chhattisgarh east railway limited

Seventh Annual Report

Chhattisgarh East Railway

Limited

2019-20

(A SUBSIDIARY OF SECL)

CONTENTSReference Information 02

Board of Directors 04

Notice of Annual General Meeting 06

Chairman’s Statement 11

Directors’ Prole 14

Directors’ Report 19

Particulars of Contracts/Arrangements with related parties referred to 32

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

Secretarial Audit Report 33

Information under Section 134(3)(m) of the Companies Act, 2013. 36

Extract of Annual Return of the Company 37

Comments of the C&AG of India 44

Auditors’ Report 46

Corporate Information and Signicant Accounting Policies 56

Balance Sheet as at 31st March, 2020 70

Statement of Prot and Loss for the year ended 31st March, 2020 72

Cash Flow Statement for the year ended 31st March, 2020 74

Statement of Changes in Equity for the Year ended 31st March, 2020 76

Notes forming part of the Balance Sheet and Statement of Prot & loss 77

Annexure-I & IX under SEBI (LODR), 2016 (as per SEBI guidelines) 107

CEO & CFO Certication 112

CHHATTISGARH EAST RAILWAY LIMITED (A Subsidiary of SECL)

SEVENTH ANNUAL REPORT 2019-20

1


REFERENCE INFORMATION

REGISTERED OFFICE Chhattisgarh East Railway Limited

Mahadev Ghat Road,

Raipura Chowk

Raipur- 492013 (Chhattisgarh)

BOARD OF DIRECTORSShri R.K. Nigam - Chairman (w.e.f. 28.01.2019)

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

Shri M.K. Prasad - Director (w.e.f. 19.07.2019)

Shri M.K. Singh - Director (w.e.f. 01.11.2019)

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

Shri Arun Prasad Palanisamy - Director (w.e.f. 22.10.2018)

Shri Abhijit Narendra - Part-time Director (w.e.f. 02.08.2017)

KEY MANAGERIAL PERSONNELShri Jagata Nand Jha - Chief Executive Ofcer

Shri Rajesh Khare - Chief Operating Ofcer

Smt. Priyanka Kirit Tanna - Chief Financial Ofcer

Shri Anand Amirtharaj Joseph - Company Secretary

M/s. Ajay Sindhwani & Co.Chartered Accountants,Country Club Campus,Gokulpuram,Khamardih,Kachna Road,Raipur (Chhattisgarh)

Alankit Assignments LimitedAlankit Heights 4E/2 Jhandewalan ExtensionNew Delhi - 110055, India

M/s. M&K AssociatesCompany SecretariesSuite #102, Pavani Plaza,Khairatabad, Hyderabad - 500004

M/s K.K. Chanani & AssociatesChartered AccountantsBhagwati Brothers,Mittal Complex,Teleghani NakaRaipur-492001

National Securities Depository Limited4th Floor, A Wing, Trade WorldKamala Mills CompoundSenabati Bapat Marg,Lower Parel,Mumbai-400013, India

SECRETARIAL AUDITOR INTERNAL AUDITORS

DEPOSITORY

STATUTORY AUDITORS

REGISTRAR & TRANSFER AGENT

CHHATTISGARH EAST RAILWAY LIMITED (A Subsidiary of SECL)2


BANKERSINDIAN BANK New Delhi Main Branch,

G-41, Connaught Circus,

New Delhi 110 001

BANK OF BARODA (Erstwhile VIJAYA BANK) Corporate Banking Branch, M- 1 Floor,

Head Ofce Building, 41/2 M.G. Road Bangalore-560001

UNION BANK OF INDIA (Erstwhile CORPORATION BANK) Mid Corporate Branch,

Veena Chamber, 21, Dalal Street, Fort, Mumbai – 400023

CANARA BANK Prime Corporate Branch,

Maker Tower – F wing, 20th Floor, Cuffe Parade, Mumbai – 400005

INDIAN OVERSEAS BANK R.K. Puram Branch, 1st Floor,

Palika Bhawan, Sector-13, New Delhi-110066

PUNJAB NATIONAL BANK (Erstwhile UNITED BANK OF INDIA) 25, Pherozeshah Mehta Road, Fort, Mumbai – 400001

PUNJAB NATIONAL BANK (Erstwhile ORIENTAL BANK OF COMMERCE) Large Corporate Branch,

Harsha Bhawan, E-Block, 1st Floor,

Connaught Place, New Delhi – 110001

BANK OF BARODA (Erstwhile DENA BANK) Zonal Ofce – Raipur, 2nd Floor,

LIC Investment Building – II, Jeevan Bima Marg, Pandri, Raipur – 492004

STATE BANK OF INDIA 69, Mahadev Ghat Road,

Sundarnagar Branch, Raipur-492013, Chhattisgarh



BOARD OF DIRECTORS(DURING 2019-20)

Chairman 2019-20

Shri R.K. NigamDirector (Technical) & Operations, SECL

(w.e.f. 28.01.2019)

(w.e.f. 01.11.2019)

(w.e.f. 19.07.2019)

Up to 30.04.2019

(w.e.f. 02.08.2017)

Directors 2019-20

Dr. R.S. JhaDirector (Personnel), SECL

Shri M.K. Singh

Shri M.K. Prasad

Shri Kuldip Prasad

Director Finance, IRCON

Director (Technical) Project & Planning, SECL

Former Director (Technical) Operations, SECL

Shri Deepak SabhlokFormer Director Projects, IRCON

(w.e.f. 08.11.2014)

(upto 31.10.2019)

Shri Arun Prasad PalanisamyManaging Director, CSIDCL

(w.e.f. 22.10.2018)

Shri S.L. GuptaDirector Projects, IRCON

(w.e.f. 02.11.2016)

Shri Abhijit NarendraExecutive Director/Trafc/PPP, Railway Board



BOARD OF DIRECTORS

Shri R.K. NigamDirector (Technical) & Operations, SECL

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

Shri A.P. PalanisamyManaging Director, CSIDCL

Shri M.K. PrasadDirector (Technical) P&P, SECL

Shri Abhijit Narendra ED/Trafc/PPP, Railway Board

Shri S.L. Gupta Director (Projects), IRCON

Shri M.K. SinghDirector (Finance), IRCON



NOTICE OF SEVENTH ANNUAL GENERAL MEETING

To

All Members,

Notice is hereby given to all the Shareholders of CHHATTISGARH EAST RAILWAY LIMITED that the Seventh Annual General Meeting of the Company will be held on Saturday, the 08th August, 2020 at 11:00 A.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 of the Company for the year ended 31st March, 2020 together with the Reports of Board of Directors, Auditors and Comments of the Comptroller & Auditor General of India thereon.

2. To re-appoint Shri Abhijit Narendra (DIN: 07851224), 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 Dr. Rama Shankar Jha (DIN : 07005297), 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 Railway Limited

Sd/-

(R.K. Nigam)

Chairman

DIN: 08321825

Registered Ofce:

Mahadev Ghat Road, Raipura Chowk

Raipur (CG) – 492013

Date: 01st August, 2020



Notes :1) The 7th Annual General Meeting is proposed to be held at Shorter Notice and in this regard, the consent form for

Shorter Notice is attached herewith as Annexure-I, The Shareholders are requested to send their consent forms in writing or by electronic mode before the date of Annual General Meeting in pursuant to the provisions of the Section 101(1) of the Companies Act, 2013.

2) A MEMBER ENTITLED TO ATTEND AND VOTE AT THE AGM 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 INSTRUMENT APPOINTING THE PROXY, IN ORDER TO BE EFFECTIVE, MUST BE DEPOSITED AT THE COMPANY’S REGISTERED OFFICE, DULY COMPLETED AND SIGNED, NOT LESS THAN FORTY-EIGHT HOURS BEFORE THE TIME OF COMMENCEMENT OF THE MEETING.

However, any member participating in AGM through VC or OAVM is not entitled to appoint any proxy in his behalf.

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 07th 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.

6) In terms of the General Circular No. 14/2020 dated 8th April, 2020 and 20/2020 dated 05.05.2020 issued by the Ministry of Corporate Affairs, Members are allowed to participate through Video Conferencing (VC) or any Other Audio-Visual Means (OAVM).

7) The facility to attend the meeting through Video Conference is available and members who wish to attend the meeting through VC or OAVM are requested to provide conrmation in advance, preferably 24 hours before the commencement of the meeting.

8) The requirement of appointment of proxies has been dispensed with as the Members are allowed to participate through VC or OAVM in terms of the General Circular No. 14/2020 dated 8th April, 2020 issued by the Ministry of Corporate Affairs.

9) Members are requested to bring their duly lled Attendance Slip who are physically attending the Meeting. The Attendance Slip is annexed herewith as Annexure-II.



10) Members participating in the meeting through VC or OAVM shall be counted for the purpose of reckoning the quorum under Section 103 of the Act.

11) In case of demand of poll in accordance with section 109 of the Companies At, 2013, the members can convey their vote to [email protected].

12) Member(s) are requested to notify immediately any change in their address/E-mail ID to the Company at the Registered Ofce.

13) Members may reach out to designed phone number 9425531296 during Business ofce hours, for seeking any clarication(s) in this regard.

Distribution:(With a request to make it convenient to attend the meeting personally or through VC or OAVM (of Individual member)/ Authorized representative, as applicable):

1. South Eastern Coalelds Limited, Bilaspur. (Member)2. Shri R.K. Nigam, D(T)O, SECL & Chairman (CERL). (Member)3. Dr. R.S. Jha, D(P), SECL & Director (CERL). (Member)4. Shri M.K. Prasad, D(T)P&P, SECL. (Member)5. Ircon International Limited, New Delhi. (Member)6. Shri S.L. Gupta, Director (Projects), IRCON & Director (CERL). (Member)7. Shri Sunil Mishra, Former MD (CSIDCL). (Member)8. Shri M.K. Singh, Director (Finance), IRCON & Director (CERL)9. Shri A.P. Palanisamy, MD (CSIDCL) & Director (CERL).10. Shri Abhijit Narendra, ED/Trafc/PPP (Railway Board) & Director (CERL).11. M/s Ajay Sindhwani & Co., Statutory Auditors, Raipur.12. M/s M&K Associates, Secretarial Auditors, Hyderabad.13. M/s K.K. Chanani & Associates, Internal Auditors, Raipur.



ANNEXURE-I

CONSENT BY SHAREHOLDERS FOR SHORTER NOTICE(Pursuant to Section 101(1) of the Companies Act, 2013)

To

The Board of Directors,Chhattisgarh East Railway Limited,Mahadev Ghat Road, Raipura Chowk,Raipur -492013,Chhattisgarh, India.

Signature :-----------------------------

Name: ___________

Dated:

I, ______________________________________ (representative of ______________________ Limited), Son of

____________________________, resident of ______________________ holding ___________ Equity shares of 10/-

(Rupees Ten) each in the Company in my name, hereby give consent, pursuant to Section 101(1) of the Companies Act, 2013,

to hold the 7th Annual General Meeting of CHHATTISGARH EAST RAILWAY LIMITED on Saturday, the 08th August, 2020 at

11:00 A.M at a Shorter Notice or any adjournments thereof.



Route Map – Venue of 7th AGM of Chhattisgarh East Railway Limited

Mahadev Ghat Road, Raipura Chowk, Raipur – 492 013 (Chhattisgarh)

ANNEXURE-II

ATTENDANCE SLIP

Registered Folio No. /DP ID*/ Client ID*

Number of equity shares held

Name of the Member/Proxy

I/We hereby record my/our presence at the 7th Annual General Meeting of the Company, being held on Saturday, the 8th day of August, 2020 at 11:00 A.M. at the registered ofce of the Company

Signature of the Member/Proxy attending the Meeting

Note:

Please ll up this attendance slip and hand it over at the entrance of the meeting hall. Members are requested to bring their copies of the Annual Report to the meeting



CHAIRMAN’S STATEMENT

Dear Shareholders,

It gives me immense pleasure to welcome you on behalf of the Board of Directors to the 7th Annual General Meeting of Chhattisgarh East Railway Limited and present the Annual Report of your Company for the nancial year 2019-20. The Directors’ Report and the Audited Balance sheet for the year ending 31st March, 2020 have already been provided to all the shareholders. With your permission, I take them as read.

We are in the middle of the biggest crisis we have seen in our lifetimes, the COVID-19 pandemic. So far, it has created unprecedented socioeconomic disruption, fear and the tragic loss of human life. The collapse in economic activity this time is likely at a level unseen in previous recessions. Having said that, most of us have lived through economic crises before. Each time the agony has been different but each time we have adapted and bounced back. I am hopeful that like all previous crises, the COVID-19 calamity will also pass and in time, a fresh wave of business energy will be unleashed. The next few months will be critical for organizations as they build their resilience in order to persist, resurrect their businesses and master the new business environment.

As we look ahead, it is important to gauge COVID-19’s unprecedented impact on the global economy. It is expected that global growth will contract by over 3% in 2020, the worst contraction since the 1930s. For the rst time since the Great Depression, both advanced and developing economies are in recession together.

India – Energy security a priority

India’s electricity security has improved markedly through the creation of a single national power system and major investments in thermal and renewable capacity. The Government of India has supported greater interconnections across the country and now requires the existing coal eet to operate more exibly. To fully activate a diverse set of exibility options, the government is committed to put in place electricity market reforms that would enable the appropriate price signals and create a robust



regulatory framework. India’s coal supply has increased rapidly since the early 2000s, and coal continues to be the largest domestic source of energy supply and electricity generation. An efcient coal sector is critically important not only for electricity generation, but also for industrial development in areas such as steel, cement and fertilisers.

Coal resource in the region

In the command areas of South Eastern Coalelds Limited (SECL) spreading over two states of Chhattisgarh and Madhya Pradesh, non-coking coal to the tune 31.266 BT is available, which is useful mainly as fuel for power generation apart from manufacturing cement and fertiliser etc. For administrative convenience, SECL command area has been divided into 13 operating areas over three coalelds viz., Mand-Raigarh, Korba and Central India Coalelds. Mand-Raigarh Coalelds in Raigarh Area over which the East Rail corridor has been conceived, spreads over an area of 3700 sq.km and holds 7.153 BT of proved coal reserve up to 300 meter depth as on 01.04.2017.

East Rail Corridor

The Financial Year has witnessed the Commissioning and Operation of 44km Line between Kharsia-Korichhapar Rail Line on 12th October, 2019, which have paved the way for better Coal evacuation. With Kharsia-Korichhapar line opening up, the Mand-Raigarh coaleld of SECL, which is endowed with vast resources, have an evacuation outlet for the transportation of coal. The Coal Loading has started between Kharsia-Korichappar and the train movement is regular between the commissioned section. The Company has started receiving its share of revenue from SECR as per the provisions of Concession Agreement. The availability of transportation facility further unlocks the production potential of these coalelds for supply of coal to power houses. The current nancial year has witnessed strong support from all stakeholders facilitating rapid progress despite various challenges faced by the project.

