity Investment

All other equity investments in scope of Ind AS 109 are measured at fair value through prot or loss.

For all other equity instruments, the company may make an irrevocable election to present in other comprehensive income subsequent

changes in the fair value. The company makes such election on an instrument by-instrument basis. The classication is made on initial

recognition and is irrevocable.

If the company decides to classify an equity instrument as at FVTOCI, then all fair value changes on the instrument, excluding dividends,

are recognized in the OCI. There is no recycling of the amounts from OCI to P&L, even on sale of investment. However, the company may

transfer the cumulative gain or loss within equity.

Equity instruments included within the FVTPL category are measured at fair value with all changes recognized in the P&L.

Derecognition

A nancial asset (or, where applicable, a part of a nancial asset or part of a company of similar nancial assets) is primarily

derecognised (i.e. removed from the company’s consolidated balance sheet) when:

• The rights to receive cash ows from the asset have expired, or

• The company has transferred its rights to receive cash ows from the asset or has assumed an obligation to pay the received cash

ows in full without material delay to a third party under a ‘pass-through’ arrangement� and either (a) the company has transferred

substantially all the risks and rewards of the asset, or (b) the company has neither transferred nor retained substantially all the risks

and rewards of the asset, but has transferred control of the asset.

When the company has transferred its rights to receive cash ows from an asset or has entered into a pass-through arrangement, it

evaluates if and to what extent it has retained the risks and rewards of ownership. When it has neither transferred nor retained

substantially all of the risks and rewards of the asset, nor transferred control of the asset, the company continues to recognise the

transferred asset to the extent of the Company’s continuing involvement. In that case, the company also recognises an associated

liability. The transferred asset and the associated liability are measured on a basis that reects the rights and obligations that the

company has retained. Continuing involvement that takes the form of a guarantee over the transferred asset is measured at the lower of

the original carrying amount of the asset and the maximum amount of consideration that the company could be required to repay.

Impairment of nancial assets

In accordance with Ind AS 109, the company applies expected credit loss (ECL) model for measurement and recognition of impairment

loss on the following nancial assets and credit risk exposure:

a) Financial assets that are debt instruments, and are measured at amortised cost e.g., loans, debt securities, deposits, trade

receivables and bank balance

b) Financial assets that are debt instruments and are measured as at FVTOCI

c) Lease receivables under Ind AS 17

d) Trade receivables or any contractual right to receive cash or another nancial asset that result from transactions that are within the

scope of Ind AS 11 and Ind AS 18

56

The company follows ‘simplied approach’ for recognition of impairment loss allowance on:

• Trade receivables or contract revenue receivables; and

• All lease receivables resulting from transactions within the scope of Ind AS 17

The application of simplied approach does not require the company to track changes in credit risk. Rather, it recognises impairment

loss allowance based on lifetime ECLs at each reporting date, right from its initial recognition.

Financial liabilities

Initial recognition and measurement

The Company’s nancial liabilities include trade and other payables, loans and borrowings including bank overdrafts.

All nancial liabilities are recognised initially at fair value and, in the case of loans and borrowings and payables, net of directly

attributable transaction costs.

Subsequent measurement

The measurement of nancial liabilities depends on their classication, as described below:

Financial liabilities at fair value through prot or loss

Financial liabilities at fair value through prot or loss include nancial liabilities held for trading and nancial liabilities designated upon

initial recognition as at fair value through prot or loss. Financial liabilities are classied as held for trading if they are incurred for the

purpose of repurchasing in the near term. This category also includes derivative nancial instruments entered into by the company that

are not designated as hedging instruments in hedge relationships as dened by Ind AS 109. Separated embedded derivatives are also

classied as held for trading unless they are designated as effective hedging instruments.

Gains or losses on liabilities held for trading are recognised in the prot or loss.

Financial liabilities designated upon initial recognition at fair value through prot or loss are designated as such at the initial date of

recognition, and only if the criteria in Ind AS 109 are satised. For liabilities designated as FVTPL, fair value gains/ losses attributable to

changes in own credit risk are recognized in OCI. These gains/ loss are not subsequently transferred to P&L. However, the company may

transfer the cumulative gain or loss within equity. All other changes in fair value of such liability are recognised in the statement of prot

or loss. The company has not designated any nancial liability as at fair value through prot and loss.

Financial liabilities at amortised cost

This is the category most relevant to the company. After initial recognition, interest-bearing loans and borrowings are subsequently

measured at amortised cost using the effective interest rate method. Gains and losses are recognised in prot or loss when the liabilities

are derecognised as well as through the effective interest rate amortisation process. Amortised cost is calculated by taking into account

any discount or premium on acquisition and fees or costs that are an integral part of the effective interest rate. The effective interest rate

amortisation is included as nance costs in the statement of prot and loss. This category generally applies to borrowings.

57

Derecognition

A nancial liability is derecognised when the obligation under the liability is discharged or cancelled or expires. When an existing nancial

liability is replaced by another from the same lender on substantially different terms, or the terms of an existing liability are substantially

modied, such an exchange or modication is treated as the derecognition of the original liability and the recognition of a new liability.

The difference between the carrying amount of a nancial liability (or part of a nancial liability) extinguished or transferred to another

party and the consideration paid, including any non-cash assets transferred or liabilities assumed, shall be recognised in prot or loss.

Reclassication of nancial assets

The company determines classication of nancial assets and liabilities on initial recognition. After initial recognition, no reclassication

is made for nancial assets which are equity instruments and nancial liabilities. For nancial assets which are debt instruments, a

reclassication is made only if there is a change in the business model for managing those assets. Changes to the business model are

expected to be infrequent. The company’s senior management determines change in the business model as a result of external or

internal changes which are signicant to the company’s operations. Such changes are evident to external parties. A change in the

business model occurs when the company either begins or ceases to perform an activity that is signicant to its operations. If the

company reclassies nancial assets, it applies the reclassication prospectively from the reclassication date which is the rst day of

the immediately next reporting period following the change in business model. The company does not restate any previously recognised

gains, losses (including impairment gains or losses) or interest.

The following table shows various reclassication and how they are accounted for

Original classication

Revised classication

Accounting treatment

Amortised cost FVTPL Fair value is measured at reclassication date. Difference between previous amortized cost and fair value is recognised in P&L.

FVTPL Amortised Cost Fair value at reclassication date becomes its new gross carrying amount. EIR is calculated based on the new gross carrying amount.

Amortised cost FVTOCI Fair value is measured at reclassication date. Difference between previous amortised cost and fair value is recognised in OCI. No change in EIR due to reclassication.

FVTOCI Amortised cost Fair value at reclassication date becomes its new amortised cost carrying amount. However, cumulative gain or loss in OCI is adjusted against fair value. Consequently, the asset is measured as if it had always been measured at amortised cost.

FVTPL FVTOCI Fair value at reclassication date becomes its new carrying amount. No other adjustment is required.

FVTOCI FVTPL Assets continue to be measured at fair value. Cumulative gain or loss previously recognized in OCI is reclassied to P&L at the reclassication date.

58

Offsetting of nancial instruments

Financial assets and nancial liabilities are offset and the net amount is reported in the consolidated balance sheet if there is a currently

enforceable legal right to offset the recognised amounts and there is an intention to settle on a net basis, to realise the assets and settle

the liabilities simultaneously.

Borrowing Costs

Borrowing costs are expensed as incurred except where they are directly attributable to the acquisition, construction or production of

qualifying assets i.e. the assets that necessarily takes substantial period of time to get ready for intended use, in which case they are

capitalised as part of the cost of those asset up to the date when the qualifying asset is ready for its intended use.

Taxation

Income tax expense represents the sum of the tax currently payable and deferred tax.

Current tax is the amount of income taxes payable (recoverable) in respect of the taxable prot (tax loss) for a period. Taxable prot

differs from “prot before income tax” as reported in the statement of prot or loss and other comprehensive income because it

excludes items of income or expense that are taxable or deductible in other years and it further excludes items that are never taxable or

deductible. The company’s liability for current tax is calculated using tax rates that have been enacted or substantively enacted by the

end of the reporting period.

Deferred tax is recognised on temporary differences between the carrying amounts of assets and liabilities in the nancial statements

and the corresponding tax base used in the computation of taxable prot. Deferred tax liabilities are generally recognised for all taxable

temporary differences. Deferred tax assets are generally recognised for all deductible temporary difference to the extent that it is

probable that taxable prots will be available against which those deductible temporary differences can be utilised. Such assets and

liabilities are not recognised if the temporary difference arises from goodwill or from the initial recognition (other than in a business

combination) of other assets and liabilities in a transaction that affects neither the taxable prot nor the accounting prot.

Deferred tax liabilities are recognised for taxable temporary differences associated with investments in subsidiaries and associates,

except where the company is able to control the reversal of the temporary difference and it is probable that the temporary difference will

not reverse in the foreseeable future. Deferred tax assets arising from deductible temporary differences associated with such

investments and interests are only recognised to the extent that it is probable that there will be sufcient taxable prots against which to

utilise the benets of the temporary differences.

The carrying amount of deferred tax assets is reviewed at the end of each reporting period and reduced to the extent that it is no longer

probable that sufcient taxable prots will be available to allow all or part of the asset to be recovered. Unrecognised deferred tax assets

are reassessed at the end of each reporting year and are recognised to the extent that it has become probable that sufcient taxable prot

will be available to allow all or part of the deferred tax asset to be recovered.

Deferred tax assets and liabilities are measured at the tax rates that are expected to apply in the period in which the liability is settled or the

asset is realised, based on tax rate (and tax laws) that have been enacted or substantively enacted by the end of the reporting period.

59

The measurement of deferred tax liabilities and assets reects the tax consequences that would follow from the manner in which the

company expects, at the end of the reporting period, to recover or settle the carrying amount of its assets and liabilities.

Current and deferred tax are recognised in prot or loss, except when they relate to items that are recognised in other comprehensive

income or directly in equity, in which case, the current and deferred tax are also recognised in other comprehensive income or directly in

equity respectively. Where current tax or deferred tax arises from the initial accounting for a business combination, the tax effect is

included in the accounting for the business combination.

Employee Benets

Short-term Benets

All short term employee benets are recognized in the period in which they are incurred.