The appeals led in the Hon’ble High Court at Bilaspur and Hon’ble NGT, New Delhi have also been decided in favour of the Company. After continuous persuasion with many banks, your company has achieved nancial closure in FY 2017-18 for the project by obtaining a Rupee Term Loan of Rs 2443 Crore from the consortium of eight banks led by Indian Bank and an amount of Rs. 1760.04 Crore has been disbursed by the Consortium as per the requirement of your Company. Financial tie up will help in smooth ow of funds for completion of the project in time.

As far as physical progress of the project is concerned, the construction of sub-structures of major and minor bridges and launching of girders is underway at different locations. The associated civil, electrical and signalling works etc. are also in sync to complete the project in time. Your company intends to commission the balance stretch of the project by September 2020 in phases as per the commitment to commence commercial operations, subject to availability of rail in time.

The alignment of Chhal, Baroud and Durgapur feeder lines has been nalized, synchronizing it with the rail infrastructure within SECL Mine Boundary Area to facilitate end to end rail connectivity for evacuation of Coal. Survey of land for Chhal, Baroud and Durgapur feeder lines has been completed. The Land acquisition and forest clearance for the feeder lines is in advance stage.

During the scal, your company has maintained appropriate record of transactions and prepared accounts as per accounting policy and the applicable Indian Accounting Standards (Ind-AS). It is complimentary to note that Statutory Auditor has given unqualied Audit Report on the Accounts of the Company for the year ended 31st March, 2020 like earlier nancial years since inception and Comptroller & Auditor General of India (C&AG) have decided not to conduct Supplementary Audit of Financial Statements of the company for the year 2019-20.



Acknowledgements

I acknowledge the support of all stakeholders to develop the Green eld Rail Corridor in the 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 also express my sincere gratitude on behalf of the Board of Directors and the management to Government of India (Ministry of Coal, Ministry of Railways), Government of Chhattisgarh, South East Central Railway zone, Coal India Limited, and South Eastern Coalelds Limited, IRCON International and CSIDC, Comptroller & Auditor General of India (C&AG) and Statutory Auditors for their constant guidance, motivation and support in our endeavour.

I would also like to thank all those who are providing services directly or indirectly to the project and the consortium of banks, who have shown keen interest in the project and shared our belief in transformation of the region through the rail network.

I also place on record my sincere thanks to the close knit team of the company for showing extreme dedication in support of the endeavour and strong commitment for the execution of the project.

Thanking you,

Sd/-

(R.K.Nigam)

Chairman

DIN: 08321825



DIRECTOR’S PROFILE

Shri Ravindra Kumar Nigam Director (Technical) Operations, SECL

Shri R.K. Nigam (59 Years), D(T)O, SECL took the charge of Chairman, Chhattisgarh East Railway Limited on 28th January, 2019.

Shri Nigam is a graduate in B.E. (Mining) and possessed with 1st Class Mine Manager’s Certicate of Competency under Mines Act.

Shri Nigam started his career in Coal India in the year 1981. He has worked in different capacities at Areas/Projects/Corporate Headquarters of Subsidiaries of Coal India Limited viz. BCCL & SECL. Before assuming the charge as Director (Technical) Operations, he was functioning as HOD/General Manager (Production) at Corporate Ofce of SECL Bilaspur. He has high technical competency in working with modern mechanization in Underground as well as Open Cast Mines.

He has exposure/attended Advanced Management Training at Premier Management Institute of China, France & Sweden. Also had training on Longwall Mining at China in the year 2009.

Shri Nigam is a lover of watching cricket and very keen in spiritual activities.

In addition, Shri Nigam also holds the charge of the Chairman of Chhattisgarh East-West Railway Limited, a subsidiary of SECL and a sister concern of CERL.

Dr. Rama Shankar JhaDirector (Personnel), SECL

Dr. R. S. Jha (59 years), D(P), SECL joined as a Director on the Board of CERL 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-West Railway Limited, a subsidiary of SECL and a sister concern of CERL.



Shri Manoj Kumar PrasadDirector (Technical) Project & Planning, SECL

Shri M.K. Prasad (57 Years) D(T) P&P, SECL joined as a Director on the Board of CERL on 19.07.2019 is a B.Tech (Mining) Hons from IIT-BHU Varanasi, First Class Mine Managers’ Competency Examination and MCA from BIT Mesra. He was Life Member MGMI, Secretary, MGMI, Singrauli Chapter.

Shri Prasad, has taken over charge as Director (Technical) in SECL on 18.6.2019. He is an excellent mining engineer with hands-on-experience in diverse elds like IT and also other facets of functions

related to mining industry. He is a professional mining engineer with 34 years of experience. He is suave and open to new ideas for the benet of the industry.

He has got wide and varied experience in the mining industry and has worked in various capacities from Central Coalelds Ltd, Ranchi, South Eastern Coalelds, Bilaspur, and Northern Coalelds Ltd, Singrauli (M.P)

From June 1985 to Nov’2002 at Barkakana Area, Saunda-D colliery worked in Model mine of 15 & 16 incline. Worked as System Analyst & Designer to develop and implement payroll, nancial accounting, UGMIS, OCMIS, MINMS and Annual Action Plans on different platforms (Mainframe, Mini, Desktop computers) using software like DBMS, Oracle, UNIFY and D base.

From May’1994 to Nov’2001 worked in Piparwar OCP in various capacities and introduced new technology viz., Mobile In-pit Crushing & Conveying Technology integrated with Washery for the rst time in India under Technology Transfer Programme. Worked as Manager in Ashoka OCP from Nov’2001 to Nov’2002 and introduced Surface Miner and OB outsourcing which enhanced the production from 2.5 MT to 4.3 MT.

As Manager in Gevra OCP Nov’2002 to July 2008 which one of the largest coal producing mine, was instrumental in introducing Surface Miner, rst time in SECL, 42 cu.m shovels, 240 T dumpers and OB outsourcing. The production rose to 35 MTY from 19 MTY.

Shri M K Prasad joined Northern Coalelds Ltd, Singrauli (M.P) and was posted as CME/AGM of Bina opencast project from July 2008 to Mar’2013 and Area General Manager from Mar’13 to Feb’2015. Bina project achieved a production of 7.5 MTY during his tenure and was closely associated with the planning of Bina-Kakri amalgamation (10 MTY).

He Worked as General Manager at Dudhichua OCP, NCL from Feb’15 to May’28. The project achieved production of 15.50 MT and PR approval for 20 MTY Stage-I clearance of forest land, TOR approval from EC 20 MTY normal and 25 MTY peak were obtained. As Area General Manager, Khadia project from May 2018 till joining of SECL, the project has achieved highest coal production and dispatch. The long pending KBJ line was diverted to commission new workshop and new 6 MTY CHP.

Shri Prasad while holding theadditional charge as GM (Systems), NCL hqrs., expedited various IT initiatives viz., RFID monitoring, Vehicle tracking system, OITDS, CCTV monitoring of weighbridges, COAL NET etc.

Shri Prasad has published 9 technical paper publication in National and International forum/conference.

Shri Prasad has attended Technical training under Technology transfer at Australia during the year 1994, led business delegation to Australia during 2017 and attended Advance Management Programme at Australia during 2019.

Shri Prasad is poised to take the organization in the most protable direction and position of excellence through his leadership skills, open communication, teamwork and positive approach.

In addition, Shri Prasad also holds the charge of the Director of Chhattisgarh East-West Railway Limited, a subsidiary of SECL and a sister concern of CERL.



Shri Mukesh Kumar SinghDirector (Finance), IRCON

Shri M.K. Singh, (58 years), Director (Finance), IRCON joined on the Board of CERL on 01.11.2019. Shri M.K. Singh is an Indian Railway Accounts Service (IRAS) Ofcer of 1990 batch. Prior to joining Indian Railways, he worked as lecturer for 5 years in the University of Delhi. Shri M.K. Singh has joined the Board of Ircon as Director Finance w.e.f. 1st May 2016 in terms of Presidential Order dated 26th April 2016 issued by the Ministry of Railways.

He joined Indian Railways in 1991 and worked in various capacities for 25 years. He has gained rich experience in various branches of Railway Accounts and Finance including exposure of working in multi-departmental set up of Indian Railways.

Prior to joining Ircon as Director Finance, he was working as General Manager/Finance in Rail Vikas Nigam Limited (on deputation) for about 4 years where he was responsible for commercial accounting, nancing along with handling nancial matters of construction issues of rail infrastructure pertaining to SPVs, tender nalisation under quality and cost based selection (QCBS) and other systems, and handling ERP projects, etc.

He has undergone trainings on Public Private Partnership mode of project nance from IIM Ahmadabad, freight business marketing course from Railway Staff College, Management Development program in Canada from Rottman School of Management, University of Toronto, Canada. He had also received various awards like Minister of Railways Award (in 1998), General Manager Award (2004), Efciency Shield to Finance Department of Bhopal Division (2007-08) during his tenure.

In addition, Shri Singh also holds the charge of the Director of Chhattisgarh East-West Railway Limited, a subsidiary of SECL and a sister concern of CERL.

Shri Shyam Lal Gupta Director Projects, IRCON

Shri Shyam Lal Gupta (56 years), Director Projects, IRCON took charge of Director, CERL 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 Director Projects, IRCON, Shri Gupta is looking after all important rail connectivity projects of Chhattisgarh, Jharkhand & Odisha.

In addition, Shri Gupta also holds the charge of the Director of Chhattisgarh East-West Railway Limited, a subsidiary of SECL and a sister concern of CERL.



Shri Arun Prasad Palanisamy Managing Director, CSIDCL

Shri Arun Prasad Palanisamy, (42 years), MD, CSIDCL joined as a Director on the Board of CERL on 22.10.2018.

Shri Prasad is an Indian Forest Service Ofcer of Chhattisgarh cadre. Shri Prasad, completed BSc. (Agriculture) from Tamil Nadu Agriculture University and MSc. (Agricultural Entomology) graduate

from Indian Agricultural Research Institute.

Presently, Shri Prasad is holding the key post of Managing Director, Chhattisgarh State Industrial Development Corporation Limited (CSIDC). CSIDC has been primarily involved in Industrial promotion and facilitation, industrial surveys, land bank management, land allotment to industries, entrepreneurship development; training and development, maintenance and up gradation of industrial areas. Mr. Prasad has played a major in the development and promotion of Electronics Manufacturing Cluster, Food Park and other industrial areas and projects.

Shri Prasad earlier held position of Member Secretary at State Environmental Advisory Committee, Additional Secretary and Deputy Secretary at Chhattisgarh Environment Conservation Board. As the member secretary, he was overseeing implementation of the environmental regulation in the State by the industries. Mr. Prasad ensured responsible operation of the industries in the State to avoid polluting the natural resources. Mr. Prasad also worked as District Forest Ofcer at several District levels as well.

In addition, Shri Palanisamy also holds the charge of the Director of Chhattisgarh East-West Railway Limited, a subsidiary of SECL and a sister concern of CERL.

Shri Abhijit NarendraExecutive Director (Trafc/PPP), Railway Board

Shri Abhijit Narendra (53 Years), ED (Trafc/PPP) joined as a Director on the Board of CERL on 02.08.2017. Shri Narendra has joined as Indian Railway Trafc Service of 1992 Batch through Union Public Service Commission. Shri Narendra holds the degree of B.Sc., LLB. He has worked on Northern Railway, Railway Board and CRIS. He also worked in Allahabad, Lucknow, Jodhpur, Bikaner, Ambala and Moradabad Divisions in operations, commercial and Safety Wings. From 2005 to 2010, he has worked as Dy. Chief Operations Manager/FOIS and subsequently as Dy. Chief Operations

Manager/Goods, Northern Railway, New Delhi. From 2010 to July, 2011 he worked as Director/Trafc/Coordination, thereafter from 2012 to July, 2013 as Director/Corporate Coordination, from 2013 to 2015 as OSD to Member/Trafc, Railway Board and from July, 2015 to May, 2017 in CRIS as General Manager/Control Ofce Application, Time tabling Application & Also Registrar/CRIS.

Presently, he is posted as Executive Director/Trafc/PPP, Railway Board from May, 2017 to till date.

In addition, Shri Abhijit Narendra also holds the charge of the Director of Chhattisgarh East-West Railway Limited, a subsidiary of SECL and a sister concern of CERL.



Shri Deepak Sabhlok Director (Projects), IRCON

Shri Deepak Sabhlok, (60 years), Director (Projects), IRCON joined on the Board of CERL on 26.04.2017 and relinquished the Charge on 31.10.2019 upon attaining the age of superannuation. 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 30 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 was also part time Chairman of SPVs i.e. ISTPL, IPBTL & ISGTL.


Dear Members,

On behalf of the Board of Directors of your Company, it gives me immense pleasure to present, before you the 7th Annual Report on the business and operations of Chhattisgarh East Railway Limited (CERL) and its Audited Financial Statements for the

styear ended 31 March, 2020, together with Auditor’s Report thereon.

1. HIGHLIGHTS OF PERFORMANCE During the scal year 2019-20, rst 45 Kms from Kharsia to Korichhapar (single line) of Phase-I Project of the Company has become operational for Goods Trafc. Signalling & Telecom (S&T) works in this section is in advance stage of completion. The Company has started receiving its share of revenue from SECR as per the provisions of Concession Agreement with South East Central Railway (SECR)

The Company has received the Term Loan of ` 510.76 Crore from the consortium during FY 2019-20 and the total Term Loan of ̀ 1760.04 crores till 31st March 2020. The Company has raised an amount of ̀ 121.47 Crores by way of Rights Issue of Equity Shares (` 32 Crores for CERL Phase II Project and ` 89.47 Crores for Phase I Project and Equity Shares against Share Application Money received for Phase I Project are to be issued.

The Equity infusion are in compliance of the stipulated Debt: Equity Ratio to enable it to obtain further term loan towards the completion of the project for CERL Phase I Project and towards discharge of liabilities for activities undertaken in CERL Phase II Project.

Tenders have been awarded, till 31stMarch 2020, for construction of major and minor bridges, preparation of road bed and supply, fabrication erection, Launching of Steel Girders and Supply & Stacking of Ballast, sleeper and Rails Design, Supply, Erection, Testing & Commissioning of Traction sub-station, OHE works and Supply of Signalling & Telecommunication Cable, Indoor and Outdoor Signalling Equipment for various segments in 0-74 km and 0-28 km spur line. The remaining part of Main Line between Korichhapar to Dharamjaigarh and the rst block section in the spur line from Gharghoda to Bhalumuda are also in advanced stage of completion.

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

PHASE-I PROJECT:

1) First 45 Kms from Kharsia to Korichhapar (single line) of Phase-I Project of the Company has become operational. Signaling & Telecom (S&T) works is in progress. 2) The Company has started receiving its share of revenue from SECR as per the provisions of Concession

Agreement.