Post-employment benets and other long term employee benets

Dened contributions plans

A dened contribution plan is a post-employment benet plan for Provident fund and Pension under which the company pays xed

contribution into fund maintained by a separate statutory body (Coal Mines Provident Fund) constituted under an enactment of law and

the company will have no legal or constructive obligation to pay further amounts. Obligations for contributions to dened contribution

plans are recognised as an employee benet expense in the statement of prot and loss in the periods during which services are

rendered by employees.

Dened benets plans

A dened benet plan is a post-employment benet plan other than a dened contribution plan. Gratuity, leave encashment are dened

benet plans (with ceilings on benets). The company’s net obligation in respect of dened benet plans is calculated by estimating the

amount of future benet that employees have earned in return of their service in the current and prior periods. The benet is discounted to

determine its present value and reduced by the fair value of plan assets, if any. The discount rate is based on the prevailing market yields

of Indian Government securities as at the reporting date that have maturity dates approximating the terms of the company’s obligations

and that are denominated in the same currency in which the benets are expected to be paid.

The application of actuarial valuation involves making assumptions about discount rate, expected rates of return on assets, future salary

increases, mortality rates etc. Due to the long term nature of these plans, such estimates are subject to uncertainties. The calculation is

performed annually by an actuary using the projected unit credit method. When the calculation results in to the benet to the company,

the recognised asset is limited to the present value of the economic benets available in the form of any future refunds from the plan or

reduction in future contributions to the plan. An economic benet is available to the company if it is realisable during the life of the plan, or

on settlement of plan liabilities.

Re-measurement of the net dened benet liability, which comprise actuarial gain and losses considering the return on plan assets

(excluding interest) and the effects of the assets ceiling (if any, excluding interest) are recognised immediately in the other

comprehensive income. The company determines the net interest expense (income) on the net dened benet liability (asset) for the

period by applying the discount rate used to measure the dened benet obligation at the beginning of the annual period to the then net

60

dened benet liability (asset), taking into account any changes in the net dened benet liability (asset) during the period as a result of

contributions and benet payments. Net interest expense and other expenses related to dened benet plans are recognised in prot and

loss.

When the benets of the plan are improved, the portion of the increased benet relating to past service by employees is recognised as

expense immediately in the statement of prot and loss.

Other Employee benets

Certain other employee benets namely benet on account of LTA, LTC, Life Cover scheme, Company personal Accident insurance

scheme, settlement allowance, post-retirement medical benet scheme are also recognised on the same basis as described above for

dened benets plan. These benets do not have specic funding.

As per Clause 16 (b) of MoU dated 03.11.2012, expenses related to Salary, TA/DA etc. are accounted for in the books of the Company

based on the Debit Notes received from SECL & IRCON for the employees deputed from the respective parent companies. The

employees are deputed by parent companies to CEWRL for short term until the project come into operation and future payment of

retirement benets viz., Provident Fund, Gratuity etc., would be the liability of parent companies and its provision are subject to

compliance by respective deputing companies as per the provisions of IND AS-19.

Provisions, Contingent Liabilities & Contingent Assets

Provisions are recognized when the company has a present obligation (legal or constructive) as a result of a past event, and it is probable

that an outow of economic benets will be required to settle the obligation and a reliable estimate of the amount of the obligation can be

made. Where the time value of money is material, provisions are stated at the present value of the expenditure expected to settle the

obligation.

All provisions are reviewed at each balance sheet date and adjusted to reect the current best estimate.

Where it is not probable that an outow of economic benets will be required, or the amount cannot be estimated reliably, the obligation

is disclosed as a contingent liability, unless the probability of outow of economic benets is remote. Possible obligations, whose

existence will only be conrmed by the occurrence or non-occurrence of one or more future uncertain events not wholly within the

control of the company, are also disclosed as contingent liabilities unless the probability of outow of economic benets is remote.

Contingent Assets are not recognised in the nancial statements. However, when the realisation of income is virtually certain, then the

related asset is not a contingent asset and its recognition is appropriate.

Earnings per share

Basic earnings per share are computed by dividing the net prot after tax by the weighted average number of equity shares outstanding

during the period. Diluted earnings per shares is computed by dividing the prot after tax by the weighted average number of equity

shares considered for deriving basic earnings per shares and also the weighted average number of equity shares that could have been

issued upon conversion of all dilutive potential equity shares.

61

Judgements, Estimates and Assumptions

The preparation of the nancial statements in conformity with Ind AS requires management to make estimates, judgements and

assumptions that affect the application of accounting policies and the reported amounts of assets and liabilities, the disclosures of

contingent assets and liabilities at the date of nancial statements and the amount of revenue and expenses during the reported period.

Application of accounting policies involving complex and subjective judgements and the use of assumptions in these nancial

statements have been disclosed. Accounting estimates could change from period to period. Actual results could differ from those

estimates. Estimates and underlying assumptions are reviewed on an ongoing basis. Revisions to accounting estimate are recognised

in the period in which the estimates are revised and, if material, their effects are disclosed in the notes to the nancial statements.

Judgements

In the process of applying the Company’s accounting policies, management has made the following judgements, which have the most

signicant effect on the amounts recognised in the consolidated nancial statements:

Formulation of Accounting Policies

Accounting policies are formulated in a manner that result in nancial statements containing relevant and reliable information about the

transactions, other events and conditions to which they apply. Those policies need not be applied when the effect of applying them is

immaterial.

In the absence of an Ind AS that specically applies to a transaction, other event or condition, management has used its judgement in

developing and applying an accounting policy that results in information that is:

a) relevant to the economic decision-making needs of users and

b) reliable in that nancial statements :

(i) represent faithfully the nancial position, nancial performance and cash ows of the entity;

(ii) reect the economic substance of transactions, other events and conditions, and not merely the legal form;

(iii) are neutral, i.e. free from bias;

(iv) are prudent; and

(v) are complete in all material respects on a consistent basis

In making the judgement management refers to, and considers the applicability of, the following sources in descending order:

(a) the requirements in Ind AS dealing with similar and related issues; and

(b) the denitions, recognition criteria and measurement concepts for assets, liabilities, income and expenses in the Framework.

In making the judgement, management considers the most recent pronouncements of International Accounting Standards Board and in

absence thereof those of the other standard-setting bodies that use a similar conceptual framework to develop accounting standards,

other accounting literature and accepted industry practices, to the extent that these do not conict with the sources in above paragraph.

62

Materiality

Ind AS applies to items which are material. Management uses judgment in deciding whether individual items or company’s item are

material in the nancial statements. Materiality is judged by reference to the size and nature of the item. The deciding factor is whether

omission or misstatement could individually or collectively inuence the economic decisions that users make on the basis of the

nancial statements. Management also uses judgement of materiality for determining the compliance requirement of the Ind AS. In

particular circumstances either the nature or the amount of an item or aggregate of items could be the determining factor. Further an

entity may also be required to present separately immaterial items when required by law.

Estimates and assumptions

The key assumptions concerning the future and other key sources of estimation uncertainty at the reporting date, that have a signicant

risk of causing a material adjustment to the carrying amounts of assets and liabilities within the next nancial year, are described below.

The Company based its assumptions and estimates on parameters available when the nancial statements were prepared. Existing

circumstances and assumptions about future developments, however, may change due to market changes or circumstances arising

that are beyond the control of the Company. Such changes are reected in the assumptions when they occur.

Impairment of non-nancial assets

Impairment exists when the carrying value of an asset or cash generating unit exceeds its recoverable amount, which is the higher of its

fair value less costs of disposal and its value in use. Company considers the consolidated rail corridor network as cash generating unit

for the purpose of test of impairment. The value in use calculation is based on a DCF model. The cash ows are derived from the budget

for the next ve years and do not include restructuring activities that the Company is not yet committed to or signicant future

investments that will enhance the asset’s performance of the CGU being tested. The recoverable amount is sensitive to the discount rate

used for the DCF model as well as the expected future cash-inows and the growth rate used for extrapolation purposes. The key

assumptions used to determine the recoverable amount for the different CGUs, are disclosed and further explained in respective notes.

Taxes

Deferred tax assets are recognised for unused tax losses to the extent that it is probable that taxable prot will be available against which

the losses can be utilised. Signicant management judgement is required to determine the amount of deferred tax assets that can be

recognised, based upon the likely timing and the level of future taxable prots together with future tax planning strategies.

Fair value measurement of nancial instruments

When the fair values of nancial assets and nancial liabilities recorded in the balance sheet cannot be measured based on quoted prices

in active markets, their fair value is measured using valuation techniques including the DCF model. The inputs to these models are taken

from observable markets where possible, but where this is not feasible, a degree of judgement is required in establishing fair values.

Judgements include considerations of inputs such as liquidity risk, credit risk and volatility. Changes in assumptions about these factors

could affect the reported fair value of nancial instruments.

Intangible asset under development

The Company capitalises intangible asset under development for a project in accordance with the accounting policy. Initial capitalisation

of costs is based on management’s judgement that technological and economic feasibility is conrmed.

63

Note As at As at As at

No. 31.03.2017 31.03.2016 01.04.2015

(Restated) (Restated)

ASSETS

(1) Non-Current Assets

(a) Property, Plant & Equipments 3 130.91

137.87

144.14

(b) Capital work in progress 4 27,119.81

4.06 4.06

2,966.03

38,621.03

1.10

1,316.43

30,220.81

39,938.56

70,159.37

2,918.73

1,422.86

11.58

-

7,227.59

1,434.45

8,662.04

4,166.94

75.54

(c) Exploration and Evaluation Assets

(d) Other Current Assets

(e) Intangible assets under development

(f) Investment Property

(g) Intangible assets

(h) Intangible assets under development

(I) Financial Assets

(i) Investments

(ii) Loans

(iii) Other Financial Assets 5

(j) Deferred tax assets (net)

(k) Other non-current assets 6

Total Non-Current Assets (A)

(2) Current Assets

(a) Inventories

(b) Financial Assets

(i) Investments

(ii) Trade Receivables

(iii) Cash & Cash equivalents 7

(iv) Other Bank balances

(v) Loans

(vi) Other Financial Assets 5

(c) Current Tax Assets (Net)

(d) Other Current Assets 8

Total Current Assets (B)

Total Assets (A+B)

- -

- -

- -

- -

- -

- -

- -

- -

- -

- -

EQUITY AND LIABILITIES

Equity

(a) Equity Share Capital 9 50,405.50

405.50

405.50

(b) Other Equity 10 (30.84)

(23.36)

(17.50)

Equity attributable to equityholders of the company 50,374.66

382.14

388.00

Non-Controlling Interests -

-

-

Total Equity (A) 50,374.66

382.14

388.00

(` in Lakh)

As at 31st March 2017

4.06

243.42

13.36

1.37

-

467.15

14.74

481.89

-

-

-

-

-

-

-

-

-

-

-

-

-

-

-

-

-

-

-

-

-

-

-

-

-

-

-

-

64

BALANCE SHEET

Note As at As at As at

No. 31.03.2017 31.03.2016 01.04.2015

(Restated) (Restated)

Liabilities

(1) Non-Current Liabilities

(a) Financial Liabilities

(i) Borrowings 11 16,716.33

16,716.33

7,736.92

7,736.92

-

-

(ii) Trade payables

(iii) Other nancial liabilities

(b) Provisions

Other non-current liabilities

Total Non-Current Liabilities (B)

(2) Current Liabilities

(a) Financial Liabilities

(i) Borrowings -

-

-

(ii) Trade payables -

-

(iii) Other Financial Liabilities 12 2,677.40

488.88

93.40

(b) Other Current Liabilities 13 390.98

54.10

0.49

(c) Provisions

Total Current Liabilities (C) 542.98

93.89

Total Equity and Liabilities (A+B+C) 70,159.37

8.662.04

481.89

The Accompanying Notes form an integral part of the Financial Statements.