3) The Company has appointed Ircon Infrastructure Services Limited (A wholly owned subsidiary of Ircon International Limited) as Operation and Maintenance Contractor as per the provisions of Concession Agreement with SECR. 4) The remaining part of Main Line between Korichhapar to Dharamjaigarh and the rst block section in the

spur line from Gharghoda to Bhalumuda are also in advanced stage of completion. The execution of second block section from Bhalumuda to Donga-Mahua has been put on hold, pending decision of alignment from Government of Chhattisgarh.

5) Total expenditure in the project till 31.03.2020 is about ` 2180.00 Crore out of the total project cost of

`3055.15 Crore.

BOARDS REPORT



6) The alignment of Chhal, Baroud and Durgapur feeder lines has been nalized, synchronizing it with the rail infrastructure within SECL Mine Boundary Area to facilitate end to end rail connectivity for evacuation of Coal. Survey of land for Chhal, Baroud and Durgapur feeder lines has been completed. The Land acquisition and forest clearance for the feeder lines is in advance stage.

7) Certain activities in relation to land acquisition, forest clearance and construction activities were required to be put on hold due to the effect outbreak of COVID-19 pandemic as preventive measures and enforced lockdown in the country.

PHASE-II PROJECT:

1) The Detailed Project Report (DPR) for Phase-II of the Project from Dharamjaigarh to Korba for about 61.533 Km (Route Kilometer) Plus 9.073 Km Fly over at Urga Single line, plus 6.0 km for Y connection 135.30 km in length has been approved by CERL, SECL and CIL Board at the total Project Cost of ̀ 1,686.22 Crores. The DPR has been prepared taking into consideration the Debt-Equity ratio of 80:20. The project is expected to be completed as per the specied timeline.

2) Ministry of Railways (MoR) has accorded the approval of inated mileage of 60% for rst ve years of commercial operations subject to periodic review to establish bankability of the project from Dharamjaigarh to Korba.

3) The Survey, Verication and related activities for acquisition of land for Phase-II Project from Dharamjaigarh to Korba has been completed. Land acquisition and forest clearance for the project is in advanced stage.

4) Equity to the tune of ̀ 32.00 crore has been infused for the project.

5) Certain activities in relation to land acquisition, forest clearance were required to be put on hold due to the effect of outbreak of COVID-19 pandemic as preventive measures and enforced lockdown in the country.

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 from Kharsia to Dharamjaygarh upto Korba with a spur from Gharghoda to Gare-Pelma Block in Northern part 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) has notied the East 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.

3. ROLE OF PROMOTER COMPANIES The 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 (CERL) 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.



4. DETAILED PROJECT REPORT a) The Revised Detailed Project Report (DPR) for Phase-I of the Project from Kharsia – Chhal – Gharghoda –

Korichhapar - Dharamjaigarh up to Korba with a Spur from Gharghoda to Donga Mahua for about 104 KM to connect Mines of Gare Pelma Block and three feeder lines at Chhal, Baroud at Korichhapar of approximate length of about 29.2 KM has been approved by CERL, SECL and CIL, at a revised total Project Cost of `3,055.15 Crore. The Revised DPR has been prepared taking into consideration the Debt-Equity ratio of 80:20. The project is expected to be completed as per the specied timeline and the cost of construction has been worked out at ̀ 2,249.49 Crores at current prices. The total Project Cost has been worked at ̀ 3,055.15 Crores including a factor for ination and interest during construction.

b) The Revised Detailed Project Report (DPR) for Phase-II of the Project from Dharamjaigarh to Korba for about 61.533 Km (Route Kilometer) Plus 9.073 Km Fly over at Urga Single line, plus 60km for Y connection 135.30 km in length has been approved by CERL, SECL and CIL at the total Project Cost of `1,686.22 Crores. The Revised DPR has been prepared taking into consideration the Debt-Equity ratio of 80:20. The project is expected to be completed as per the specied timeline and the cost of construction has been worked out at ` 1,491.77 Crores at current prices. The total Project Cost has been worked at ̀ 1,686.22 Crores including a factor for ination and interest during construction.

5. PROJECT FINANCING The Financial Closure for East Rail Corridor Project (Phase-I) of CERL was achieved on 24.11.2017. The Loan Amount

is being Disbursed in Tranches as per the Fund requirement as projected by CERL and on intimation to Lead banker. During the year under report, the Term Loan of `510.76 Crore from the consortium of Bankers and the total Term Loan of ̀ 1,760.04 crores has been received till 31st March 2020.

6. CAPITAL STRUCTURE During the year under review, the Authorised Capital of the Company has remained the same as of last year at

` 1000.00 Crores. During the year under review, the paid up and subscribed capital of the Company has been enhanced from ̀ 441 crore to ̀ 473 crore by way of Right Issue of 3,20,00,000 Nos. of Equity Shares of ̀ 10/- each of the Company to SECL on Rights basis on 06.01.2020. The equity shareholding pattern of the promoter companies are as follows:

Name of the Company Shareholding Pattern Shareholding Pattern

As on 31-03-2020 As on 31-03-2019

South Eastern Coalelds Limited 70.56% 68.42%

IRCON International Limited 25.91% 27.79%

CSIDCL

Total 100% 100%

(representing Government of Chhattisgarh) 3.53% 3.79%

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 2019-20 as compared to the previous year are given below:

Particulars 2019-20 2018-19

Revenue from Operations 1,395.13 -

Other Income - 0.62

Prot/Loss before Depreciation, FinanceCosts, Exceptional Items and Tax Expense

Less: Depreciation/Amortization/Impairment 18.65 -

897.69 (14.53)


(` in Lakhs)


8. CAPITAL EXPENDITURE: During the year under report, i. Investment to the tune of ̀ 688.17 Lakhs was made in the procurement of Plant & Machinery.

ii. Investment to the tune of ̀ 4.26 Lakhs was made in the procurement of ofce furniture, computers etc.

iii. Investment to the tune of ̀ 33.78 Crores was made towards Project Consultancy Fees.

iv. Investment to the tune of ̀ 465.76 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. TRANSFER TO RESERVES: No amount has been transferred to the reserve during the Financial Year under review.

11. MATERIAL CHANGES AND COMMITMENTS, IF ANY, AFFECTING THE FINANCIAL POSITION OF THE COMPANY WHICHHAVE OCCURRED BETWEEN THE END OF THE FINANCIAL YEAR TO WHICH THE FINANCIAL STATEMENTS RELATE ANDTHE 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, except for the following-

a. The Equity Shares against Share Application Money received from SECL (Promoter Company) by way of Right Issue of 8,94,68,800 Nos. of Equity Shares of `10/- each to the tune of `89.47 Crore for Phase-I Project of the Company, has been allotted on 30.04.2020.

Prot/Loss before Finance Costs, Exceptional Items and Tax Expense

Less: Finance Costs

Prot/Loss before Exceptional Items and Tax Expense

Add/(Less): Exceptional Items

Prot/Loss before Tax Expense

Less: Tax Expense (Current & Deferred)

Prot/Loss for the year (1)

Total Comprehensive Income/Loss (2)

Total (1+2)

Balance of prot/loss for earlier years

Less: Transfer to Debenture Redemption Reserve

Less: Transfer to Reserves

Less: Dividend paid on Equity Shares

Less: Dividend paid on Preference Shares

Less: Dividend Distribution Tax

Balance carried forward

1,994.84

(1,115.80)

-

(1,115.80)

1,132.67

(2,248.47)

-

(2,248.47)

(71.32)

-

-

-

-

-

(2,319.79)

-

(14.53)

-

(14.53)

-

-

-

(14.53)

(56.79)

-

-

-

-

-

(71.32)

879.04 (14.53)


Particulars 2019-20 2018-19


12. CONTRIBUTION TO THE EXCHEQUER: The Company has contributed to the Exchequer a total of ` Nil during the Financial Year 2019-20 in the form of

Corporate Advance Tax.

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

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

13. UNSECURED LOAN: During the year under review, the Company has not borrowed any loan and the balance remained NIL at the year end.

14. SECURED LOAN: The Company has achieved the Financial Closure for Phase-I Project on 24.11.2017. The Company has received the

total Term Loan of ̀ 1760.04 crores till 31st March, 2020.

Long Term Secured Loan (` in Crores)

Name of the Bank Loan as on 01.04.2019

338.03 136.01 Nil

Nil

Nil

Nil

Nil

Nil

Nil

Nil

Nil

38.65

77.72

48.58

48.58

64.06

48.58

48.58

510.76

96.09

193.18

120.72

120.72

139.10

120.72

120.72

1,249.28

Loan availedduring the year

Indian Bank

Vijaya Bank

(Post Merger Bank of Baroda)

Corporation Bank

(Post Merger Union Bank of

India)

Canara Bank

Indian Overseas Bank

United Bank of India (Post

Merger Punjab National Bank)

Oriental Bank of Commerce

(Post Merger Punjab National

Bank)

Dena Bank (Post Merger Bank

of Baroda)

Total

474.04

134.74

270.90

169.30

169.30

203.16

169.30

169.30

1,760.04

Repayment of Loanduring the year

Loan as on 31.03.2020


Sl. No. Particulars Amount (` in lakh)

1 Corporate Advance Tax Nil

Total Nil


18. STATUS OF LAND ACQUISITION

PHASE-I PROJECT: I. Private Land: The Private land in 0-74 KM and 0-28 KM Spur has been transferred in the name of SECR and Right of Way of

the same has been obtained.

II. Government Land: The Government land in 0-74 KM and 0-28 KM Spur has been transferred in the name of SECR and Right of Way

of the same has been obtained.

III. Forest Land: Stage-II Forest Clearance for 76.099 Hectares (10-74 KM) for diversion of Forest Land and Stage-II Forest

Clearance for 26.52 Hectares (0-10KM) and Spur (0-28) has been obtained.

IV. Land for Feeder Lines: The alignment of Chhal, Baroud and Durgapur feeder lines has been nalized, synchronizing it with the rail

infrastructure within SECL Mine Boundary Area to facilitate end to end rail connectivity for evacuation of Coal. Survey of land for Chhal, Baroud and Durgapur feeder lines has been completed. The Land acquisition and forest clearance for the feeder lines is in advance stage.

PHASE-II PROJECT: i. The Survey, Verication and related activities for acquisition of land for Phase-II Project from Dharamjaigarh to

Korba has been completed. Land acquisition and forest clearance for the project is in advanced stage.

19. STATUS OF CONSTRUCTION WORK Tenders amounting to `1396.55 Crores has already been issued till 31st March 2020 for construction of Major

Bridges, Minor Bridges, Road Bed, Shifting of S&T Cablesand Design, Supply, Erection, Testing & Commissioning of Traction Sub-Stationin 0-10 KM, 10-74 KM and 0-28 KM spur, Signaling and Telecom Cable and Supply and Stacking of Ballast and the works amounting to ̀ 1077.58 Crores has been executed.

Description of WorkSl.No.

1.

2.

3.

4.

1203.36

77.15

0.00

1396.55

Tenders for Civil Wroks.

Tenders for Electrical Works. 116.04 64.33

56.35Tenders for Signaling & Telecom Works.

Tenders for Mechanical Works.

Total Awarded Value

956.90

0.00

1077.58

Work OrderValue

Value of workExecuted


( in Crores)

17. PARTICULARS OF CONTRACTS OR ARRANGEMENTS MADE WITH RELATED PARTIES UNDER SECTION 188 OF THE COMPANIES ACT, 2013 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. 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. However, the disclosure regarding the same is enclosed as Annexure-I, to this Report.


20. MANAGEMENT TEAM The Management team of the company is functioning with the deputed manpower from SECL and IRCON as follows:

21. 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 CERL. 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.

22. 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 2019-20 is as under:

23. STATUTORY AUDITORS Under Section 139 of the Companies Act 2013, the following audit rm was appointed as the Statutory Auditor of the

Company for thenancial year 2019-20, i.e. from 01.04.2019 to 31.03.2020: M/s. Ajay Sindhwani & Co., Chartered Accountants Firm Registration No. 015455C C/o Princy Lalwani, Near Jhulelal Mandir, Mahaswati Ward, Bhatapara, Raipur-493118, Chhattisgarh

24. INTERNAL AUDIT K.K. Chanani & Associates, Chartered Accountants, has been appointed as the Internal Auditor of your Company for

the Financial Year 2019-20. The Company has received the observations of the Internal Auditor and the suitable and corrective actions are being taken wherever necessary.

25. SECRETARIAL AUDIT The Secretarial Audit of the company for nancial year 2019-20 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. M & K Associates, Company Secretaries, Hyderabad. The Secretarial Audit Report has been attached to this report as Annexure-II.

Sl No. Name Designation On Deputation From

1 Shri Jagata Nand Jha Chief Executive Ofcer (CEO) Contractual Employment by CERL

2 Shri Rajneesh Narain Chief Financial Ofcer (CFO) SECL

3 Shri Rajesh Khare Chief Operating Ofcer (COO) IRCON

4 Shri Anand Amirtharaj Joseph Company Secretary (CS) SECL

Sl. No. Particulars Nos.

1 No. of applications received during the year 2019-20 NIL

2 No. of applications disposed of during the year NIL



26. EXPLANATION OR COMMENTS UNDER SECTION 134(3)(f) OF THE COMPANIES ACT, 2013 ONQUALIFICATIONS, RESERVATIONS OR ADVERSE REMARKS OR DISCLAIMERS MADE BY THEAUDITORS 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 the following remarks made by the Secretarial Auditor

1. Non-appointment of Woman Director- Suitable explanations/comments by the Board is provided in clause no 30.1;

2. Establishment of Vigil Mechanism- Suitable explanations/comments by the Board is provided in clause no 36;

27. INFORMATION UNDER SECTION 134(3)(q), SECTION 143(3)(i) OF THE COMPANIES ACT, 2013, READ WITH RULE8(5)(viii) OF COMPANIES (ACCOUNTS) RULES, 2014 REGARDING ADEQUACY OF INTERNALFINANCIAL 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, as per MoU.

28. INFORMATION UNDER SECTION 134(3)(q), SECTION 143(3)(i) OF THE COMPANIES ACT, 2013, READ WITH RULE8(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.

29. INDEPENDENT ENGINEER United Rail-Roads Consultants Pvt. Ltd. has been appointed as the Independent Engineer for a period of 1 (one) year to

discharge the duties and functions substantially in accordance with the terms of reference as per Concession Agreement for Phase-I Project of the Company.

30. BOARD OF DIRECTORS The Board of Directors of CERL 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).



The Company has represented to the Ministry of Coal, Coal India Limited and South Eastern Coalelds Limited for seeking nomination of Woman Director as per the provisions of Section 149 of the Companies Act 2013 read with Rule 3 (ii) of Companies (Appointment and Qualication of Directors) Rules 2014.

31. KEY MANAGERIAL PERSONNEL No changes took place in the Composition of Key Managerial Personnel during the year under report. The Composition

of Key Managerial Personnel as on 31.03.2020 is as under:

Sl No. Name Designation On Deputation From

1 Shri Jagata Nand Jha Chief Executive Ofcer (CEO) Contractual Employment by CERL

2 Shri Rajneesh Narain Chief Financial Ofcer (CFO) SECL

3 Shri Anand Amirtharaj Joseph Company Secretary (CS) SECL


Sl. No. Name Designation Date of Appointment

1 Shi M.K. Prasad, Director (Tech) Director 19.07.2019

Project & Planning, SECL

2 Shri M.K. Singh, Director (Finance) Director 01.11.2019

IRCON

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

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

The Company acknowledge the contribution and place on record the appreciation for services rendered by Shri Kuldip Prasad Former Director (Tech) Operations, SECL and Shri Deepak Sabhlok, Former Director (Projects), IRCON over the period during the tenure as the Director of the Company.

S.No. Name Designation Date of Cessation Remarks

1 Shri Kuldip Prasad Former Director(Tech) Director 30.04.2019 Upon

Operations, SECL Superannuation

2. Shri Deepak Sabhlok, Former Director Director 31.10.2019 Upon

(Projects), IRCON Superannuation

30.1 The Composition of Board of Directors as at 31.03.2020 is as under:

S. No. Name Designation Date of Appointment

1 Shri R.K. Nigam, D(Tech) Operations, SECL Chairman 28.01.2019

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

3 Shri M.K. Prasad, (Tech) Project & Planning, SECL Director 19.07.2019

4 Shri M.K. Singh, Director (Finance) IRCON Director 01.11.2019

5 Shri S.L. Gupta, Director Projects (IRCON) Director 02.11.2016

6 Shri Arun Prasad Palanisamy, MD (CSIDCL) Director 22.10.2018

7 Shri Narendra Abhijit. ED/Trafc/PPP, Railway Board, MoR Director 02.08.2017


32. BOARD MEETINGS Six (6) Board Meetings were held during the Financial Year 2019–20. 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:

33. APPOINTMENT OF INDEPENDENT DIRECTORS In view of the exemption given under Section 149(4) of the Companies Act, 2014 read with rule 4 of the Companies

(Appointment and Qualication of Directors) Rules, 2014, the appointment of Independent Director is not applicable to the company.

34. AUDIT COMMITTEE As per the provisions of section 177 (2) of the Companies Act 2013 read with Rule 6 of the Companies (Meetings of

Board and its Powers) Rules, 2014 “The Audit Committee shall consist of a minimum of three directors with independent directors forming a majority”.

As per the provisions of the Section 149(4) of the Companies Act, 2014 read with rule 4 of the Companies (Appointment and Qualication of Directors) Rules, 2014, the appointment of Independent Director is not applicable to the company.

Since, the Company is exempted from Appointment of Independent Directors, as explained above, constitution of Audit Committee is not applicable to the Company.

35. NOMINATION & REMUNERATION COMMITTEE As per the provisions of section 178 (1) of the Companies Act 2013 read with Rule 6 of the Companies (Meetings of

Board and its Powers) Rules, 2014, “The Nomination and Remuneration Committee shall consist of three or more non-executive directors out of which not less than one-half shall be independent directors”.

As per the provisions of the Section 149(4) of the Companies Act, 2014 read with rule 4 of the Companies (Appointment and Qualication of Directors) Rules, 2014, the appointment of Independent Director is not applicable to the company.

Since, the Company is exempted from Appointment of Independent Directors, as explained above, Nomination & Remuneration Committee is not applicable to the Company.

36. VIGIL MECHANISM U/S 177(9) OF THE COMPANIES ACT, 2013 As per the provisions of the Section 149(4) of the Companies Act, 2014 read with rule 4 of the Companies

(Appointment and Qualication of Directors) Rules, 2014, the appointment of Independent Director is not applicable to the company. Since, the Company is exempted from Appointment of Independent Directors, constitution of Audit Committee is not applicable to the Company.

Pursuant to Sub-Rule 3 of Rule 7 of (Companies Meetings of Board and its Powers) Rules, 2014, the Board is in the process of nominating a director for the purpose of vigil mechanism to whom other directors and employees may report their concerns.

Meeting No. Date of Meeting Time Venue of Meeting

Thirty Eight 29.04.2019 11:30 A.M. Raipur

Thirty Nine 26.06.2019 12:30 P.M. Raipur

Forty 26.07.2019 12:15 P.M. Bilaspur

Forty One 23.10.2019 11:30 A.M. Raipur

Forty Two 24.01.2020 04:30 P.M. Bilaspur

Forty Three 13.03.2020 12:30 P.M. Bilaspur



37. CORPORATE SOCIAL RESPONSIBILITY (CSR) As per section 135 of the Companies Act, 2013 read with rule 5 of the Companies (Corporate Social Responsibility)

Rules, 2014, constitution of Corporate Social Responsibility Committee is not applicable during the year under report.

Accordingly, the Company has not developed and implemented any Corporate Social Responsibility initiatives during the year under report.

38. 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.

39. BANKER’S NAME AND ADDRESS

40. DETAILS IN RESPECT OF FRAUDS REPORTED BY AUDITORS UNDER SUB-SECTION (12) OFSECTION 143 OTHER THAN THOSE WHICH ARE REPORTABLE TO THE CENTRAL GOVERNMENT

During the year under report, no fraud reported by Statutory Auditors of the Company.

41. RISK MANAGEMENT The Risk Management Policy is in place in the company enables the company to proactively take care of the internal

and external risks of the company and ensures smooth business operations. The company’s risk management policy ensures that all its material risk exposures are properly covered, all compliance risks are covered and the company’s business growth and nancial stability are assured. Board of Directors decide the policies and ensure their implementation to ensure protection of company from any type of risks.

42. SUBSIDIARIES, JOINT VENTURES AND ASSOCIATE COMPANIES The Company does not have any Subsidiary, Joint venture or Associate Company during the year under report.


Sl. No. Name Branch address

1. Indian Bank New Delhi Main Branch, G-41, Cannaught Circus, New Delhi-110011.

2. United Bank of India Mumbai Main Branch, United Bank of India Building, 25, Pherozeshah Mehta

(Post Merger Punjab National Bank) Road, Fort, Mumbai-400001.

3. Oriental Bank of Commerce Large Corporate Branch, Harsha Bhawan, E-Block, First Floor, Cannaught

(Post Merger Punjab National Bank) Place, New Delhi.

4. Indian Overseas Bank RK Puram Branch, 1st Floor, Palika Bhawan, sector 13, RK Puram, New

Delhi-110066.

5. Corporation Bank Mid Corporate Branch, Veena Chamber, 21, Dalal Street, Fort, Mumbai-400023.

(Post Merger Union Bank of India)

6. Dena Bank Zonal Ofce Raipur, 2nd Floor, LIC Investment Building-II, Jeevan Bheema Marg,

(Post Merger Bank of Baroda) Pandri, Raipur-492004.

7. Vijaya Bank Corporate Banking Branch, M1 Floor, Head Ofce Building, 41/2 MG Road,

(Post Merger Bank of Baroda) Bangalore-560000.

8. Canara Bank Prime Corporate Branch, Maker Tower- F wing, 20th Floor, Cuffe Parade,

Mumbai-400 005.

9. State Bank of India Sundarnagar Branch, Raipur – 492013, Chhattisgarh.


43. DISCLOSURE UNDER THE SEXUAL HARASSMENT OF WOMEN AT WORKPLACE (PREVENTION, PROHIBITION AND REDRESSAL) ACT, 2013

The Board is in the process of constituting an Internal Complaints Committee and also formulating the Anti-Sexual Harassment Policy, in line with the requirements of The Sexual Harassment of Women at the Workplace (Prevention, Prohibition & Redressal) Act, 2013. All employees (permanent, contractual, temporary, trainees) are be covered under this policy.

It is informed that the Board has not received any sexual harassment complaints during the year 2019-20.

44. 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, 2020, 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 hadprepared the Annual Accounts for the year ended 31st March, 2020 on a ‘Going Concern’basis; and

v. the Directors had devised proper systems to ensure compliance with the provisions of all applicable laws and that such systems were adequate and operating efciently.

45. 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-III to this Report.

46. 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.

47. FORM NO. MGT.9 EXTRACT OF ANNUAL RETURN The extract of Annual Return of the Company in Form No. MGT-9 as provided under sub-section (3) of section 92 for

the year under report, pursuant to Section 134(3) of the Companies Act, 2013 is given in Annexure-IV.

48. AUDITORS’ REPORT The Auditors report on the accounts of the Company for the year ended 31st March, 2020 is placed in Annexure-V

forming part of the Report.

49. COMPLIANCE OF SECRETARIAL STANDARDS The Company has complied with the applicable secretarial standards, issued by the Institute of Company Secretaries

of India during the year under review.



50. MAINTENANCE OF COST RECORDS The Company is not required to maintain cost records as specied by the Central Government under sub-section (1)

of section 148 of the Companies Act, 2013.

51. IMPACT OF COVID-19 The Company has taken all the prescribed precautions as suggested by the Government, to mitigate the impact of the

novel coronavirus.

52. ACKNOWLEDGEMENTS Your Directors acknowledge with deep sense of appreciation 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, Raigarh and Bilaspur for their help and cooperation from time to time for the development of the Rail Corridor.

Your Directors also acknowledge the constructive suggestions received from the Statutory Auditors, Secretarial Auditors, Internal Auditors and Comptroller and Auditor General of India (CAG) and are grateful for their continued support and co-operation.

Your Directors are also grateful to the consortium of banks who have provided continues support and co-operation to the project of national importance.

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.

53. ADDENDA The following documents are annexed: 53.1 In pursuance to the provisions of sub-section (1) of Section 188 of the Companies Act, 2013, Information

relating to Contracts or Arrangements with related parties is given in Annexure-I to this Report.

53.2 “Secretarial Audit Report” of the company is given in Annexure-II to this report.

53.3 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-III to this report

53.4 The extract of Annual Return of the Company in Form No. MGT-9 for the year ended 31.03.2020 under sub-section (3) of section 92 of the Companies Act, 2013 is given in Annexure-IV to this Report.

53.5 Report of the Statutory Auditor appointed under Section 139 of the Companies Act, 2013 is given in

Annexure-V to this report.

for and on behalf of the Board of Directors of CHHATTISGARH EAST RAILWAY LIMITED Sd/- (R.K. Nigam)Date: 06.06.2020 ChairmanPlace: Bilaspur DIN: 08321825




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 : South Eastern Coalelds Limited (Holding Company of Chhattisgarh East 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 : Nil.

For and on behalf of the Board of Directors Sd/-

Date : 06.06.2020 Place: Bilaspur

(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 provison to section 188 Nil

(R.K. Nigam)Chairman

DIN: 08321825

ANNEXURE I

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



ANNEXURE II

FORM NO. MR-3SECRETARIAL AUDIT REPORT

FOR THE FINANCIAL YEAR ENDED MARCH 31, 2020

[Pursuant to section 204(1) of the Companies Act, 2013 and ruleNo.9 of the Companies (Appointment and Remuneration Personnel)Rules, 2014]

To,The Members,Chattisgarh East Railway LimitedMahadev Ghat Road, Raipura ChowkRaipur, Chattisgarh-492013

We have conducted the secretarial audit of the compliance of applicable statutory provisions and the adherence to good corporate practices by Chattisgarh East Railway Limited (hereinafter called the “Company”). Secretarial Audit was conducted in a manner that provided us a reasonable basis for evaluating the corporate conducts/statutory compliances and expressing our opinion thereon.

Based on our 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, we hereby report that in our opinion, the Company has during the audit period covering the nancial year ended on March 31, 2020,(“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:

We 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, 2020 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 thereunder;

(Not Applicable to the Company during the Audit Period)

(iii) The Depositories Act, 1996 and the Regulations and Bye-laws framed under that Act;


(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 Period);

(v) The Securities and Exchange Board of India (Prohibition of Insider Trading) Regulations, 1992;


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


We 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.

We further report that:

The Board of Directors of the Company is duly constituted as required under the provisions of the Act. The Company has represented to Ministry of Coal, Government of India, for nominating Woman Director. The Company is in the process of establishing the Vigil Mechanism pursuant to Sub-rule 3 of Rule 7 of the Companies (Meetings of Board and its Powers) Rules, 2014.

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, except in case of exigencies, 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, if any are captured and recorded as part of the Minutes.

We 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, M & K AssociatesCompany SecretariesSd/-Manoj Kumar KoyalkarMembership Number : F9298Certicate of Practice Number : 10004

UDIN : F009298B000299566

Hyderabad, May 29, 2020

Note:

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



ANNEXURE-A

To,The Members,Chattisgarh East Railway LimitedMahadev Ghat Road, Raipura ChowkRaipur, Chattisgarh-492013

Our 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. Our responsibility is to express an opinion on these secretarial records based on our audit.

b. We 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. We believe that the processes and practices we followed provide a reasonable basis for our opinion.

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

d. Where ever required, we 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. Our 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.

g. Due to the ongoing lockdown in the country caused by the outbreak of COVID pandemic, we we have veried the required documents/records of the Company through a virtual data room created for this purpose.

for, M & K AssociatesCompany SecretariesSd/-Manoj Kumar KoyalkarMembership Number: F9298Certicate of Practice Number: 10004

Hyderabad, May 29, 2020



ANNEXURE-III

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) CONSERVATION OF ENERGY

a) The steps taken or impact of conservation of energy: Not Applicable, since the Company has commenced only part 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

Sl. No. Particulars FY 2019-20 FY 2018-19

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.