(` in Lakh)

3,068.38

(ANUP AGARWAL) (KULDIP PRASAD) (A.P. PANDA)CHIEF FINANCIAL OFFICER DIRECTOR CHAIRMAN

DIN No - 07463640 DIN No - 06664375

AS PER OUR REPORT ON EVEN DATE

For, A D B & COMPANYChartered Accountants

ICAI Firm Regn No. 005593C

(RAJESH KUMAR CHAWDAI)(Partner)

Mem.No. 405675

DATE : 02.05.2017PLACE : Raipur

Sd/- Sd/- Sd/-

Sd/-

-

-

-

-

-

-

-

-

-

-

-

-

-

-

-

65

As at 31st March 2017

BALANCE SHEET

STATEMENT OF PROFIT & LOSSFor the Year Ended on

31st March 2017

Note No.

For the Year Ended

31-03-2017

For the Year Ended

31-03-2016 Restated

Revenue from Operations

A Revenue From Operations -

-

B Other Operating Revenue (Net) -

-

(I) Revenue from Operations (A+B) -

-

(II) Other Income 14 0.64

0.64

(III) Total Income (I+II) 0.64

0.64

(IV) EXPENSES

Cost of Materials Consumed -

-

Changes in inventories of nished goods/work in progress & Stock in trade -

- Excise Duty -

-

Employee Benets Expense -

-

Power Expense -

-

Corporate Social Responsibility Expense -

-

Repairs -

-

Contractual Expense -

-

Finance Costs -

-

Depreciation/Amortization/ Impairment expense -

-

Provisions -

-

Write off -

- Other Expenses 15 8.12

6.51

Total Expenses (IV) 8.12

6.51 (V) Prot before exceptional items and Tax (III-IV) (7.48)

(5.86)

(VI) Exceptional Items - -

(VII) Prot before Tax (V-VI) (7.48)

(5.86)

(VIII) Tax expense - -

(IX) Prot for the period from continuing operations (VII-VIII) (7.48)

(5.86)

(X) Prot/(Loss) from discontinued operations - -(XI) Tax exp of discontinued operations - -

(XII) Prot/(Loss) from discontinued operations (after Tax) (X-XI) - -(XIII) Share in JV's/Associate's prot/(loss) - -

(XIV) Prot for the Period (IX+XII+XIII) (7.48) (5.86)

(` in Lakh)

Particulars

66

Note No.

For the Year Ended

31-03-2017

For the Year Ended

31-03-2016 Restated

Other Comprehensive Income - -

A (i) Items that will not be reclassied to prot or loss - -

(ii) Income tax relating to items that will not be reclassied to prot or loss - -

B (i) Items that will be reclassied to prot or loss - -

(ii) Income tax relating to items that will be reclassied to prot or loss - -

(XV) Total Other Comprehensive Income - -

(XVI) Total Comprehensive Income for the period (XIV+XV) (Comprising Prot (Loss) and Other Comprehensive Income for the period)

(7.48)

(5.86)

Prot attributable to:

Owners of the company - -

Non-controlling interest - -

Other Comprehensive Income attributable to:

Owners of the company - -

Non-controlling interest - -

Total Comprehensive Income attributable to:

Owners of the company -

Non-controlling interest -

(XVII) Earnings per equity share (for continuing operation):

(1) Basic (0.00) (0.14)

(2) Diluted (0.00) (0.14)

(XVIII) Earnings per equity share (for discontinued operation):

(1) Basic - -

(2) Diluted - -

(XIX) Earnings per equity share (for discontinued & continuing operation):

(1) Basic (0.00) (0.14)

(2) Diluted (0.00) (0.14)

(` in Lakh)

(ANUP AGARWAL) (KULDIP PRASAD) (A.P. PANDA)CHIEF FINANCIAL OFFICER DIRECTOR CHAIRMAN

DIN No - 07463640 DIN No - 06664375

AS PER OUR REPORT ON EVEN DATE

For, A D B & COMPANYChartered Accountants

ICAI Firm Regn No. 005593C

(RAJESH KUMAR CHAWDAI)(Partner)

Mem.No. 405675

DATE : 02.05.2017PLACE : Raipur

Sd/- Sd/- Sd/-

Sd/-

Particulars

67

STATEMENT OF PROFIT & LOSSFor the Year Ended on

31st March 2017

CASH FLOW STATEMENT (INDIRECT METHOD)

(` in Lakh)

For the Year Ended

31.03.2017

For the Year Ended

31.03.2016

CASH FLOW FROM OPERATING ACTIVITIES

Total Comprehensive Income before tax (7.48)

(5.86)

Adjustments for :

Exchange uctuation loss on long term borrowing - -

Depreciation / Impairment of Fixed Assets 7.12

7.12

Interest from Bank Deposits -

0.64

Finance cost related to nancing activity -

-

Interest / Dividend from investments -

-

Prot / Loss on sale of Fixed Assets -

-

Provisions made & write off during the period -

-

Liability write back during the period -

-

Operating Prot before Current/Non Current Assets and Liabilities (0.36)

0.61

Adjustment for :

Trade Receivables - -

Inventories - -

Short/Long Term Loans/Advances & Other Current Assets 1,353.25 2,685.52

Short/Long Term Liablities and Provisions 2,525.41 449.09

Cash Generated from Operation 1,171.80

(2,235.81)

Income Tax Paid/Refund 467.97

3.77

Net Cash Flow from Operating Activities ( A ) 703.83

(2,239.58)

CASH FLOW FROM INVESTING ACTIVITIES

Purchase of Fixed Assets (0.16)

(0.85)

Investment in Bank Deposit - -

Capital work-in-progress (22,484.91)

(4,087.63)

Change in investments - -

Investment in joint venture - -

Interest pertaining to Investing Activities - -

Interest / Dividend from investments - 0.64

Net Cash from Investing Activities ( B ) (22,485.07)

(4,087.84)

Particulars

68

(ANUP AGARWAL) (KULDIP PRASAD) (A.P. PANDA)CHIEF FINANCIAL OFFICER DIRECTOR CHAIRMAN

DIN No - 07463640 DIN No - 06664375

AS PER OUR REPORT ON EVEN DATE

For, A D B & COMPANYChartered Accountants

ICAI Firm Regn No. 005593C

(RAJESH KUMAR CHAWDAI)(Partner)

Mem.No. 405675

DATE : 02.05.2017PLACE : Raipur

Sd/- Sd/- Sd/-

Sd/-

(` in Lakh)

For the Year Ended

31.03.2017

For the Year Ended

31.03.2016

CASH FLOW FROM FINANCING ACTIVITIES

Issue of Equity Share Capital 50,000.00

-

Repayment of Borrowings - -

Short Term Borrowings 7,500.00 7,500.00 Interest & Finance cost pertaining to Financing Activities 1,479.41 236.92

Receipt of Shifting & Rehabilitation Fund - -

Dividend & Dividend Tax - -

Buyback of Equity Share Capital - -

Net Cash used in Financing Activities ( C ) 58,979.41

7,736.92

Net Increase / (Decrease) in Cash & Bank Balances (A+B+C) 37,198.17

1,409.50

Cash & Bank Balance (opening balance) 1,422.86

13.36

Cash & Bank Balance (closing balance) 38,621.03

1,422.87

(All gures in bracket represent outow.)

Particulars

69

CASH FLOW STATEMENT (INDIRECT METHOD)

A. EQUITY SHARE CAPITAL

Particulars Balance As at

01.04.2015

Changes In

Equity Share

Capital During

the Year

Balance as at

31.03.2016

Balance As at

01.04.2016

Changes In

Equity Share

Capital During

the Year

Balance as at

31.03.2017

Equity Share Capital 405.50 0.00 405.50 405.50 50,000.00 50,405.50

B. OTHER EQUITY

General

Reserve

Other

Reserves

Retained

Earnings

Debt Instruments

though Other

Comprehensive

Income

Non-Controlling

InterestsTotal

Balance as at 01.04.2015 - - (17.50) - - (17.50)Additions during the year - - - - - - Adjustments during the year - - - - - -

Changes in accounting policy or prior period errors - - - - - -

Restated balance as at 01.04.2015 - - (17.50) - - (17.50)Additions during the year - - - - - - Adjustments during the year - - - - - -

Total comprehensive income during the year - (5.86) - - (5.86)

Appropriations

Transfer to / from General reserve - - - - - -

Transfer to / from Other reserves - - - - - -

Interim Dividend - - - - - -

Final Dividend - - - - - -

Corporate Dividend tax - - - - - -

Pre-operative expenses - - - - - -

Balance as at 31.03.2016 - - (23.36) - - (23.36)

Balance as at 01.04.2016 - - - -

Additions during the period - - - - - -

STATEMENT OF CHANGES IN EQUITY FOR THE YEAR ENDED 31.03.2017

(` in Lakh)

Adjustments during the period - - - - - -

Changes in accounting policy or prior period errors - - - - - -

Total comprehensive income during the period - - (7.48) - - (7.48)

Adjustments during the period - - - - - -

Appropriations - - - - - -

Transfer to/from general reserve - - - - - -

Transfer to/from other reserves - - - - - -

Interim Dividend - - - - - -

Final Dividend - - - - - -

Corporate Dividend tax - - - - - -

Adjustment of Pre-operative expenses

- - - - - -

Balance as at 31.03.2017 - - (30.84) - - (30.84)

Note : During the period, 50,00,00,000 Equity Shares (FV of ̀ 10.00 each) amounting to ̀ 500.00 Crores were issued to SECL, IRCON and CSIDCL on Rights Issue in the shareholding proportion of 64%, 26% and 10% respectively. All the shares have been subscribed and fully paid up by the shareholders of the Company.