Expenditure on R&D (` in lakhs)


ANNEXURE-IV

FORM NO. MGT.9EXTRACT OF ANNUAL RETURN

as on the nancial year ended on 31.03.2020

[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 : U45203CT2013GOI000729 ii) Registration Date : 12.03.2013 iii) Name of the Company : CHHATTISGARH EAST 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,CHHATTISGAR 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:-

III. PARTICULARS OF HOLDING, SUBSIDIARY AND ASSOCIATE COMPANIES

SL. Name and Address CIN Holding/ Applicable % of shares NO of The Company Subsidiary Section held /Associate 1 SOUTH EASTERN COALFILEDS LIMITED U10102CT1985GOI003161 Holding Company 70.56 2(46)


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

1 Freight Rail Transport 49120 100


IV. SHARE HOLDING PATTERN (Equity Share Capital Breakup as percentage of Total Equity I. Category-wise Share Holding

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. 34,07,24,800 10,02,75,200 44,10,00,000 100 45,63,00,400 1,66,99,600 47,30,00,000 100 7.26

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) 34,07,24,800 10,02,75,200 44,10,00,000 100 45,63,00,400 1,66,99,600 47,30,00,000 100 7.26

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 Nil Nil Nil Nil Nil Nil Nil Nil Nil

Capital Funds

f) Insurance Nil Nil Nil Nil Nil Nil Nil Nil Nil

Companies

g) FIIs Nil Nil Nil Nil Nil Nil Nil Nil Nil

h) Foreign Venture Nil Nil Nil Nil Nil Nil Nil Nil Nil

Capital Funds

I) Others (specify) Nil Nil Nil Nil Nil Nil Nil Nil Nil

Category of Shareholders

No. of Shares held at the beginning of the year i.e., 01.04.2019

No. of Shares held at the end of the year i.e., 31.03.2020

% Change during

the year


Demat Demat Physical Physical Total Total % of Total

Shares

% of Total

Shares


Nil Nil Nil Nil Nil Nil Nil Nil Nil

ii. Shareholding of Promoters

1 South Eastern Coalelds Limited 30,17,24,800 68.42 Nil 33,37,24,800 70.56 Nil 3.132 IRCON International Limited 12,25,75,700 27.79 Nil 12,25,75,700 25.91 Nil (6.77)3 CSIDCL 1,66,99,500 3.79 Nil 1,66,99,500 3.53 Nil (6.86)


Category of Shareholders

No. of Shares held at the beginning of the year i.e., 01.04.2019

No. of Shares held at the end of the year i.e., 31.03.2020

% Change during

the year

Demat Demat Physical Physical Total Total % of Total

Shares

% of Total

Shares

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

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

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

(I) Individual Nil Nil Nil Nil Nil Nil Nil Nil Nil

Shareholders

holding nominal

share capital up to

` 1 Lakh

(ii) Individual Nil Nil Nil Nil Nil Nil Nil Nil Nil

Shareholders holding

nominal share capital

in excess of ` 1 Lakh

c) Others (specify) Nil Nil Nil Nil Nil Nil Nil Nil Nil

Sub-total (B) (2) Total Nil Nil Nil Nil Nil Nil Nil Nil Nil

Public Shareholding

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

C. Shares hold by Nil Nil Nil Nil Nil Nil Nil Nil Nil

Custodian for ADRs &

GDRs

Grand Total (A+B+C) 34,07,24,800 10,02,75,200 44,10,00,000 100 45,63,00,400 1,66,99,600 47,30,00,000 100 7.26

Sub-total (B) (1)

Sl No. Shareholder's Name Shareholding at the beginning of the year

i.e., 01.04.2019Shareholding at the end of the year

i.e., 31.03.2020

No. of Shares

No. of Shares

% of total

Shares of the

company

% of total

Shares of the

company

% of Shares

Pledged/encumbered

to total shares

% of Shares

Pledged/encumbered

to total shares

% change in share holding during

the year


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

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

1 At the beginning of the year 44,10,00,000 100 44,10,00,000 1002 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 06.01.2020, Allotment of Shares - - 3,20,00,000 100 on Rights Basis. 3 At the End of the year 44,10,00,000 100 47,30,00,000 100

Sl No. Shareholder's Name Cumulative Shareholding during the year i.e., 31.03.2020

No. of Shares

No. of Shares

% of total

Shares of the

company

% of total

Shares of the

company

1 At the beginning of the year Nil Nil Nil Nil2 Date wise Increase / Decrease in Promoters Shareholding during the Nil Nil Nil Nil year specifying the reasons for increase/ decrease (e.g. allotment/transfer/bonus/ sweat equity etc)3 At the End of the year Nil Nil Nil Nil (or on the date of separation, if separated during the year)

Sl No. Shareholder's Name

For Each of the Top 10 Shareholders

Shareholding at the beginning of the year i.e. 01.04.2019

Cumulative Shareholding during the year i.e., 31.03.2020

No. of Shares

No. of Shares

% of total

Shares of the

company

% of total

Shares of the

company


Shareholding at the beginning of the year i.e., 01.04.2019


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

1 For Each of the Directors and KMP Nil Nil Nil Nil2 At the begining of the year Nil Nil Nil Nil3 Date wise increase/Decrease in Share Nil Nil Nil Nil holding during the year specifying the reasons for increase/ decrease (e.g. allotment/transfer/bonus/ sweat equity etc): At the End of the year Nil Nil Nil Nil

Sl No. Shareholder's Name

For Each of the Top 10 Shareholders

Shareholding at the beginning of the year i.e. 01.04.2019

Cumulative Shareholding during the year i.e., 31.03.2020

No. of Shares

No. of Shares

% of total

Shares of the

company

% of total

Shares of the

company

V. INDEBTEDNESS

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

Indebtedness at the beginning of the

nancial year

I) Principal Amount 1249.28 Nil Nil 1249.28

ii) Interest due but not paid Nil Nil Nil Nil

iii) Interest accrued but not due Nil Nil Nil Nil

Total (i+ii+iii) 1249.28 Nil Nil 1249.28

Change in Indebtedness during the

nancial year

• Addition 510.76 Nil Nil 510.76

• Reduction Nil Nil Nil Nil

Net Change 510.76 Nil Nil 510.76

Indebtedness at the end of the nancial year

i) Principal Amount Nil Nil Nil Nil

ii) Interest due but not paid Nil Nil Nil Nil

iii) Interest accrued but not due Nil Nil Nil Nil

Total (i+ii+iii) 1760.04 Nil Nil 1760.04

Secured Loans excludingdeposits

(` in Crores)

Unsecured Loans(` in Crores)

Deposits(` in Crores)

TotalIndebtedness(` in Crores)



VI. REMUNERATION OF DIRECTORS AND KEY MANAGERIAL PERSONNE A. Remuneration to Managing Director, Whole-time Directors and/or Manager:

Sl.

no. Particulars of Remuneration Name of MD/WTD/ Manager Total Amount

1. Gross salary

(a) Salary as per provisions contained in

section 17(1) of the Income-tax Act, 1961 Nil Nil Nil Nil Nil

(b) Value of perquisites u/s 17(2)

Income-tax Act, 1961 Nil Nil Nil Nil Nil

(c) Prots in lieu of salary under section 17(3)

Income- tax Act, 1961 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 Nil Nil Nil Nil Nil

- others, specify... 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

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

•Fee for attending

board committee

meetings Nil Nil Nil Nil Nil Nil Nil Nil Nil Nil

•Commission Nil Nil Nil Nil Nil Nil Nil Nil Nil Nil

•Others, please specify Nil Nil Nil Nil Nil Nil Nil Nil Nil Nil

Total (1) Nil Nil Nil Nil Nil Nil Nil Nil Nil Nil

2 Other Non-Executive Shri Dr. Shri Shri Shri Shri Shri Shri Shri Arun

Directors R.K. R.S. Kuldip M.K. Deepak S.L. M.K Abhijit Prasad

Nigam Jha Prasad Prasad Sabhlok Gupta Singh Narendra Palanisamy

•Fee for attending

board committee

meetings Nil Nil Nil Nil Nil Nil Nil Nil Nil Nil

•Commission Nil Nil Nil Nil Nil Nil Nil Nil Nil Nil

•Others, please

specify Nil Nil Nil Nil Nil Nil Nil Nil Nil Nil

Total (2) Nil Nil Nil Nil Nil Nil Nil Nil Nil Nil

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

Total Managerial

Remuneration 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


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

Sl.

no. Particulars of Remuneration Key Managerial Personnel

Total Shri Jagata

Nand Jha(CEO) Shri Rajneesh

Narain(CFO)

Shri Anand Amirtharaj

Joseph (CS)

1. Gross salary

(a) Salary as per provisions contained in

section 17(1) of the Income-tax Act, 1961 8,35,440.00 47,84,468.40 18,89,726.00 75,09,634.40

(b) Value of perquisites u/s 17(2)

Income-tax Act, 1961 Nil Nil Nil Nil

(c) Prots in lieu of salary under section 17(3)

Income- tax Act, 1961 Nil Nil Nil Nil

2. Stock Option Nil Nil Nil Nil

3. Sweat Equity Nil Nil Nil Nil

4. Commission

- as % of prot Nil Nil Nil Nil

- others, specify... Nil Nil Nil Nil

5. Others, please specify Nil Nil Nil Nil

Total 8,35,440.00 47,84,468.40 18,89,726.40 75,09,634.40

VII. PENALTIES/PUNISHMENT/COMPOUNDING OF OFFENCES:

Type Section of the Brief Description Details of Penalty/ Authority Appeal made, if

Companies Act Punishment/ [RD/NCLT/COURT] any (give Details)

Compounding

fees imposed

A. COMPANY

Penalty Nil Nil Nil Nil Nil

Punishment Nil Nil Nil Nil Nil

Compounding Nil Nil Nil Nil Nil

B. DIRECTORS




C. OTHER OFFICERS IN DEFAULT




for and on behalf of the Board of Directors ofCHHATTISGARH EAST RAILWAY LIMITED

Sd/-(R.K. Nigam)

Chairman DIN: 08321825

Date: 06.06.2020 Place: Bilaspur



ANNEXURE V

INDEPENDENT AUDITOR’S REPORT

To,The Members,Chhattisgarh East Railway Limited

Report on the Audit of the Standalone Financial Statements

Opinion

We have audited the accompanying standalone nancial statements of Chhattisgarh East Railways Limited (the “Company”), which comprise the Balance Sheet as at March 31, 2020, the Statement of Prot and Loss (including Other Comprehensive Income), the Statement of Changes in Equity and the Statement of Cash Flows ended on that date, and a summary of signicant accounting policies and other explanatory information (hereinafter referred to as the “standalone nancial statements”).

In our opinion and to the best of our information and according to the explanations given to us, the aforesaid standalone nancial statements give the information required by the Companies Act, 2013 (the “Act”) in the manner so required and give a true and fair view in conformity with the Indian Accounting Standards prescribed under section 133 of the Act read with the Companies (Indian Accounting Standards) Rules, 2015, as amended, (“Ind AS”) and other accounting principles generally accepted in India, of the state of affairs of the Company as at March 31, 2020, the prot and total comprehensive income, changes in equity and its cash ows for the year ended on that date.

Basis for Opinion

We conducted our audit of the standalone nancial statements in accordance with the Standards on Auditing (“SA”s) specied under section 143(10) of the Act. Our responsibilities under those Standards are further described in the Auditor’s Responsibilities for the Audit of the Standalone Financial Statements section of our report. We are independent of the Company in accordance with the Code of Ethics issued by the Institute of Chartered Accountants of India (“ICAI”) together with the ethical requirements that are relevant to our audit of the standalone nancial statements under the provisions of the Act and the Rules made thereunder, and we have fullled our other ethical responsibilities in accordance with these requirements and the ICAI’s Code of Ethics. We believe that the audit evidence obtained by us is sufcient and appropriate to provide a basis for our audit opinion on the standalone nancial statements.

Key Audit Matters

Key audit matters are those matters that, in our professional judgment, were of most signicance in our audit of the standalone nancial statements of the current period. These matters were addressed in the context of our audit of the standalone nancial statements as a whole, and in forming our opinion thereon, and we do not provide a separate opinion on these matters. We have not identied any key audit matter.

Emphasis of Matter

We draw your attention to the following matters: a) Note-14 to the nancial statements in relation to “Other nancial liabilities (towards consultancy, construction

charges)” for IRCON International Limited, which is subject to conrmation and reconciliation. Consequential impact on conrmation/reconciliation/adjustment of such balances (which will not be material as per management), if any is not ascertainable.



b) Note-16 to the standalone nancial statements in relation to “Revenue from Operations”. The company has not discharged GST liability which may arise on Freight Charges from SECR.Note-10 to the standalone nancial statements in relation to “Input Tax Receivable” under the head “Other Current Assets”. The company has availed GST Input which is pending assessment and there is uncertainty on whether such input can be availed. Impact may depend on the taxability of Output Services as mentioned above. Our opinion is not modied in respect of above mentioned matters.

Information Other than the Financial Statements and Auditor’s Report Thereon

The Company’s Board of Directors is responsible for the other information. The other information comprises the information included in the Management Discussion and Analysis, Board’s Report including Annexures to Board’s Report, Business Responsibility Report, Corporate Governance and Shareholder’s Information, but does not include the standalone nancial statements and our auditor’s report thereon.

Our opinion on the standalone nancial statements does not cover the other information and we do not express any form of assurance conclusion thereon.

In connection with our audit of the standalone nancial statements, our responsibility is to read the other information and, in doing so, consider whether the other information is materially inconsistent with the standalone nancial statements or our knowledge obtained during the course of our audit or otherwise appears to be materially misstated.

If, based on the work we have performed, we conclude that there is a material misstatement of this other information, we are required to report that fact. We have nothing to report in this regard.

Management’s Responsibilities for the Standalone Financial Statements

The Company’s Board of Directors is responsible for the matters stated in section 134(5) of the Act with respect to the preparation of these standalone nancial statements that give a true and fair view of the nancial position, nancial performance, including other comprehensive income, changes in equity and cash ows of the Company in accordance with the Ind AS and other accounting principles generally accepted in India. This responsibility also includes maintenance of adequate accounting records in accordance with the provisions of the Act for safeguarding the assets of the Company and for preventing and detecting frauds and other irregularities; selection and application of appropriate accounting policies; making judgments and estimates that are reasonable and prudent; and design, implementation and maintenance of adequate internal nancial controls, that were operating effectively for ensuring the accuracy and completeness of the accounting records, relevant to the preparation and presentation of the standalone nancial statements that give a true and fair view and are free from material misstatement, whether due to fraud or error.

In preparing the standalone nancial statements, management is responsible for assessing the Company’s ability to continue as a going concern, disclosing, as applicable, matters related to going concern and using the going concern basis of accounting unless management either intends to liquidate the Company or to cease operations, or has no realistic alternative but to do so.

The Board of Directors are responsible for overseeing the Company’s nancial reporting process.

Auditor’s Responsibilities for the Audit of the Standalone Financial Statements

Our objectives are to obtain reasonable assurance about whether the standalone nancial statements as a whole are free from material misstatement, whether due to fraud or error, and to issue an auditor’s report that includes our opinion. Reasonable assurance is a high level of assurance, but is not a guarantee that an audit conducted in accordance with SAs will always detect a material misstatement when it exists. Misstatements can arise from fraud or error and are considered material if, individually or in the aggregate, they could reasonably be expected to inuence the economic decisions of users taken on the basis of these standalone nancial statements.



As part of an audit in accordance with SAs, we exercise professional judgment and maintain professional scepticism throughout the audit. We also:

• Identify and assess the risks of material misstatement of the standalone nancial statements, whether due to fraud or error, design and perform audit procedures responsive to those risks, and obtain audit evidence that is sufcient and appropriate to provide a basis for our opinion. The risk of not detecting a material misstatement resulting from fraud is higher than for one resulting from error, as fraud may involve collusion, forgery, intentional omissions, misrepresentations, or the override of internal control.

• Obtain an understanding of internal nancial control relevant to the audit in order to design audit procedures that are appropriate in the circumstances. Under section 143(3)(I) of the Act, we are also responsible for expressing our opinion on whether the Company has adequate internal nancial controls system in place and the operating effectiveness of such controls.

• Evaluate the appropriateness of accounting policies used and the reasonableness of accounting estimates and related disclosures made by the management.

• Conclude on the appropriateness of management’s use of the going concern basis of accounting and, based on the audit evidence obtained, whether a material uncertainty exists related to events or conditions that may cast signicant doubt on the Company’s ability to continue as a going concern. If we conclude that a material uncertainty exists, we are required to draw attention in our auditor’s report to the related disclosures in the standalone nancial statements or, if such disclosures are inadequate, to modify our opinion. Our conclusions are based on the audit evidence obtained up to the date of our auditor’s report. However, future events or conditions may cause the Company to cease to continue as a going concern.

• Evaluate the overall presentation, structure and content of the standalone nancial statements, including the disclosures, and whether the standalone nancial statements represent the underlying transactions and events in a manner that achieves fair presentation.

Materiality is the magnitude of misstatements in the standalone nancial statements that, individually or in aggregate, makes it probable that the economic decisions of a reasonably knowledgeable user of the standalone nancial statements may be inuenced. We consider quantitative materiality and qualitative factors in (i) planning the scope of our audit work and in evaluating the results of our work; and (ii) to evaluate the effect of any identied misstatements in the standalone nancial statements.

We communicate with those charged with governance regarding, among other matters, the planned scope and timing of the audit and signicant audit ndings, including any signicant deciencies in internal control that we identify during our audit.

We also provide those charged with governance with a statement that we have complied with relevant ethical requirements regarding independence, and to communicate with them all relationships and other matters that may reasonably be thought to bear on our independence, and where applicable, related safeguards.

From the matters communicated with those charged with governance, we determine those matters that were of most signicance in the audit of the standalone nancial statements of the current period and are therefore the key audit matters. We describe these matters in our auditor’s report unless law or regulation precludes public disclosure about the matter or when, in extremely rare circumstances, we determine that a matter should not be communicated in our report because the adverse consequences of doing so would reasonably be expected to outweigh the public interest benets of such communication.



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 in terms of Section 143(11) of the Act, we give in “Annexure A” a statement on the matters specied in 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, based on our audit we report that : a) We have sought and obtained all the information and explanations which to the best of our

knowledge and belief were necessary for the purposes of our audit. b) In our opinion, proper books of account as required by law have been kept by the Company so far as it appears

from our examination of those books. c) The Balance Sheet, the Statement of Prot and Loss including Other Comprehensive Income, Statement of

Changes in Equity and the Statement of Cash Flows dealt with by this Report are in agreement with the relevant books of account.

d) In our opinion, the aforesaid standalone nancial statements comply with the Indian accounting standards specied under Section 133 of the Act.

e) In pursuance to the Notication No. G.S.R 463 (E) dated 05-06-2015 issued by the Ministry of Corporate Affairs, Section 164 (2) of the Companies Act, 2013 pertaining to disqualication of Directors, is not applicable to the Government Company.

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”. Our report expresses an unmodied opinion on the adequacy and operating effectiveness of the Company’s internal nancial controls over nancial reporting.

g) In pursuance with MCA Exemption Notication No. G.S.R. 463(E) dated 05.06.2015 in relation to the remuneration to Directors, Government Company is being exempted for applicability of Section 197 of the Companies Act, 2013.

h) With respect to the other matters to be included in the Auditor’s Report in accordance with Rule 11 of the Companies (Audit and Auditors) Rules, 2014, as amended in our opinion and to the best of our information and according to the explanations given to us:

i. The Company has disclosed the impact of pending litigations on its nancial position in its standalone nancial statements.

ii. The Company has made provision, as required under the applicable law or accounting standards, for material foreseeable losses, if any, on long-term contracts including derivative contracts;

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

For, Ajay Sindhwani & Co. Chartered Accountants FRN 015455C

Sd/- CA. Vinod Kumar Keshwani (Partner) M. No. 400622 UDIN : 20400622AAAAAX9237

Place: Raipur (C.G)Date : 06-06-2020



ANNEXURE “A”

ANNEXURE TO THE AUDITOR’S REPORT TO THE MEMBERSRE : MEMBERS OF CHHATTISGARH EAST RAILWAY LIMITED

The Annexure referred to in Independent Auditors’ Report to the members of the Company on the standalone Ind AS nancial statements for the year ended 31st March 2020, we report that:

i. a) The Company has maintained proper records in electronic mode showing full particulars, including quantitative details and situation of Fixed Assets.

b) The Company’s programme of physical verication of all its major xed assets, except certain low value items of Furniture, Fixtures and Ofce Equipment is in our opinion, reasonable having regard to the size of the company and the nature of its assets. Accordingly, the xed assets have been physically veried by the management during the year. As explained to us, no material discrepancies have been noticed on such verication.

c) Based on our audit procedures and the information and explanation received by us, we report that all title deeds of immovable properties of the company are held in the name of the company. However, we express no opinion on the validity of the title of the company to these properties.

ii. The company does not have any inventories and accordingly Clause (ii) of the Order 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. Hence the question of reporting whether the terms and conditions of such loans are prejudicial to the interests of the company, whether reasonable steps for recovery of over dues of such loans are taken does not arise.

iv. In our opinion and according to the information and explanations given to us, the Company has compiled with the provisions of Section 186 of the Companies Act, 2013 in respect of the loans and investment made, and guarantees and security provided by it. The Company has not granted and loans and made any investments, or provided any guarantees or security to the parties covered under Section 185 of the Companies Act, 2013.

v. In our opinion and according to the information and explanations provided by the management, the Company has not accepted any loans or deposits which are ‘deposits’ within the meaning of Rule 2(b) of the Companies (Acceptance of Deposits) Rules 2014.

vi. The Central Government has prescribed Companies (Cost Accounting Records) Rules, 2014 for the maintenance of cost records under Section 148(1) of the Companies Act, 2013 for the Company’s proposed activities. However, this clause is presently not applicable during the year under consideration, as the Company’s project is under implementation stage and only part of the project has been commissioned.

vii. a) In our opinion and according to the information and explanations given to us, dues of Provident Fund are presently paid by the holding Company 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 as per applicability including Income Tax, Sales Tax, Wealth Tax, Service Tax, Duty of Customs, Duty of Excise, Value Added Tax, Cess, Entry Tax and other statutory dues with the appropriate authorities. There were no arrears of undisputed aforesaid dues which were outstanding as on 31st March, 2020 for a period of more than six months from the date they become payable.



b) According to information and explanations given to us, there are no dues of Income Tax or Sales Tax or Service Tax or Goods and Service Tax or duty of Excise or Value Added Tax which have not been deposited on account of any dispute.

viii. Based on our audit procedures and according to the information and explanations given to us, the Company has not defaulted in repayment of loans or borrowing to a nancial institution, bank, Government or dues to debenture holder.

ix. On the basis of review of utilization of funds pertaining to term loans on overall basis and according to the related information and explanation given to us, moneys raised by way of term loans taken by the company have been applied for the purposes for which they have were obtained, except funds which have been temporarily deployed pending utilization in the project.

x. Based upon the information and explanations given to us, no material fraud on the Company by its ofcers or employees nor any fraud by the company has been noticed or reported during the year that causes the nancial statements to be materially misstated.

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 11 of the Order is not applicable to the Company.

xii. In our opinion and to the best of our information and according to the explanations provided by the management, we are of the opinion that the company is not a nidhi, hence, in our opinion, the requirements of Clause 3(xii) of the Order do not apply to the company.

xiii. In our opinion, and to the best of our information and according to the explanations provided by the management, we are of the opinion that the Company has entered into transactions with related parties in compliance with the provisions of Section 177 and 188 of the Act. The details of related party transactions have been disclosed in the nancial statements as required under Indian Accounting Standard (Ind AS) 24, Related Party Disclosures specied under Section133 of the Act, read with Companies (Indian Accounting Standards) Rules, 2015.

xiv. The company has not made preferential allotment or private placement of shares or fully or partly convertible debentures during the year under review. Therefore, the provisions of clause (xiv) of the Companies (Auditor’s Report) Order, 2016 are not applicable to the company.

xv. In our opinion and according to the information and explanations given to us the Company has not entered into any non-cash transactions with its directors or persons connected with him. Therefore, the provisions of clause (xv) of the Companies (Auditor’s Report) Order, 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. Therefore, the provisions of clause (xvi) of the Companies (Auditor’s Report) Order, 2016 are not applicable to the company.






ANNEXURE-B

ANNEXURE TO THE AUDITOR’S REPORT TO THE MEMBERSDirections under section 143(5) of the Companies Act, 2013

Applicable for the year 2019-20 Accounts

1) Whether the Company has system in place to process all the accounting transactions through IT system? If yes, the implications of processing of accounting transactions outside IT system on the integrity of the accounts along with the nancial implications, if any, may be stated.

Comments : The Company uses Tally.ERP9 as its Accounting Software to record all accounting transactions. As per explanation given to us and verication on sampling basis it is found that accounting entries are passed in system along with authorization in physical voucher. During the year under review no such cases of processing of accounting transactions outside IT system was found.

2) Whether there is any restructuring of an existing loan or cases of waiver/write off of debts/loans/interest etc. made by a lender to the company due to the company’s inability to repay the loan? If yes, the nancial impact may be stated.

Comments: There are no cases of any restructuring of an existing loan or cases of waiver/write off of debts/loans/interest etc. made by a lender to the company due to the company’s inability to repay the loan during the year under review.

3) Whether funds received/receivable for specic schemes from central/state agencies were properly accounted for/utilized as per its term and conditions? List the case of deviation.

Comments: The Company has not received any funds for specic schemes from central/state agencies during the year under audit.






ANNEXURE-C

ANNEXURE TO THE AUDITOR’S REPORT TO THE MEMBERSRe: CHHATTISGARH EAST RAILWAY LIMITEDReport 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 Railway Limited, (the “Company”), as of March 31st, 2020 in conjunction with our audit of the nancial statements of the Company for the year ended on that date.

Management's Responsibility for the Financial StatementsThe 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.

Auditor’s ResponsibilityOur 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 judgement, including the assessment of the risks of material misstatement of the nancial statements, whether due to fraud or error.

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 ReportingA 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 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 nancial statements in accordance with generally accepted accounting principles, and that receipts and expenditures of the company are being made only in accordance with authorizations of management and directors of the company; and

3) provide reasonable assurance regarding prevention or timely detection of unauthorized acquisition, use, or disposition of the company's assets that could have a material effect on the nancial statements.

Inherent Limitations of Internal Financial Controls over Financial ReportingBecause 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.

OpinionIn 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 March 31st, 2020, 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, Ajay Sindhwani & Co. Chartered Accountants

FRN 015455C

CA. Vinod Kumar Keshwani (Partner)

M. No. 400622 UDIN : 20400622AAAAAX9237


Sd/-


FINANCIAL STATEMENTS As at 31st March 2020



NOTE-1: CORPORATE INFORMATION

Chhattisgarh East Railway Limited (CERL) (the “Company”) with headquarters at Raipur has been incorporated on 12th 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 Rail Corridor (Corridor-I) 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 Rail Corridor Project has been declared as a ‘Special Railway Project’ by the Ministry of Railways (MoR) and CERL has been nominated as a Concessionaire for East Rail Corridor Project.

The company has received Certicate of Commencement of Business on 7th May, 2013. The Revenue Operation of Phase-I Project of the Company has commenced w.e.f 12.10.2019 based on the stage wise commissioning of the Project.

NOTE-2: SIGNIFICANT ACCOUNTING POLICIES

1) Basis of preparationThe nancial statements of the Company have been prepared in accordance with Indian Accounting Standards (Ind AS) notied under section 133 of Companies Act, 2013 (“The Act”) Indian Accounting Standards) Rules, 2015 The nancial statements have been prepared on historical cost basis of measurement, except for Ÿ certain nancial assets and liabilities measured at fair value (refer accounting policy on nancial instruments in para 15);Ÿ Dened benet plans- plan assets measured at fair value;

2) Rounding of amounts

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

3) 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 by the Company 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) it expects to realize the asset within twelve months after the reporting period; or d) the asset is cash or a cash equivalent (as dened in Ind AS 7) unless the asset is restricted from being exchanged or used to settle a liability for at least twelve months after the reporting period. All other assets are classied as non-current.

A liability is treated as current by the Company 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.



4) Revenue recognition Revenue in respect of freight operations are recognized based on the actual receipt and on the basis of available

information from South East Central Railway (SECR) which is as per 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.

5) Trade receivables: A receivable represents the Company’s right to an amount of consideration that is unconditional (i.e., only the passage of

time is required before payment of the consideration is due).

6) Interest Interest income is recognised using the Effective Interest Method.

7) Dividend Dividend income from investments is recognised when the rights to receive payment is established. 8) Other Claims Other claims (including interest on delayed realization) are accounted for, when there is certainty on realisation and can be

measured reliably.

9) Leases A contract is, or contains, a lease if the contract conveys the right to control the use of an identied asset for a period of

time in exchange for consideration. Company as a lessee At the commencement date, a lessee shall recognise a right-of-use asset at cost and a lease liability at the present value of

the lease payments that are not paid at that date for all leases unless the lease term is 12 months or less or the underlying asset is of low value.

Subsequently, right-of-use asset is measured using cost model whereas, the lease liability is measured by increasing the carrying amount to reect interest on the lease liability, reducing the carrying amount to reect the lease payments made and re-measuring the carrying amount to reect any reassessment or lease modications.

Finance charges are recognised in nance costs in the Statement of Prot and Loss, unless the costs are included in the carrying amount of another asset applying other applicable standards.

Right-of-use asset is depreciated over the useful life of the asset, if the lease transfers ownership of the asset to the lessee by the end of the lease term or if the cost of the right-to-use asset reects that the lessee will exercise a purchase option. Otherwise, the lessee shall depreciate the right-to-use asset from the commencement date to the earlier of the end of the useful life of the right-of-use asset or the end of the lease term.

Company as a lessor All leases as either an operating lease or a nance lease. A lease is classied as a nance lease if it transfers substantially all the risks and rewards incidental to ownership of an

underlying asset. A lease is classied as an operating lease if it does not transfer substantially all the risks and rewards incidental to ownership of an underlying asset



10) Property, Plant and Equipment 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.

After recognition, an item of all other Property, plant and equipment are carried at its cost less any accumulated depreciation and any accumulated impairment losses under Cost Model. 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. 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. However, signicant part(s) of an item of PPE having same useful life and depreciation method are grouped together in determining the depreciation charge.

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 in relation to the total cost 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 such derecognition 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:

Rail Corridor : On Progressive Target Trafc. Building : Life of the project Roads : 3-10 years Telecommunication : 3-9 years



Railway Sidings : 15 years Plant and Equipment : 5-30 years Computers and Laptops : 3 Years Ofce equipment : 3-6 years Furniture and Fixtures : 10 years Vehicles : 8-10 years

Based on technical evaluation, the management believes that the useful lives given above best represents the period over which the management expects to use the asset. Hence the useful lives of the assets may be different from useful lives as prescribed under Part C of schedule II of companies act, 2013.

The estimated useful life of the assets is reviewed at the end of each nancial year.

The residual value of Property, plant and equipment for depreciation purpose is considered as 5% of the original cost of the asset.

Depreciation on the assets added / disposed of during the year is provided on pro-rata basis with reference to the month of addition / disposal.

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.

Capital Expenses incurred by the company on construction/development of certain assets which are essential for production, supply of goods or for the access to any existing Assets of the company are recognised as Enabling Assets under Property, Plant and Equipment.