Particulars

70

(23.36) (23.36)

(` in Lakh)

PARTICULARS BuildingsPlant and

EquipmentsFurniture and

FixturesTotal

Carrying AmountAs at 1 April 2015 126.66 - 17.48 144.14

Additions 0.76 - 0.09 0.85

Deletions/Adjustments - - - -

As at 31 March 2016 127.42 - 17.57 144.99

As at 1 April 2016 127.42 - 17.57 144.99

Additions - - 0.16 0.16

Deletions/Adjustments - - - -As at 31 March 2017 127.42 - 17.73 145.15

Accumulated Depreciation and ImpairmentAs at 1 April 2015 - - - -

Charge for the year 4.36 - 2.76 7.12

Impairment - - - -

Deletions/Adjustments - - - -

As at 31 March 2016 4.36 - 2.76 7.12

As at 1 April 2016 4.36 - 2.76 7.12

Charge for the year 4.35 - 2.77 7.12

Impairment - - - -

Diposals/ Retirements\Adjustmenmts - - - -

As at 31 March 2017 8.70 - 5.53 14.24

Net Carrying AmountAs at 31 March 2017 118.72 - 12.20 130.91

As at 31 March 2016 123.06 - 14.81 137.87

As at 1 April 2015 126.66 - 17.48 144.14

BuildingsPlant and

Equipments

Furniture and

FixturesTotal

Gross Carrying Amount:As at 1 April 2015 129.62 - 19.26 148.88

Accumulated Depreciation and ImpairmentAs at 1 April 2015 2.96 - 1.78 4.74

Net carrying amount 126.66 - 17.48 144.14

NOTES TO THE ACCOUNTS

Reconciliation of Carrying value as per Ind AS and Previous GAAP as on 01.04.2015

Note :The Company is sharing the cost of Ofce Building taken on lease by Chhattisgarh East Railway Limited from CSIDCL for the period of 30 years on 'Equal Cost Sharing Basis' vide Minutes of the 1st & 4th Meeting of the Board of Directors of the Company dated 05.04.2013 and 06.01.2014 respectively. Therefore, the amortisation of the building has been done taking into consideration the useful life of 30 years. The lease period of ofce Buidling is subject to renewal after the expiry of lease term.

PARTICULARS

71

NOTE - 03 : Property Plant and Equipment

PARTICULARSDevelopment

Revenue ExpensesTotal

Carrying Amount Construction Work Consultancy Charges OthersAs at 1 April 2015 75.54 - - - 75.54Additions 347.85 - 3,743.55 - 4,091.40Capitalisations/Deletions - - - - -As at 31 March 2016 423.39 - 3,743.55 - 4,166.94

As at 1 April 2016 423.39 - 3,743.55 - 4,166.94Additions 16,213.43 3,483.00 3,256.45 - 22,952.88Capitalisations/Deletions - - - - -

As at 31 March 2017 16,636.82 3,483.00 7,000.00 - 27,119.81

Provision and ImpairmentAs at 1 April 2015 - - - - -

Charge for the Year - - - - -

Impairment - - - - -

Deletions/Adjustments - - - - -

As at 31 March 2016 - - - - -

As at 1 April 2015 - - - - -

Charge for the Year - - - - -

Impairment during the Year - - - - -

Deletions/Adjustments - - - - -

As at 31 March 2017 - - - - -

Net Carrying AmontAs at 31 March 2017 16,636.82 3,483.00 7,000.00 - 27,119.81As at 31 March 2016 423.39 - 3,743.55 - 4,166.94As at 1 April 2015 75.54 - - - 75.54

Development

Revenue ExpensesTotal

Construction Work Consultancy Charges OthersGross Carrying Amount :As at 1 April 2015 75.54 - - - 75.54

Accumulated Depreciation & ImpairmentAs at 1 April 2015 - - - - -

Net carrying amount 75.54 - - - 75.54

Rail Corridor Under Construction

Reconciliation of Carrying value as per Ind AS and Previous GAAP as on 01.04.2015

Rail Corridor Under Construction

NOTE : 04 - Capital Work in Progress

Note :1) Rail Corridor Under Construction indicates payment made to IRCON towards facilitating Land Acqisition, Preparation of Feasiblity Report

and Detailed Project Report and towards construction work as per the parameters of Project Execution Agreement signed between the Company and IRCON International Limited dated 05.04.2014.

2) The revenue expenses amounting to ̀ 16,636.82 Lakhs are attributable to the Project Cost and accordingly has been capitalized as per the applicable Indian Accounting Standard (IND AS) and has been shown under Capital Work in Progress. The breakup of the Capital Work in Progress has been detailed under Note 16.4(b) of Additional Notes on Accounts.

(` in Lakh)

PARTICULARS

72

NOTES TO THE ACCOUNTS

As at As at As at

Non Current

Bank depositsOther Deposits 4.06 4.06 4.06

Less: Provision for doubtful deposits - - -

4.06 4.06 4.06

TOTAL 4.06 4.06 4.06

Current

Interest accrued on- Investments - - -

- Bank Deposits 1,316.43 - -

- Others (specify in note) - - -

Other Deposits - - -

Less: Provision for doubtful deposits - - -

-

-

-

TOTAL 1,316.43 -

-

Note:Deposit includes: (` in Lakhs

FY 2016-17 FY 2015-16

3.81 3.81

0.01 0.01

0.21 0.21

0.02 0.02

4.06 4.06

Security Deposit in respect of lease of ofce building from CSIDCL.

01.04.2015

Restated

Security Deposit for Telephone Line with BSNL, Raipur

Security Deposit for Electricity Connection with CSPDCL, Raipur

Security Deposit for LPG Cylinder Connection with HP Gas Agency, Raipur

Total

31.03.201731.03.2016

Restated

NOTE : 05 - OTHER FINANCIAL ASSETS

(` in Lakh)

73

NOTES TO THE ACCOUNTS

NOTE : 06 - OTHER NON-CURRENT ASSETS (` in Lakh)

As at As at As at

31.03.2017

(i) Capital Advances 16,272.73 2,918.73 3.42

Less : Provision for doubtful Loans & Advances -

-

-

16,272.73 2,918.73 3.42

(ii) Advances other than capital advances(a) Security Deposit for utilities

Less :Provision for doubtful deposits --

--

--

-

-

-

-

-

-

-

-

-

(b) Other Deposits

Less :Provision for doubtful deposits -

-

-

-

-

-

-

-

-

-

-

-

-

(c) Advances to Related Parties 2,002.42 240.00

(d) Advance for Revenue

Less :Provision for doubtful advances

(e) Prepaid Expenses -

-

-

Deferred Fair Value Loss - IND AS (15,309.12)

-

-

TOTAL 2,966.03 2,918.73 243.42

Notes:

1. Capital Advances includes:

FY 2016-17 FY 2015-16

30.28 4.20

16,272.73 2,918.73

-

R&R Compensation to FA & CAO, South East Central Railway (SECR) for Private Land

(Refer 16.4(e) of Additional Notes on Accounts)

2,914.52

31.03.2016

Restated

13,742.45

2,500.00

Particulars

Expenditure towards Diversion of Forest Land and Govt. Land as per Clause 6 of MoU

dated 03.11.2012

Total

01.04.2015

Restated

Non-Interest bearing refundable advance given to FA & CAO, South East Central

Railway (SECR) towards Compensation of Revenue Land as per Clause 7 of MoU

dated 03.11.2012.

74

NOTES TO THE ACCOUNTS

2. Advance to Related Parties indicates Payment made to IRCON International Limited amounting to `14.29 crores for deposits works in

connection with diversion of electrical crossings and ̀ 11.01 crores towards road diversion works. Works amounting to ̀ 5.28 Crores

relating to diversion of Electrical Crossings has been completed and accordingly, has been capitalised.

3. As per the Clause 8 of the MoU dated 03.11.2012, the Company shall bear the cost of the land acquired in the name of Ministry of

Railways (MoR). The cost incurred by the company towards the acquisition of land shall be refunded to the Company upon the

termination of the Concession Agreement as per the provisions of the Concession Agreement i.e., i.e., 30 years from the Appointed

Date. The Company is required to enter into the Concession Agreement with MoR.The DPR of the East-West Rail Corridor Project has

been prepared at a Debt-Equity Ratio of 80:20. Further, the Cost of Equity has been considered at 12%, considering the Department of

Public Enterprise (DPE) guidelines on PSU's for Investments in projects. The DPR has been accepted by the Board of the Company and

has been placed before the Board of Coal India Limited and MoR for approval. The Company is committed to achive its Financial Closure

in the FY 2017-18. CERL, being a sisiter concern of CEWRL has already received the nal sanction letter from Banks for its Debt funding

at the present effective interest rate of 9.35% p.a.. As per the applicable IND AS, fair value treatment of the Capital Advance has been

considered at the rate of 9.88% (weighted average cost of capital) for 30 years, considering Appointed Date as 31.03.2017 in the

absence of achievement of appointed date as per Model Concession Agreement. Accordingly, Deferred Fair Value Loss - IND AS of

` 15,309.12 lakhs has been charged to Capital Work in Progress.

NOTE : 06 - OTHER NON-CURRENT ASSETS

75

NOTES TO THE ACCOUNTS

NOTE : 07 - CASH AND CASH EQUIVALENTS (` in Lakh)

As at As at As at

(a) Balances with Scheduled Banks

- In Deposit Accounts with maturity upto 3 months

- In Current Accounts 0.63 2.03 0.07

- In Cash Credit Accounts - --

(b) Cheques, Drafts and Stamps in hand - --

(c) Imprest with Employees - --

(d) Others

- In Deposit Accounts with maturity of more than 3 months not exceeding 12 months 38,620.40 1,420.83 13.29

Total 38,621.03 1,422.86 13.36

31.03.2017 31.03.2016

Restated

01.04.2015

Restated

Note:

Closing Cash in Hand as on 08.11.2016 - - -

(+) Permitted Receipts - - -

(-) Permitted Payments - - -

(-) Amount deposited in Banks - - -

Closing Cash in Hand as on 30.12.2016 - - -

Details of Specied Bank Notes (SBN) held and transacted during the periods from 8th November, 2016 to 30th December, 2016as provided in the Table below:

SBNs Other Denomination

NotesTotalPARTICULARS

76

NOTES TO THE ACCOUNTS

PARTICULARS

NOTE : 08 - OTHER CURRENT ASSESTS(` in Lakh)

As at As at As at

Advance for Revenue - - -

Less : Provision for doubtful advances - - -

- - -

Advance payment of statutory dues - 10.49 0.29

Less : Provision for doubtful advances - - -

- 10.49 0.29

Advance to Related Parties - -

Advance to Employees - - -

Less : Provision for doubtful advances - - -

- - -

Advance- Others - - -

Less : Provision for doubtful claims - - -

- - -

Deposits- Others - - -

Less: Provision - - -

- - -

Prepaid Expenses 1.10 1.09 1.08

Receivables- Others - - -

(a) Less: Provision - - -

- - -

TOTAL 1.10 11.58 1.37

31.03.2017 31.03.2016 Restated

01.04.2015 Restated

77

NOTES TO THE ACCOUNTS

NOTE : 09 - EQUITY SHARE CAPITAL (` in Lakh)

As at As at As at

31.03.201731.03.2016

Restated01.04.2015

Restated

Authorised

1,11,00,00,000 (P.Y. 50,00,000) Equity Shares of ₹10/- each 1,11,000.00 500.00 500.00

TOTAL 1,11,000.00 500.00 500.00

Issued, Subscribed and Paid-up

50,40,55,000 (P.Y. 40,55,000) Equity Shares of ₹10/- each 50,405.50 405.50 405.50

TOTAL 50,405.50 405.50 405.50

Outstanding at the beginning of the period 40,55,000 405.50 40,55,000 405.50

Issued during the period 50,00,00,000 50,000.00 - -

Outstanding at the end of the period 50,40,55,000 50,405.50 40,55,000 405.50

Name of Shareholder

No.of Shares held

(Face value of `10

each)

% of Total

Shares

No.of Shares held

(Face value of ̀ 10

each)

% of Total

Shares

South Eastern Coalelds Limited and its Nominees (Holding Company) 32,28,80,000 64.06 28,80,000 71.02

IRCON International Limited 13,11,70,000 26.02 11,70,000 28.85

CSIDCL (Representing GoCG) 5,00,05,000 9.92 - -

Previous YearCurrent Year

Previous yearCurrent Year

1) Shares in the company held by each shareholder holding more than 5% Shares

ParticularsNo. of shares

Share Capital

(` in lakh)

Share Capital

(` in lakh)No. of shares

2) The Authorized Share Capital of the Company has been enhanced from ` 5 Crores to ` 1,110 Crores at the 4th Extra-Ordinary General Meeting of the Company dated 21.04.2016.

3) During the period, 50,00,00,000 Equity Shares (FV of ` 10.00 each) amounting to ` 500.00 Crores were issued to SECL, IRCON and CSIDCL on Rights Issue in the shareholding proportion of 64%, 26% and 10% respectively. All the shares have been subscribed and fully paid up by the shareholders of the Company.

4) As per Clause 3 of the Memorandum of Understanding signed between GoCG, SECL & IRCON International Ltd. Dated 03.11.2012, GoCG's share of equity in the JVC shall coresspond to the value of land provided by the State Govt. or 10% whichever is more. CSIDCL (Representing Govt. of Chhattisgarh) has informed that 57.573 Hectares of Govt. Land has been transferred in the name of SECR. However, the value of land has not been provided by the Competent Authority. Therefore, pending valuation of Govt. Land, the shares have not been issued to CSIDCLand accordingly, the value of equity of State Govt. (Represented by CSIDCL) is only 9.92% on the Balance Sheet date.

5) Terms/rights attached to equity shares

The company has only one class of equity shares having at par value of ̀ 10 per share.

In the event of liquidation of the company, the holders of equity shares will be entitled to receive remaining assets of the company, after distribution of all prefrential amounts. The distribution will be in proportion to the number of equity shares held by the shareholders.

78

NOTES TO THE ACCOUNTS

NOTE : 10 - OTHER EQUITY(` in Lakh)

Capital

Redemption

reserve

Capital

ReserveCSR Reserve

Sustainable

Development

Reserve

Balance as at 01.04.2015 - - - - - - (17.50) (17.50)

Additions during the year - - - - - - - - -

Adjustments during the year - - - - - - - - -

Changes in accounting policy or prior period errors - -

-

-

-

- - - -

Restated balance as at 01.04.2015 - -

-

-

-

- (17.50)

-

(17.50)

Additions during the year - -

-

-

-

-

Adjustments during the year - -

-

-

-

-

Total comprehensive income during the year - -

-

-

-

- (5.86)

(5.86)

Appropriations

Transfer to/from General reserve - -

-

-

-

- -

-

-

Transfer to/from Other reserves - -

-

-

- -

-

-

Interim Dividend - -

-

-

-

- -

-

-

Final Dividend - -

-

-

-

- -

-

-

Corporate Dividend tax - -

-

-

- -

-

-

Pre-operative expenses - -

-

-

-

- -

-

-

Balance as at 31.03.2016 - -

-

-

-

- (23.36)

-

(23.36)

Balance as at 01.04.2016 - -

-

-

-

- (23.36)

-

(23.36)

Additions during the year - -

-

-

-

- -

-

-

Adjustments during the year - -

-

-

-

- -

-

-

Changes in accounting policy or prior

period errors -

-

Total comprehensive income during the year - -

-

-

-

- (7.48)

-

(7.48)

Appropriations

Transfer to/from General reserve - -

-

-

-

- -

-

-

Transfer to/from Other reserves - -

-

-

-

- -

-

-

Interim Dividend - -

-

-

-

- -

-

-

Final Dividend - -

-

-

-

- -

-

-

Corporate Dividend tax - -

-

-

-

- -

-

-

Adjustment of Pre-operative

expenses - -

-

-

-

- -

-

-

Balance as at 31.03.2017 - - - - - - (30.84)

- (30.84)

Equity Portion of

Preference Share

Capital

Total

Non-

Controlling

Interests

General

Reserve

Other Reserves

Retained Earnings

79

NOTES TO THE ACCOUNTS

NOTE : 11 - BORROWINGS (` in Lakh)

As at As at As at

31.03.2017 31.03.2016 Restated 01.04.2015 RestatedNon-CurrentTerm loan

From Other PartiesSouth Eastern Coalelds Limited 9,600.00 4,800.00 -

Interest (Net of TDS) 1,056.23 180.29 -

Total (A) 10,656.23 4,980.29 -

IRCON International Limited 3,900.00 1,950.00 -

Interest (Net of TDS) 477.20 38.66 -

Total (B) 4,377.20 1,988.66 -

CSIDCL 1,500.00 750.00 -

Interest (Net of TDS) 182.90 17.97 -

Total (C) 1,682.90 767.97 -

Total (Principal Component) 15,000.00 7,500.00Total (Interest Net of TDS Component) 1,716.33 236.92

Grand Total 16,716.33 7,736.92 -

CLASSIFICATION 1Secured -

Unsecured 16,716.33 7,736.92 -

NOTES The Company has taken the loan from South Eastern Coalelds Limited, IRCON International Limited and Chhattisgarh State Industrial Development Corporation Limited amounting to ` 96 Crores, ` 39 Crores and ` 15 Crores at 12% interest rate per annum with compounding at quarterly rests. The repayment period of loan shall be of 05 years, excluding the time involved for construction of project i.e., Moratorium Period not exceeding ve years from the date of the loan Agreement.

Name of the CompanyDate of Loan

Agreement

Amount of Borrowed

Loan

(` in Crores)

SECL 21.01.2015 96.00IRCON International Limited 05.01.2016 39.00CSIDCL 18.12.2015 15.00

Total 150.00150.00

39.0090.00

15.00

However, the Loan shall be secured by the pari passu charge (in proportion with other Lenders) on :a) All infrastructures to be created/developed by CEWRL b) All future receivables after successful implementation of the project by CEWRL c) Any amount to be released by Ministry of Railways under the concession agreement.

Amount ofSanctioned Loan

(` in Crores)

80

NOTES TO THE ACCOUNTS

As at As at As at31.03.2017 31.03.2016

Restated01.04.2015

RestatedNon Current Security Deposits - - -Earnest Money - - -Others - - -

- - -

Current For ExpensesConsultancy Charges 2,218.56 346.90 0.31Construction Charges 436.81 - -Vehicle Hire Charges 0.71 0.62 0.61Printing and Stationery 0.09 0.04 0.14Ofce & Workshop Repair & Maintenanace 0.17 0.16 0.14Electricity Charges 0.12 0.06 0.04Telephone Charges 0.03 0.03 -Filing Fee - - -Provision for Audit Fees & Expenses 0.92 0.65 0.26Deposits from Contractors 1.78 1.78 0.65

Others liabilities 18.23 138.63 91.24

TOTAL 2,677.40 488.88 93.40

NOTE : 12 - OTHER FINANCIAL LIABILITIES (` in Lakh)

Notes : Other liabilities includes:1. Expenditure amounting to ` 12.01 Lakhs (Previous Year ` 96.03 Lakhs) incurred by SECL (Holding company) on behalf of the

company.2. Expenditure amounting to ` 6.22 Lakhs (Previous Year ` 42.60 Lakhs) incurred by Ircon International Limited on behalf of the

company.