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, including Stage wise CoD the assets are classied as Rail Corridor and depreciated/ amortised based on the Agreed Targeted Trafc based on the Concession Agreement. The Commercial Operation of the Company is yet to begin.

Transition to Ind ASThe 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.

11) 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.

12) 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) as per the Concession Agreement or by any other Authority as per rules and regulations of MoR/SECR for the project including stage-wise certication, if any.

On being brought to revenue, the assets under capital work in progress are reclassied as a component of property, plant and equipment under the nomenclature “Rail Corridor”. Rail Corridor are amortised from the year when the Rail



Corridor is brought under revenue in the total NTKM (Target Trafc) to be achieved as per the Concession Agreement to be read with Addendum and Corrigendum to the Concession Agreement.

13) Intangible Assets Intangible assets acquired separately are measured on initial recognition at cost. The cost of intangible assets acquired in

a business combination is their fair value at the date of acquisition. Following initial recognition, intangible assets are carried at cost less any accumulated amortisation (calculated on a straight-line basis over their useful lives) and accumulated impairment losses, if any.

Internally generated intangibles, excluding development costs, are not capitalised. Instead, the related expenditure is recognised in the statement of prot or loss and other comprehensive income in the period in which the expenditure is incurred. The useful lives of intangible assets are assessed as either nite or indenite. Intangible assets with nite lives are amortised over their useful economic lives and assessed for impairment whenever there is an indication that the intangible asset may be impaired. The amortisation period and the amortisation method for an intangible asset with a nite useful life are reviewed at least at the end of each repor ting period. Changes in the expected useful life or the expected pattern of consumption of future economic benets embodied in the asset are considered to modify the amortisation period or method, as appropriate, and are treated as changes in accounting estimates. The amortisation expense on intangible assets with nite lives is recognised in the statement of prot or loss.

An intangible asset with an indenite useful life is not amortised but is tested for impairment at each reporting date.

Gains or losses arising from de-recognition of an intangible asset are measured as the difference between the net disposal proceeds and the carrying amount of the asset, and recognised in the statement of prot or loss.

Exploration and Evaluation assets attributable to blocks identied for sale or proposed to be sold to outside agencies are however, classied as Intangible Assets and tested for impairment.

Cost of Software recognized as intangible asset, is amortised on straight line method over a period of legal right to use or three years, whichever is less; with a nil residual value.

Research and Development is recognised as an expenditure as and when incurred.

14) Impairment of Assets (other than nancial assets) 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 or cash-generating unit’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 groups of assets, in which case the recoverable amount is determined for the cash-generating unit to which the asset belongs.

If the recoverable amount of an asset is estimated to be less than its carrying amount, the carrying amount of the asset is reduced to its recoverable amount and the impairment loss is recognized in the Statement of Prot and Loss.

15) 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.



15.1) 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.

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.

Debt instrument at FVTOCI ‘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.



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 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 (other than fair value) 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 115

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.



15.2) 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 After initial recognition, these 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.

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.



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.

16) Cash & Cash equivalents Cash and cash equivalent in the balance sheet comprise cash at banks and on hand and short-term deposits. For the

purpose of the consolidated statement of cash ows, cash and cash equivalents consist of cash and short-term deposits, as dened above, net of outstanding bank overdrafts as they are considered an integral part of the company’s cash management.

17) 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.

The following table shows various reclassication and how they are accounted for

Original Classication

Amortised cost

FVTPL

Amortised cost

FVTOCI

FVTPL

FVTOCI

Revised Classication

FVTPL

Amortised Cost

FVTOCI

Amortised cost

FVTOCI

FVTPL

Accounting Treatment

Fair value is measured at reclassication date. Difference between previous amortized cost and fair value is recognised in P&L.

Fair value at reclassication date becomes its new gross carrying amount. EIR is calculated based on the new gross carrying amount.

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.

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.

Fair value at reclassication date becomes its new carrying amount. No other adjustment is required.

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.



18) 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 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.

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.

19) Employee Benets

19.1) Short-term Benets All short term employee benets are recognized in the period in which they are incurred.

19.2) 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 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 at each balance sheet 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 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.

19.3) 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.

20) Foreign Currency The company’s reported currency and the functional currency for majority of its operations is in Indian Rupees (INR) being

the principal currency of the economic environment in which it operates.

Transactions in foreign currencies are converted into the reported currency of the company using the exchange rate prevailing at the transaction date. Monetary assets and liabilities denominated in foreign currencies outstanding at the end of the reporting period are translated at the exchange rates prevailing as at the end of reporting period. Exchange differences arising on the settlement of monetary assets and liabilities or on translating monetary assets and liabilities at rates different from those at which they were translated on initial recognition during the period or in previous nancial statements are recognised in statement of prot and loss in the period in which they arise.

Non-monetary items denominated in foreign currency are valued at the exchange rates prevailing on the date of transactions.



21) 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 recognized 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.

22) 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.

23) 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.

23.1) 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:

23.1.1) 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 Company; (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 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.

The nancial statements are prepared on going concern basis using accrual basis of accounting.

23.1.2) 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 the Company may also be required to present separately immaterial items when required by law.

Errors/omissions discovered in the current year relating to prior periods are treated as immaterial and adjusted during the current year, if all such errors and omissions in aggregate does not exceed 1% of total revenue from Operation (net of statutory levies) as per the last audited nancial statement of the company.

23.1.3) Operating lease Company has entered into lease agreements. The Company has determined, based on an evaluation of the terms and

conditions of the arrangements, such as the lease term not constituting a major part of the economic life of the commercial property and the fair value of the asset, that it retains all the signicant risks and rewards of ownership of these properties and accounts for the contracts as operating leases.

23.2) 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 Company 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.

23.2.1) Impairment of non-nancial assets There is an indication of impairment if, 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.

23.2.2) 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.



23.2.3) Dened benet plans The cost of the dened benet gratuity plan and other post-employment medical benets and the present value of the

gratuity obligation are determined using actuarial valuations. An actuarial valuation involves making various assumptions that may differ from actual developments in the future. These include the determination of the discount rate, future salary increases and mortality rates.

Due to the complexities involved in the valuation and its long-term nature, a dened benet obligation is highly sensitive to changes in these assumptions. All assumptions are reviewed at each reporting date. The parameter most subject to change is the discount rate. In determining the appropriate discount rate for plans operated in India, the management considers the interest rates of government bonds in currencies consistent with the currencies of the post-employment benet obligation.

The mortality rate is based on publicly available mortality tables of the country. Those mortality tables tend to change only at interval in response to demographic changes. Future salary increases and gratuity increases are based on expected future ination rate.

23.2.4) 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 and other relevant input /considerations. Changes in assumptions about these factors could affect the reported fair value of nancial instruments.

23.2.5) 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 usually when a project report is formulated and approved.



BALANCE SHEET As at 31st MARCH 2020

Note As at As at

No. 31.03.2020 31.03.2019Sl. No. Particulars


ASSETS

(1) Non-Current Assets

(a) Property, Plant & Equipments 3 59,367.63 430.36

(b) Capital work in progress 4 139,702.77 144,514.23

(c) Exploration and Evaluation Assets - -

(d) Intangible assets 5 0.33 0.82

(e) Intangible assets under development - -

(f) Investment Property - -

(e) Financial Assets

(i) Investments - -

(ii) Loans - -

(iii) Other Financial Assets 6 487.02 6.28

(h) Deferred tax assets (net) - -

(i) Other non-current assets 7 11,390.49 12,402.13

Total Non-Current Assets (A) 210,948.24 157,354.36

(2) Current Assets

(a) Inventories - -

(b) Financial Assets

(i) Investments - -

(ii) Trade Receivables 8 710.18 -

(iii) Cash & Cash equivalents 9 14,411.42 5,071.06

(iv) Other Bank balances - -

(v) Loans - -

(vi) Other Financial Assets 6 37.70 39.25

(c) Current Tax Assets (Net) - -

(d) Other Current Assets 10 10,948.36 10,821.26

Total Current Assets (B) 26,107.66 3,445.42

Total Assets (A+B) 237,055.90 173,285.93

EQUITY AND LIABILITIES

Equity

(a) Equity Share Capital 11 47,300.00 44,100.00

(b) Other Equity 12 (2,319.79) (71.32)

Equity attributable to equity holders of the company 44,980.21 44,028.68

Share Application Money Pending Allotment 11 8,946.88 -

Non-Controlling Interests - -

Total Equity (A) 53,927.09 44,028.68

( in Lakh)


BALANCE SHEET As at 31st MARCH 2020

Liabilities

(1) Non-Current Liabilities

(a) Financial Liabilities

(i) Borrowings 13 176,004.24 124,928.25

(ii) Other nancial liabilities - -

(b) Provisions - -

(c) Other non-current liabilities - -

(d) Deferred Tax liabilities (net) 1,132.67 -

Total Non-Current Liabilities (B) 177,136.92 124,928.25

(2) Current Liabilities


(i) Borrowings 13 - -

(ii) Trade payables - -

Total outstanding dues of creditors of MSME - -

Total outstanding dues of Creditors other than MSME - - (iii) Other Financial Liabilities 14 5,937.49 4,219.13

(b) Other Current Liabilities 15 54.40 109.87

(c) Provisions - -

Total Current Liabilities (net) 5,991.89 4,329.00

Total Equity and Liabilities (A+B+C) 237,055.90 173,285.93

Sl. No. Particulars

The Accompanying Notes form an integral part of the Financial Statements.

Sd/- Sd/- Sd/- Sd/- (ANAND A. JOSEPH) (RAJNEESH NARAIN) (KULDIP PRASAD) (R.K. NIGAM)COMPANY SECRETARY CHIEF FINANCIAL OFFICER DIRECTOR CHAIRMAN DIN No - 07463640 DIN No - 08321825

AS PER OUR REPORT ON EVEN DATE

For, AJAY SINDHWANI & CO. Chartered Accountants

ICAI Firm Regn No. 015455C

Sd/-

[CA VINOD KUMAR KESHWANI] (Partner)

Mem.No. 400622UDIN : 20400622AAAAAX9237

DATE: 06.06.2020 PLACE: BILASPUR


Note As at As at

No. 31.03.2020 31.03.2019

UDIN : 20400622AAAAAX9237

( in Lakh)


STATEMENT OF PROFIT & LOSS FOR THE YEAR ENDED ON 31ST MARCH 2020

Note For the year For the Year

No. Ended Ended

31.03.2020 31.03.2019

Revenue from Operations

A Revenue From Operations 16 1,395.13 -

B Other Operating Revenue (Net) - -

(I) Revenue from Operations (A+B) - -

(II) Other Income 17 - 0.62

(III) Total Income (I+II) 1,395.13 0.62

(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 18 448.74 -

Finance Costs 19 1,994.84 -

Depreciation/Amortization/ Impairment expense 18.65 -

Provisions - -

Write off - -

Other Expenses 20 48.70 15.15

Total Expenses (IV) 12,510.93 15.15

(V) Prot before exceptional items and Tax (III-IV) (1,115.80) (14.53)

(VI) Exceptional Items - -

(VII) Prot before Tax (V-VI) (1,115.80) (14.53)

(VIII) Tax expense 21 1,132.67 -

(IX) Prot for the period from continuing operations (VII-VIII) (2,248.47) (14.53)

(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) (2,248.47) (14.53)

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 - -

Sl. No. Particulars


( in Lakh)


STATEMENT OF PROFIT & LOSS FOR THE YEAR ENDED ON 31ST MARCH 2020

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) (2,248.47) (14.53)

Prot attributable to:

Owners of the company - -

Non-controlling interest - -

Other Comprehensive Income attributable to:



Total Comprehensive Income attributable to:



(XVII) Earnings per equity share (for continuing operation):

(1) Basic (0.50) (0.00)

(2) Diluted (0.50) (0.00)

(XVIII) Earnings per equity share (for discontinued operation):

(1) Basic - -

(2) Diluted - -

(XIX) Earnings per equity share (for discontinued

& continuing operation):

(1) Basic (0.50) (0.00)

(2) Diluted (0.50) (0.00)

Sd/- Sd/- Sd/- Sd/- (ANAND A. JOSEPH) (RAJNEESH NARAIN) (M. K. Prasad) (R.K. NIGAM)COMPANY SECRETARY CHIEF FINANCIAL OFFICER DIRECTOR CHAIRMAN DIN No - 08489359 DIN No - 08321825




Sd/-




Sl. No. Particulars


Note For the year For the Year

No. Ended Ended

31.03.2020 31.03.2019

( in Lakh)


CASH FLOW STATEMENT (INDIRECT METHOD)

CASH FLOW FROM OPERATING ACTIVITIES

Total Comprehensive Income before tax (1,115.80) (14.53)

Adjustments for :

Exchange uctuation loss on long term borrowing - -

Depreciation / Impairment of Fixed Assets 126.09 14.58

Interest from Bank Deposits - -

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 (989.71) (0.05)

Adjustment for :

Trade Receivables 710.18 -

Inventories - -

Short/Long Term Loans/Advances & Other Current Assets (405.89) 10,924.16

Short/Long Term Liablities and Provisions 1,662.89 1,815.73

Cash Generated from Operation (368.89) (9,108.38)

Income Tax Paid/Refund - -

Net Cash Flow from Operating Activities (A) (368.89) (9,108.38)

CASH FLOW FROM INVESTING ACTIVITIES

Purchase of Fixed Assets (59,026.87) (356.25)

Right of Use Asset (36.00) -

Investment in Bank Deposit - -

Capital work-in-progress 4,811.46 (41,393.51)

Change in investments - -

Investment in joint venture - -

Interest pertaining to Investing Activities - -

Interest / Dividend from investments - -

Net Cash from Investing Activities (B) (54,251.41) (41,749.76)

CASH FLOW FROM FINANCING ACTIVITIES - -

Issue of Equity Share Capital 3,200.00 13,500.00

Share Application Money Pending Allotment 8,946.88 -

Repayment of Borrowings - -

Long Term Borrowings 51,076.00 41,042.00

Interest & Finance cost pertaining to Financing Activities - -

For the year Ended For the Year Ended

31.03.2020 31.03.2019Particulars


( in Lakh)


Receipt of Shifting & Rehabilitation Fund - -

Dividend & Dividend Tax - -

Buyback of Equity Share Capital - -

Net Cash used in Financing Activities (C) 63,222.88 54,542.00

Net Increase / (Decrease) in Cash & Bank Balances (A+B+C) 9,340.36 3,683.86

Cash & Bank Balance (opening balance) 5,071.06 1,387.21

Cash & Bank Balance (closing balance) 14,411.42 5,071.07

(All gures in bracket represent outow.)