NOTE : 13 - OTHER FINANCIAL LIABILITIES (` in Lakh)

As at 31.03.2017As at As at

31.03.2016 Restated 01.04.2015 Restated

Statutory Dues: Income Tax deducted/collected at Source 321.60 54.10 0.49 Service Tax - - -

Provision for Income Tax 587.73 - - Less: Advance Tax/TDS 518.35 69.38

TOTAL 390.98 54.10 0.49

TOTAL

81

NOTES TO THE ACCOUNTS

NOTE : 14 - OTHER INCOME (` in Lakh)

For the Year Ended

31-03-2017

For the Year Ended

31-03-2016 Restated

Interest Income

Interest From Bank Deposits - 0.64

Interest Received from Income Tax 0.64 -

Total 0.64 0.64

NOTE : 15 - OTHER EXPENSES (` in Lakh)

For the Year Ended 31-03-2017

For the Year Ended 31-03-2016

Restated

Consultancy Charges 1.55 1.65

Legal Expenses 0.17 0.16

Books & Periodicals 0.10 0.03

Ofce Contingent Expenses 1.03 0.60

Meeting Expenses 2.87 2.22

Publication Expenses 1.05 0.90

Bank Charges - -

Auditor's Remuneration & Expenses

- For Audit Fees 1.35 0.94

- For Reimbursement of Exps. -

-

Internal & Other Audit Expenses -

-

Total 8.12

6.51

82

NOTES TO THE ACCOUNTS

* The carrying amounts of trade receivables, short term deposits, cash and cash equivalents, trade payables, Short Term Borrowings are

considered to be the same as their fair values, due to their short-term nature.

* The Carrying amount of sub-ordinate Debt amounting to ` 150.00 Crores, availed from the promoter Companies and the interest

compounded on such sub-ordinate debt at agreed rate of interest at quarterly rests are considered to be the same at their fair values.

This sub-ordinate debt is intended to be repaid by the company upon the availability of nances from senior debt from Banks, within a

period of twelve months from the reporting period.

* Other Financial assets accounted at amortised cost is not carried at fair value only if same is not material.

(` in Lakh)

31st March 2017 31st March 2016

FVTPL FVTOCI

Amortised cost

FVTPL FVTOCI

Amortised cost Cost FVTPL FVTOCI Amortised cost

Financial Assets

Deposits & receivable

15,309.12 - 2,966.03 - - 2,918.78 - - - 243.42

Cash & cash equivalents

-

- 38,621.03 - - 1,422.86 - - - 13.36

Financial Liabilities

Borrowings

-

-

16,716.34 -

-

7,736.93 -

-

-

-

Trade payables

-

-

2,675.63 -

-

487.10 -

-

-

92.75

Security Deposit and Earnest money

-

-

1.78 -

-

1.78 -

-

-

0.65

Other Liabilities

-

-

-

-

-

-

-

-

-

Fair values of nancial assets and liabilities measured at amortised cost

Carrying Amount

Fair Value Carrying Amount

Fair Value Carrying Amount

Fair Value

Financial Assets

Deposits & Receivables 15,309.12 2,966.03 - - - -

Financial liabilities

Borrowings - - - - - -

Security Deposit and Earnest money - - - - - -

NOTE : 16 - ADDITIONAL NOTES TO THE FINANCIAL STATEMENTS FOR THE YEAR ENDED 31st MARCH, 2017

(a) Financial Instruments by Category

1 April 2015st

31st March 2017 31st March 2016 1 April 2015st

1. Fair Value measurement

83

Capital management

The company being a government entity is a Joint Venture of SECL, IRCON and CSIDCL (representing Govt. of Chhattisgarh). As per

Memorandum of Understanding amongst the joint venture partners, the shareholding proportion of the promoter companies are 64%

for SECL, 26% for IRCON and 10% for CSIDC (representing GoCG). GoCG’s share of equity in the JVC shall correspond to the value of

land (Revenue Land and Forest Land) provided by the State Government or 10% whichever is more. If the value of land provided by

GoCG exceeds 10% of the equity, the shareholding percentage of GoCG and SECL shall stand modied accordingly.

Capital Structure of the company is as follows:

31.03.2017 31.03.2016 01.04.2015

Equity Share capital 50,405.50 405.50 405.50

Preference share capital - - -

Long term debt - - -

2. Employee Benets: Recognition and Measurement (Ind AS-19)

At present Eight Employees of SECL and Two Employees of IRCON have been deputed in the Chhattisgarh East Railway Limited and

Chhattisgarh East-West Railway Limited for execution of the project of laying of Rail Lines. As per Clause 16 (b) of MoU dated

03.11.2012, expenses related to Salary, TA/DA etc. are accounted for in the books of the Company based on the Debit Notes received

from SECL & IRCON for the employees deputed from the respective parent companies. The employees are deputed by parent

companies to CEWRL for short term until the project come into operation and future payment of retirement benets viz., Provident Fund,

Gratuity etc., would be the liability of parent companies. The provision of proportionate share of retirement benets has not been made in

the books of the company, however its provision are subject to compliance by respective deputing companies as per the provisions of

IND AS-19.

3. Unrecognised items:

a) Contingent Liabilities

Claims against the Company not acknowledged as debts: NIL

b) Commitments

Estimated amount of contracts remaining to be executed on capital account and not provided for : ̀ 185.31 Crores

84

(` in Lakh)

Provisions Opening Balance as on

1.04.2016

Addition during the

year

Write back/Adj. during the

year

Unwinding of discounts

Closing Balance

as on 31.03.2017

Note 3:-Property, Plant and Equipment: Impairment of Assets :

-

-

-

-

-

Note 4:- Capital Work in Progress : Against CWIP :

-

-

-

-

-

Note 10: - Other Current Assets : Advances for Revenue : Advance Payment Against Statutory Dues: Other Deposits: Other Receivables:

-

-

-

-

-

-

-

-

-

-

-

-

-

-

-

b) The revenue expenses amounting to ` 16,636.82 Lakhs incurred since the inception of the company are considered towards

implementation of the project has been capitalized as per the applicable Indian Accounting Standard and has been shown under Capital

Work in Progress are as under :-

Sl. Particulars

`(

Balance as on 01.04.2016

in Lakh)

Addition during the Year (` in Lakh)

Balance as on 31.03.2017 ( ̀in Lakh)

1 Salary & Wages 109.34 58.07 167.41

2 Contribution to PF 7.78 6.88 14.66

3 Travelling expenses 7.72 9.89 17.61

4 Rent, Taxes & Ofce Maintenance Expenses 9.94 6.29 16.23

5 Depreciation and Amortization 11.87 7.12 18.99

6 Other Expenditure 32.58 13.67 46.25

7 Interest 263.25 1,643.79 1,907.04

8 Provision For Income Tax 5.90 583.95 589.85

9 Fees to RoC for Increase of Authorized Share Capital

- 249.19 249.19

10 Deferred Fair Value Loss - IND AS - 15,309.12 15,309.12

Total

448.38 18,336.25 17,887.97

4. Other Information

a) Provisions

The position and movement of various provisions except those relating to employee as on 31.03.2017 are given below :

No.

11 Less: Interest Income - Bank 24.98 1,674.54 1,699.52

12 Les: Interest Income - Others 0.01 - 0.01

Total 423.39 16,213.43 16,636.82

85

All such other expenses which are of administrative nature and not attributable to the project has been charged to Statement of Prot &

loss.

c) Certain expenses to the tune of ̀ 18.82 Lakhs incurred by Chhattisgarh East Railway Limited (CERL) during the FY 2016-17 on behalf of

the company has been reimbursed to CERL vide decision taken at the 1st Meeting of the Board of Directors of the Company dated

05.04.2013.

d) GoCG's share of equity in the JVC shall correspond to the value of land provided by the State Govt. or 10% whichever is more as per

Clause 3 of the Memorandum of Understanding signed between SECL, IRCON & GoCG, Dated 03.11.2012. CSIDCL (Representing

Govt. of Chhattisgarh) has informed that 57.573 Hectares of Govt. Land has been transferred in the name of SECR. However, the value of

land has not been provided by CSIDCL. Therefore, pending valuation of Govt. Land, the shares have not been issued to CSIDCL and

accordingly, the value of equity of State Govt. (Represented by CSIDCL) is only 9.92% on the Balance Sheet date.

e) As per the provisions of the Concession Agreement, the land for the project is to be acquired by Indian Railways at the cost of the

Concessionaire (CERL). 410.78 Hectares of private land has been acquired by Indian Railway against which an amount of ` 137.42

Crores has been deposited with the FA & CAO, SECR, Bilaspur and shall remain as a non-interest bearing refundable advance with

Railways.

Further, an amount of ` 25.00 Crores towards R&R Compensation of Private Land has been deposited upon demand by Collector,

Bilaspur through SECR and the balance amount shall be deposited upon receipt of Demand from the Competent Authority.

f) Earnings per share

Sl. No. Particulars For the year ended 31.03.2017 For the year ended 31.03.2016

i) Net prot after tax attributable t o Equity ShareHolders

(7,47,822.00) (5,86,147.00)

ii) Weighted Average no. of Equi t y SharesOutstanding

254055000 4055000

iii) Basic and Diluted Earnings p e r Share inRupees (Face v a l u e ` 10/- per share)

0.00 (0.14)

86

g) Related Party Disclosures

a) Key Managerial Personnel

1. Shri A.P. Panda, Chairman

2. Dr. R.S. Jha, Director

3. Shri R.P. Thakur, Former Director (upto 31.05.2016)

4. Shri Kuldip Prasad, Director (w.e.f. 04.07.2016)

5. Shri Sanjay Rastogi, Former Director (upto 02.11.2016)

6. Shri S.L. Gupta, Director (w.e.f. 02.11.2016)

7. Shri A.K. Gupta, Director

8. Shri Sunil Mishra, Director

9. Shri Ravinder Goyal, Former Director (upto 10.06.2016)

10. Shri Achal Khare, Former Director (w.e.f 10.06.2016 and upto 21.11.2016)

11. Shri R.C. Thakur, Director (w.e.f. 21.11.2016)

12. Shri A.S. Babu, Former Chief Executive Ofcer (upto 04.07.2016)

13. Shri Biswajit Choudhury, Chief Executive Ofcer (w.e.f. 08.07.2016)

14. Shri Anup Agarwal, Chief Financial Ofcer (w.e.f. 21.04.2016)

b) Remuneration of Key Managerial Personnel

Sl. No.

Payment to Chief Executive Ofcer, Chief Financial Ofcer and Company Secretary

For the year ended 31.03.2017

For the year ended 31.03.2016

i) Short Term Employee Benets Gross Salary Perquisites Medical Benets

29,04,450.50

70,000.00

-

18,47,144.20

3,55,773.60

ii) Post-Employment Benets Contribution to P.F. & other fund

- -

iii) Termination Benets (Paid at the time of separation) Leave Encashment Gratuity

- -

TOTAL 29,74,450.50 22,02,917.80

c) Related Party Transactions

In view of the exemption granted to state controlled enterprises as regards related party relationship with other state controlled

enterprises and transaction with such enterprises, no such disclosure under the Indian Accounting Standard (Ind AS-24) on Related

Party Disclosure is required.

87

(` in Crores)

2 IRCON

International Limited

Associate Company

24.37 87.40

0.21 111.98 4,423.83

Sl No

Name of the Company

Nature of relationship

Amount of transactions during the year Total Closing Balance as on 31.03.2017

Loan with Accrued Net Interest

Construction &Consultancy

Charges

Others

1 South Eastern Coalelds Limited

Holding Company

56.76 - 0.52 57.28 10,656.35

d) Taxation

An amount of ` 5.87Crore is provided in the accounts during current year towards income tax against taxable revenue (interest) of

`16.75 crores during the year which has been capitalized as mentioned at Note No 16 4 (b).

e) Current Assets, Loans and Advances etc.

In the opinion of the Management, assets other than xed assets and non-current investments have a value on realisation in the ordinary

course of business at least equal to the amount at which they are stated.

f) Current Liabilities

Estimated liability has been provided where actual liability could not be measured.

g) Balance Conrmations

Balance conrmation/reconciliation is carried out for cash & bank balances, certain loans & advances, long term liabilities and current

liabilities. Provision is taken against all doubtful unconrmed balances.

h) Signicant accounting policy

Signicant accounting policy (Note-2) has been suitably modied / re-drafted over previous period, as found necessary to elucidate the

accounting policies adopted by the Company in accordance with Indian Accounting Standards (Ind ASs) notied by Ministry of

Corporate Affairs (MCA)under theCompanies (Indian Accounting Standards) Rules, 2015.

The impact of change in accounting policy and other changes to comply with Ind AS in Net Prot is Nil

As per Ind AS 24, following are the disclosures regarding nature and amount of signicant transactions.

88

5. First time adoption of Ind AS These nancial statements, for the year ended 31 March 2017, are the rst the Company has prepared in accordance with Ind AS. For

periods up to and including the year ended 31 March 2016, the Company prepared its nancial statements in accordance with

accounting standards notied under section 133 of the Companies Act 2013, read together with paragraph 7 of the Companies

(Accounts) Rules, 2014 (Indian GAAP). Accordingly, the Company has prepared nancial statements which comply with Ind AS

applicable for periods ending on 31 March 2017, together with the comparative period data as at and for the year ended 31 March 2016,

as described in the summary of signicant accounting policies. In preparing these nancial statements, the Company’s opening

balance sheet was prepared as at 1 April 2015, the Company’s date of transition to Ind AS. This note explains the principal adjustments

made by the Company in restating its Indian GAAP nancial statements, including the balance sheet as at 1 April 2015 and the nancial

statements as at and for the year ended 31 March 2016.

Exemptions applied Ind AS 101 allows rst-time adopters certain exemptions from the retrospective application of certain requirements

under Ind AS. The Company has applied the following exemptions:

(i) Fair value measurement of nancial assets or nancial liabilities (Ind AS 101.D20)

First-time adopters may apply Ind AS 109 to day one gain or loss provisions prospectively to transactions occurring on or after the date

of transition to Ind AS. Therefore, unless a rst-time adopter elects to apply Ind AS 109 retrospectively to day one gain or loss

transactions, transactions that occurred prior to the date of transition to Ind AS do not need to be retrospectively restated.

As a rst time adopter of Ind AS, the Company has opted to apply Ind AS 109 prospectively.

89

Reconciliation of equity as at 1st April, 2015 (date of transition to Ind AS)

(` in Lakhs)

Foot Note Indian GAAP Adjustment Ind AS

ASSETS

Non-Current Assets

(a) Property, Plant &Equipments - 144.13 - 144.13

(b) Capital Work in Progress - 75.53 - 75.53

(c) Exploration and Evaluation Assets - - - -

(d) Investment Property - - - -

(e) Intangible Assets - - - -

(f) Intangible Assets under Development - - - -

(g) Non-Current Assets Held for Sale - - - -

(h) Financial Assets - - - -

(i) Investments - - - -

(ii) Loans - - - -

(iii) Other Financial Assets - 4.06 - 4.06

(i) Deferred Tax Assets (net) - - - -

(j) Other non-current assets - 243.42 - 243.42

Total Non-Current Assets (A) - 467.14 - 467.14

- - - -

Current Assets - - - -

(a) Inventories - - - -

(b) Financial Assets - - - -

(i) Investments - - - -

(ii) Trade Receivables - - - -

(iii) Cash & Cash equivalents - 13.36 - 13.36

(iv) Other Bank Balances - - - -

(v) Loans - - - -

(vi) Other Financial Assets - - - -

(c) Current Tax Assets (Net) - - - -

(d) Other Current Assets - 1.38 - 1.38

Total Current Assets (B) - 14.74 - 14.74

- - - -

Total Assets (A+B) 481.88 481.88

90

Liabilities

Non-Current Liabilities

(a) Financial Liabilities - - - -

(i) Borrowings - - - -

(ii) Trade Payables - - - -

(iii) Other Financial Liabilities - - - -

(b) Provisions - - - -

(c) Other Non-Current Liabilities - - - -

Total Non-Current Liabilities (B) - - - -

Current Liabilities

(a) Financial Liabilities - - - -

(i) Borrowings - - - -

(ii) Trade payables - - - -

(iii) Other Financial Liabilities - - - -

(b) Other Current Liabilities - 93.40 - 93.40

(c) Provisions - 0.48 - 0.48

Total Current Liabilities (C) - 93.88 - 93.88

Total Equity and Liabilities (A+B+C) - 481.88 - 481.88

Foot Note Indian GAAP Adjustment Ind AS

Equity

(a) Equity Share Capital - 405.50 - 405.50

(b) Other Equity - (17.50) - (17.50)

Equity attributable to equity holders of the company - - - -

Non-Controlling Interests - - - -

Total Equity (A) 388.00 388.00

91

Reconciliation of equity as at 31st March, 2016 (date of transition to Ind AS)

(` in Lakhs)

Foot Note Indian GAAP Adjustment Ind AS

ASSETS

Non-Current Assets

(a) Property, Plant &Equipments - 137.87 137.87 -

(b) Capital Work in Progress - 4,166.94 4,166.94 -

(c) Exploration and Evaluation Assets - - - -

(d) Investment Property - - - -

(e) Intangible Assets - - - -

(f) Intangible Assets under Development - - - -

(g) Non-Current Assets Held for Sale - - - -

(h) Financial Assets - - - -

(i) Investments - - - -

(ii) Loans - - - -

(iii) Other Financial Assets - 4.06 4.06 -

(i) Deferred Tax Assets (net) - - - -

(j) Other non-current assets - 2,918.73 2,918.73 -

Total Non-Current Assets (A) - 7,227.59 7,227.59 -

- - - -

Current Assets - - - -

(a) Inventories - - - -

(b) Financial Assets - - - -

(i) Investments - - - -

(ii) Trade Receivables - - - -

(iii) Cash & Cash equivalents - 1,422.86 1,422.86 -

(iv) Other Bank Balances - - - -

(v) Loans - - - -

(vi) Other Financial Assets - - - -

(c) Current Tax Assets (Net) - - - -

(d) Other Current Assets - 11.58 11.58 -

Total Current Assets (B) - 1,434.45 1,434.45 -

- - - -

Total Assets (A+B) 8,662.04 8,662.04

92

Liabilities

Non-Current Liabilities

(a) Financial Liabilities - - - -

(i) Borrowings - 7,736.92

7,736.92 7,736.92

- -

(ii) Trade Payables - - - -

(iii) Other Financial Liabilities - - - -

(b) Provisions - - - -

(c) Other Non-Current Liabilities - - - -

Total Non-Current Liabilities (B) - -

Current Liabilities

(a) Financial Liabilities - - - -

(i) Borrowings - - - -

(ii) Trade payables - - - -

(iii) Other Financial Liabilities - 488.88 488.88 - -

(b) Other Current Liabilities - 54.09 54.09 -

(c) Provisions - - -

Total Current Liabilities (C) - 542.97 -

Total Equity and Liabilities (A+B+C) - 8,662.03 8,662.03 -

Foot Note Indian GAAP Adjustment Ind AS

Equity

(a) Equity Share Capital - 405.50 405.50 -

(b) Other Equity - (23.36) (23.36) -

Equity attributable to equity holders of the company - - - -

Non-Controlling Interests -

-

- -

-

-

Total Equity (A) 382.14 382.14

93

Foot Note Indian GAAP Adjustments Ind AS

Revenue from Operations

Revenue From Operations - - - -

Other Operating Revenue (Net) - - - -

Revenue from Operations (A+B) - - - -

Other Income - 0.64 - 0.64

Total Income (I+II) - 0.64 - 0.64

EXPENSES

Cost of Materials Consumed - - - -

Changes in inventories of nished goods/work in progress and Stock in trade

- - - -

Employee Benets Expense - - - -

Power Expense - - - -

Corporate Social Responsibility Expense - - - -

Repairs - - - -

Contractual Expense - - - -

Finance Costs - - - -

Depreciation/Amortization/ Impairment expense

- - - -

Provisions - - - -

Write off - - - -

Stripping Activity Adjustment - - - -

Other Expenses - 8.12 - 6.51

Total Expenses (IV) - 8.12 - 6.51

Prot before Tax (V-VI) - (7.48) - (5.86)

Tax expense - - - -

Prot for the Period (IX+XII+XIII) - (7.48) - (5.86)

Reconciliation of prot or Loss for the year ended 31.03.2016 (` in Lakhs)

94

Other Comprehensive Income

A (i) Items that will not be reclassied to prot or loss

- - - -

(ii) Income tax relating to items that will not be reclassied to prot or loss

- - - -

B (i) Items that will be reclassied to prot or loss

- - - -

(ii) Income tax relating to items that will be reclassied to prot or loss

- - - -

Total Other Comprehensive Income - - - -

Total Comprehensive Income for the period (XIV+XV) (Comprising Prot (Loss) and Other Comprehensive Income for the period)

- (7.48) - (5.86)

Reconciliation of prot or Loss for the year ended 31.03.2016 (` in Lakhs)

Foot Note Indian GAAP Adjustments Ind AS

ii) Others

a) Previous period’s gures have been restated as per Ind AS and regrouped & rearranged wherever considered necessary.

b) Previous period’s gures in Note No. 3 to 15 are in brackets.

c) Note-1 represents Corporate Information, Note-2 represents Signicant Accounting Policies, Note 3 to 13 form part of the Balance Sheet as at 31st March, 2017 and 14 to 15 form part of Statement of Prot & Loss for the year ended 31st March, 2017 and Note – 16 represents Additional Notes to the Financial Statements.

Signature to Note 1 to 16.

(ANUP AGARWAL) (KULDIP PRASAD) (A.P. PANDA)CHIEF FINANCIAL OFFICER DIRECTOR CHAIRMAN

DIN No - 07463640 DIN No - 06664375

AS PER OUR REPORT ON EVEN DATE

For, A D B & COMPANYChartered Accountants

ICAI Firm Regn No. 005593C

(RAJESH KUMAR CHAWDAI)(Partner)

Mem.No. 405675

DATE : 02.05.2017PLACE : Raipur

Sd/- Sd/- Sd/-

Sd/-

95

(` in Lakh)

For the Quarter

Ended

31.03.2017

For the Quarter For the Quarter Ended

For the Year Ended

31.03.2017

For the Year

Unaudited Unaudited Unaudited Audited AuditedRevenue from Operations

A Revenue From Operations - - - - - B Other Operating Revenue (Net) - - - - - (I) Revenue from Operations (A+B) - - - - - (II) Other Income 0.64 0.64 - 0.64 0.64 (III) Total Income (I+II) 0.64 0.64 - 0.64 0.64 (IV) EXPENSES

Cost of Materials Consumed -

-

-

-

-

Changes in inventories of nished goods/work in progress and Stock in trade

-

-

-

-

-

Excise Duty -

-

-

-

-

Employee Benets Expense -

-

-

-

- Power Expense -

-

-

-

- Corporate Social Responsibility Expense -

-

-

-

- Repairs -

-

-

-

- Contractual Expense -

-

-

-

- Finance Costs -

-

-

-

- Depreciation/Amortization/ Impairment -

-

-

-

- expense Provisions -

-

-

-

- Write off -

-

-

-

- Other Expenses 1.85

1.40

1.73

8.28

6.50

Total Expenses (IV) 1.85 1.40 1.73 8.28 6.50 (V) Prot before exceptional items and Tax (III-IV) (1.21)

(0.76)

(1.73)

(7.64)

(5.86)

(VI) Exceptional Items - - - - -

(VII) Prot before Tax (V-VI) (1.21)

(0.76)

(1.73)

(7.64)

(5.86)

(VIII) Tax expense - - - - -

(IX)Prot for the period from continuing operations (VII-VIII) (1.21) (0.76) (1.73) (7.64) (5.86)

(X) Prot/(Loss) from discontinued operations - - - - -

(XI) Tax exp of discontinued operations - - - - -

(XII) Prot/(Loss) from discontinued operations (after Tax) (X-XI) - - - - -

(XIII) Share in JV's/Associate's prot/(loss) - - - - -

PART - I

Particulars Ended 31.12.2016 31.03.2016

Ended 31.03.2016

(XVI) Total Comprehensive Income for the period

(XIV+XV) (Comprising Prot (Loss) and Other

Comprehensive Income for the period)

(1.21)

(0.76)

(1.73)

(7.64)

(5.86)

Prot attributable to:

Owners of the company - - - - -

Non-controlling interest - - - - -

Other Comprehensive Income attributable to: Owners of the company - - - - -

Non-controlling interest - - - - -

ANNEXURE : 1 OF SEBI (LODR), 2016

Statement of Unaudited/ Audited Results for the Quarter ended 31.03.2017, Quarter ended 31.12.2016, Quarter ended 31.03.2016, Year ended 31.03.2017, Year ended 31.03.2016

96

Total Comprehensive Income attributable to: Owners of the company - - - -

Non-controlling interest - - - -

(XVII) Earnings per equity share (for continuing

operation):(1) Basic 0.00 0.00 (0.04) 0.00 (0.14)

(2) Diluted 0.00 0.00 (0.04) 0.00 (0.14)

(XVIII) Earnings per equity share (for discontinued

operation):(1) Basic - - - - -

(2) Diluted - - - - -

(XIX) Earnings per equity share (for discontinued &

continuing operation):(1) Basic 0.00 0.00 (0.04) 0.00 (0.14)

(2) Diluted 0.00 0.00 (0.04) 0.00 (0.14)

(` in Lakh)

For the Quarter

Ended

31.03.2017

For the Quarter For the Quarter Ended

For the Year Ended

31.03.2017

For the Year

Unaudited Unaudited Unaudited Audited Audited

PART - I

Particulars Ended 31.12.2016 31.03.2016

Ended 31.03.2016

ANNEXURE : 1 OF SEBI (LODR), 2016

Statement of Unaudited/ Audited Results for the Quarter ended 31.03.2017, Quarter ended 31.12.2016, Quarter ended 31.03.2016, Year ended 31.03.2017, Year ended 31.03.2016

(ANUP AGARWAL) (KULDIP PRASAD) (A.P. PANDA)CHIEF FINANCIAL OFFICER DIRECTOR CHAIRMAN

DIN No - 07463640 DIN No - 06664375

AS PER OUR REPORT ON EVEN DATE

For, A D B & COMPANYChartered Accountants

ICAI Firm Regn No. 005593C

(RAJESH KUMAR CHAWDAI)(Partner)

Mem.No. 405675

DATE : 02.05.2017PLACE : Raipur

Sd/- Sd/- Sd/-

Sd/-

97

As at 31-03-2017 As at 31-03-2016

(1) Non-Current Assets130.91 137.87

27,119.81 4,166.94

- -

- - - - - - - - - -

- - - -

4.06 4.06 - -

2,966.03 2,918.73 Total Non-Current Assets (A) 30,220.81 7,227.59

(2)- -

- - - -

38,621.03 1,422.86 - - - -

1,316.43 - - -

1.10 11.58 39,938.56 1,434.45

70,159.37 8,662.04 Total Assets (A+B)

PARTICULARS

(iv) Other Bank balances (v) Loans (vi) Other Financial Assets(c) Current Tax Assets (Net)(d) Other Current AssetsTotal Non-Current Assets (B)

(b) Financial Assets (i) Investments (ii) Trade Receivables (iii) Cash & Cash equivalents

(i) Investments (ii) Loans (iii) Other Financial Assets(h) Deferred tax assets (net)(h) Other non-current assets

(e) Intangible assets under development (f) Investment Property(e) Intangible assets

(g) Financial Assets(f) Intangible assets under development

(a) Inventories

Current Assets

Annexure - IX OF SEBI (LODR), 2016Statement of Assets and Liabilities

(` in Lakh)

ASSETS

(c) Exploration and Evaluation Assets

(d) Other Current Assets

(a) Property, Plant & Equipments(b) Capital work in progress

98

As at 31-03-2017 As at 31-03-2016PARTICULARS

(` in Lakh)

EQUITY AND LIABILITIES

50,405.50 405.50 (30.84) (23.36)

50,374.66 382.14 - -

50,374.66 382.14

(1)

16,716.33 7,736.92 - - - -

16,716.33 7,736.92

(2)

- - -

2,677.40 488.88 390.98 54.10

- 3,068.38 542.98

70,159.37 8,662.04 Total Equity and Liabilities (A+B+C)

(a) Financial Liabilities (i) Borrowings

Total Current Liabilities (C)

(ii) Trade payables (iii) Other Financial Liabilities

(ii) Trade payables

Current Liabilities

(b) Other Current Liabilities

(a) Financial Liabilities (i) Borrowings

Equity

(b) Other Equity

Non-Controlling InterestsTotal Equity (A)

(c) Provisions

(iii) Other nancial liabilities(b) Provisions(d) Other non-current liabilitiesTotal Non-Current Liabilities (B)

LiabilitiesNon-Current Liabilities

(a) Equity Share Capital

Equity attributable to equityholders of the company

(ANUP AGARWAL) (KULDIP PRASAD) (A.P. PANDA)CHIEF FINANCIAL OFFICER DIRECTOR CHAIRMAN

DIN No - 07463640 DIN No - 06664375

AS PER OUR REPORT ON EVEN DATE

For, A D B & COMPANYChartered Accountants

ICAI Firm Regn No. 005593C

(RAJESH KUMAR CHAWDAI)(Partner)

Mem.No. 405675

DATE : 02.05.2017PLACE : Raipur

Sd/- Sd/- Sd/-

Sd/-

Annexure - IX OF SEBI (LODR), 2016Statement of Assets and Liabilities

99

To,

The Board of Directors,

Chhattisgarh East-West Railway Limited.

We, Biswajit Choudhury, Chief Executive Ofcer and Anup Agarwal, Chief Financial Ofcer, responsible for the nance function certify that :

• We have reviewed Financial Statements and the Cash Flow Statements for the quarter ended 31st March, 2017 and that to the best of our

knowledge and belief :

• These statements do not contain any materially untrue statement or omit any material fact or contain statements that might be

misleading ;

• These statements together present a true any fair view of the company’s affairs and are in compliance with existing accounting

standards, applicable laws and regulations.

• To the best of our knowledge and belief, no transactions entered into by the company during the quarter ended 31st March, 2017 are

fraudulent, illegal or violative of the company’s code of conduct.

• We accept responsibility for establishing and maintaining internal controls for nancial reporting and we have evaluated the

effectiveness of internal control system of the company pertaining to nancial reporting and we have disclosed to the audit, deciencies

in the design or operation of such internal controls, if any, of which they are aware and the steps they have taken or propose to take to

rectify these deciencies.

• We have indicated to the auditors that:

• There has not been any signicant changes in internal control over nancial reporting during the year under reference;

• there has not been any signicant changes in accounting policies during the year; and

• We are not aware of any instance of signicant fraud with involvement therein of the management or an employee having a

signicant role in the company’s internal control system over nancial reporting.

(Anup Agarwal) ( Biswajit Choudhury) CHIEF FINANCIAL OFFICER Chief Executive OfcerDATE: 02.05.2017

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CEO AND CFO CERTIFICATION

100

Members at the 4th AGM held at Raipur on 10-07-2017

CEWRL Team with Present & Former CEO

CHHATTISGARH EAST-WEST RAILWAY LIMITED

(A Subsidiary of SECL)

th4 Annual Report 2016-17