Particulars

Sd/- Sd/- Sd/- Sd/- (ANAND A. JOSEPH) (RAJNEESH NARAIN) (M.K. PRASAD) (R.K. NIGAM)COMPANY SECRETARY CHIEF FINANCIAL OFFICER DIRECTOR CHAIRMAN DIN No - 08489359 DIN No - 08321825




Sd/-




CASH FLOW STATEMENT (INDIRECT METHOD)

For the year Ended For the Year Ended

31.03.2020 31.03.2019


( in Lakh)


STATEMENT OF CHANGES IN EQUITY FOR THE YEAR ENDED 31st MARCH, 2020

A. EQUITY SHARE CAPITAL

B. OTHER EQUITY

Particulars Balance As at 01.04.2018

Changes In Equity Share Capital

During The Year

Balance as at 31.03.2019

Balance As at01.04.2019

Changes In Equity Share Capital

During The Year

Balance as at 31.03.2020

General Other Retained Debt Instruments Non- Total

Reserve Reserves Earnings though Other Controlling

Comprehensive Income Interests

Balance as at 01.04.2018 - - (56.79) - - (56.79)

Additions during the year - - - - - -

Adjustments during the year - - - - - -

Changes in accounting policy or prior

period errors - - - - - -

Total comprehensive income during

the year - - (14.53) - - (14.53)

Adjustments during the year - - - - - -

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 31.03.2019 - - (71.32) - - (71.32)

Balance as at 01.04.2019 - - (71.32) - - (71.32)

Additions during the period - - - - - -

Adjustments during the period - - - - - -

Changes in accounting policy or prior

period errors - - - - - -

Total comprehensive income during

the period - - (2,248.47) - - (2,248.47)

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 31.03.2020 - - (2,319.79) - - (2,319.79)


Equity Share Capital 44,100.00 - 44,100.00 44,100.00 3,200.00 47,300.00

( in Lakh)


NOTES TO THE ACCOUNTS

Carrying AmountAs at 1 April 2018 - 85.90 - 23.14 - - 109.04

Additions during the year - - 350.93 4.47 - - 355.40

Deletions/Adjustments - - - - - - 0.00

As at 31 March 2019 - 85.90 350.93 27.61 - - 464.44

As at 1 April 2019 - 85.90 350.93 27.61 - - 464.44

Additions during the year 58,334.44 - 688.17 4.26 - 0.03 59,026.90

Deletions/Adjustments - - - (0.68) 36.00 - 35.32

As at 31 March 2020 58,334.44 85.90 1,039.10 31.19 36.00 0.03 59,526.66

Accumulated Depreciation and

ImpairmentAs at 1 April 2018 - 7.56 - 11.98 - - 19.54

Charge for the year - 2.98 8.33 3.24 - - 14.55

Impairment - - - - - - -

Diposals/ Retirements\Adjustmenmts - - - - - -

As at 31 March 2019 - 10.53 8.33 15.22 - - 34.08

As at 1 April 2019 - 10.53 8.33 15.22 - - 34.08

Charge for the year 18.65 2.98 99.03 3.50 1.44 - 125.60

Impairment - - - - - - 0.00

Diposals/ Retirements\Adjustmenmts - - - (0.65) - - (0.65)

As at 31 March 2020 18.65 13.51 107.36 18.07 1.44 - 159.03

Net Carrying AmountAs at 31 March 2020 58,315.79 72.39 931.74 13.12 34.56 0.03 59,367.63

As at 31 March 2019 - 75.37 342.60 12.39 - - 430.36

As at 01 April 2018 - 78.34 - 11.16 - - 89.50

NOTE - 03 Property Plant and Equipment

PARTICULARS Rail

Corridor Building

Plant and Equipments

Furniture and Fixtures

Right ofUse Asset

SurveyedOff Assests

Total

Notes:

1) The Company has entered into the Conveyance Deed on Outright Purchase Basis with CSIDCL for Ofce Building on 24.07.2014 for the period of 30 years. The Cost of the Ofce Building is being shared jointly with Chhattisgarh East-West Railway Limited 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 Buildlng is subject to renewal after the expiry of lease term.

2) The Company had entered into a lease agreement for leasehold land from CSIDCL on 'Equal Cost Sharing Basis'. As per

the Lease Agreement, the lease is an Operating Lease. The tenure of lease period is 30 years. Accordingly, the accounting treatment has to done as per IND AS-17 upto 31.03.2019.


( in Lakh)



Value of Land : Original Cost - 43,93,698.00

Amortisation on Land - 7,93,308.00

Carrying Value - 36,00,390.00

Classication

Non-Current (Note-7) - 34,05,114.00

Current (Note-9) - 1,95,276.00

Right of Use Asset 36,00,390.00 -

NOTE - 03 Property Plant and Equipment

PARTICULARS


As on 31.03.2020 As on 31.03.2019

4) Accordingly, the Carrying Value of Land as on 31.03.2019 amounting to `36,00,390.00 as shown under Prepaid Expenses in Note 7 & 9 respectively has been shown as Right of Use Asset as shown as under:

( in Lakh)

3) Ministry of Corporate Affairs vide Notication dated 30.03.2019 has introduced Ind AS 116 to be implemented w.e.f. 01.04.2019 and withdrawn Ind AS 17. Ind AS 116, Leases amongst other things prescribes a single model of accounting for the lessees in all leases. Lessee to recognize a right-of-use asset and corresponding liability in its Balance Sheet at commencement of lease and then the asset shall be depreciated and liability to amortise over the lease term.


Carrying Amount Construction Work Consultancy Charges Others

As at 1 April 2018 47,954.88 47,322.91 6,414.38 1,428.55 103,120.72

Additions During The Year 9,827.49 35,036.15 526.28 567.38 45,957.30

Capitalisations/Deletions - (4,563.79) - - (4,563.79)

As at 31 March 2019 57,782.37 77,795.27 6,940.66 1,995.93 144,514.23

As at 1 April 2019 57,782.37 77,795.27 6,940.66 1,995.93 144,514.23

Additions During The Year 13,774.38 46,576.49 3,379.52 108.83 63,839.22

Capitalisations/Deletions (9,836.24) (58,334.44) - (480.00) (68,650.68)

As at 31 March 2020 61,720.51 66,037.32 10,320.18 1,624.76 139,702.77

Provision and Impairment

As at 1 April 2018 - - - - -

Charge for the Year - - - - -

Impairment - - - - -

Deletions/Adjustments - - - - -

As at 31 March 2019 - - - - -

As at 1 April 2019 - - - - -

Charge for the year - - - - -

Impairment during the Period - - - - -

Deletions/Adjustments - - - - -

As at 31 March 2020 - - - - -

Net Carrying Amont

As at 31 March 2020 61,720.51 66,037.32 10,320.18 1,624.76 139,702.77

As at 31 March 2019 57,782.37 77,795.27 6,940.66 1,995.93 144,514.23

As at 01 April 2018 47,954.88 47,322.91 6,414.38 1,428.55 103,120.72

PARTICULARS Development Rail Corridor Under Construction Total

Revenue Expenses

Notes: 1. Rail Corridor Under Construction indicates payment made to IRCON towards facilitating Land Acqisition, Preparation of

Feasiblity Report and Detailed Project Report and towards constuction work as per the parameters of Project Execution Agreement signed between the Company and IRCON International Limited dated 18.01.2014.

2. The revenue expenses amounting to `61,720.51 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 (Cumulative and Project Wise) has been given under:

NOTE - 04 Capital Work in Progress



( in Lakh)



1 Salary, wages and Contribution to PF 398.35 151.99 0.00 550.34

2 Other Allowances 29.19 3.78 0.00 32.97

3 Travelling Expenses 66.74 11.40 0.00 78.14

4 Rent, Taxes and Ofce Maintenance Expenses 37.88 7.97 0.00 45.85

5 Depreciation and Amortization 38.73 107.44 0.00 146.17

6 Other Expenditure 174.56 37.14 0.00 211.70

7 Interest 21,909.00 14,251.15 9,831.73 26,328.42

8 Provision For Income Tax 265.44 - 0.00 260.939 Fees to RoC for Increase of Authorized Share Capital 249.19 - 4.51 249.19

10 Deferred Fair Value Loss - IND AS 35,552.94 (470.45) 0.00 35,082.49

Sub-Total 58,722.02 14,100.42 9,836.24 62,986.20

11 Less: Interest Income - Bank 688.71 326.04 0.00 1,014.75

12 Les: Interest Income-Others 250.94 - 0.00 250.94

Total 57,782.37 13,774.38 9,836.24 61,720.51

1 Salary, wages and Contribution to PF 398.35 151.99 - 550.34

2 Other Allowances 29.19 3.78 - 32.97

3 Travelling Expenses 66.74 11.40 - 78.14

4 Rent, Taxes and Ofce Maintenance Expenses 37.88 7.97 - 45.85

5 Depreciation and Amortization 38.73 107.44 - 146.17

6 Other Expenditure 170.43 37.14 - 207.57

7 Interest 21,909.00 14,251.15 9,831.73 26,328.42

8 Provision For Income Tax 265.44 - 4.51 260.93

9 Fees to RoC for Increase of Authorized Share Capital 249.19 - - 249.19

10 Deferred Fair Value Loss - IND AS 35,552.94 (470.45) - 35,082.49

Sub-Total 58,717.89 14,100.42 9,836.24 62,982.07

11 Less: Interest Income - Bank 688.71 295.04 - 983.75

12 Les: Interest Income-Others 250.94 - - 250.94

Total 57,778.24 13,805.38 9,836.24 61,747.38

Sl.

No.

Sl.

No.

PHASE-I & II PROJECT

PHASE-I PROJECT

Balance as on 31.03.2020


Capitalization/Deletions


Addition during the

Year

Addition during the

Year

Balance as on01.04.2019


Particulars

Particulars



( in Lakh)

( in Lakh)



1 Salary, wages and Contribution to PF - - - -

2 Other Allowances - - - -

3 Travelling Expenses - - - -

4 Rent, Taxes and Ofce Maintenance Expenses - - - -

5 Depreciation and Amortization - - - -

6 Other Expenditure 4.13 - - 4.13

7 Interest - - - -

8 Provision For Income Tax - - - -

9 Fees to RoC for Increase of Authorized Share Capital - - - -

10 Deferred Fair Value Loss - IND AS - - - -

Sub-Total 4.13 0.00 - 4.13

11 Less: Interest Income - Bank - 31.00 - 31.00

12 Les: Interest Income-Others - - - -

Total 4.13 (31.00) - (26.87)

Sl.

No.

PHASE- II PROJECT



Addition during the

Year


Particulars

3) The Expenditure incurred towards conduction of Board Meeting, Annual General Meeting and Extra-ordinary General Meeting and any other Committee Meeting, various Audit Fees, consultancy fees for various secretarial and tax matters and related expenses are charged to Statement of Prot and Loss. The Expenses which are directly or Indirectly related to the Project are being capitalized as the Company is a Special Purpose Vehicle for a single project.

4) Payment amounting to ̀ 1624.76 Lakhs under the Head Others covered under Rail Corridor Under Construction includes

expenditure amounting to ` 558.00 Lakhs relating to Directional and General Charges payable to Railways as per the terms of the Concession Agreement and amount of ` 1058.89 Lakhs payment of Upfront Fee, Leadership Charges and Other Financing Charges as stipulated in Sanction Letters of Banks for availing Rupee Term Loan (RTL) of ` 2443.00 crores by the Company and payment made to Lenders Independent Engineer (LIE), Lenders Insurance Advisor (LIA), Lenders Legal Counsel (LLC) and Security Trustee appointment by Lenders, payment to Owners Legal Counsel (OLC) appointed by the Company in connection with Financing of RTL of ̀ 2443.00 crores and payment to SBI Capital Markets Limited (Debt-Syndication Agency), Credit Rating Agency.



( in Lakh)



Carrying Amount

As at 1 April 2018 - - -

Additions during the year - 0.85 0.85

Deletions/Adjustments - - -

As at 31 March 2019 - 0.85 0.85

As at 1 April 2019 - 0.85 0.85

Additions during the year - - -

Deletions/Adjustments - - -

As at 31 March 2020 - 0.85 0.85

Accumulated Depreciation and Impairment

As at 1 April 2018 - - -

Charge for the year - 0.03 0.03

Impairment - - -

Diposals/ Retirements\Adjustmenmts - - -

As at 31 March 2019 - 0.03 0.03

As at 1 April 2019 - 0.03 0.03

Charge for the year - 0.49 0.49

Impairment - - -

Diposals/ Retirements\Adjustmenmts - - -

As at 31 March 2020 - 0.52 0.52

Net Carrying Amount

As at 31 March 2020 - 0.33 0.33

As at 31 March 2019 - 0.82 0.82

As at 1 April 2018 - - -

NOTE - 05 INTANGIBLE ASSETS

TotalOthersComputerSoftware

Particulars

Note: Others denotes Design and Development Charges of Website of CERL & CEWRL. The Website is common for both the Companies. Accordingly, the Cost has been charged equally between CERL & CEWRL.


( in Lakh)


As at As at

31.03.2020 31.03.2019

Bank deposits - -

Other Deposits 487.02 6.82

Less: Provision for doubtful deposits - -

487.02 6.82

TOTAL 487.02 6.82

Current

Interest accrued on

- Investments - -

- Bank Deposits

Phase-I Project 22.55 39.25

Phase-II Project 15.15 -

- Others (specify in note) - -

Other Deposits - -

Less: Provision for doubtful deposits - -

- -

TOTAL 37.70 39.25


1 Security Deposit in respect of lease of ofce building from CSIDCL. 3.81 3.81

2 Security Deposit for Telephone Line with BSNL, Raipur 0.03 0.03

3 Security Deposit for Electricity Connection with CSPDCL, Raipur 0.21 0.21

4 Security Deposit for LPG Cylinder Connection with HP Gas Agency, Raipur 0.02 0.02

5 Security Deposit to C.E. Minimata Bango Canal No. 5 0.21 0.21

6 Security Deposit to RAO, CSPDCL for 10 Km LT Power Connection 1.00 1.00

7 Security Deposit to Registrar & Transfer Agent 0.02 0.02

8 Secutiry Deposit for Broadband Connection 0.02 0.02

9 Security Deposit to Depository 1.50 1.50

10 Security Deposit for Electricity Connection at Raigarh 480.00 0.00

11 Security Deposit for Electricity Connection at Dharamjaigarh 0.20 0.00

Total 487.02 6.82

NOTE - 06 : OTHER FINANCIAL ASSETS

Notes:

1) Deposit includes:

2) The Computation of Accrued Interest on Bank deposits for FY 2019-20 has been done based on Certicate received from Banks. However, the Computation of Accrued Interest on Bank deposits for FY 2018-19 was made, in the absence of Bank conrmation, on the basis of available information regarding rate of interest, penal charges for premature liquidation considering 31.03.2019 as liquidation date on estimation basis.



( in Lakh)

( in Lakh)


1)

2)

3)


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.

R&R Compensation to FA & CAO, South East Central Railway (SECR) for

Private Land (Refer 16.4(e) of Additional Notes on Accounts)

Expenditure towards Diversion of Forest Land and Govt. Land as per

Clause 6 of MoU dated 03.11.2012

17,140.97

15,000.00

5,901.34

38,042.31

17,140.97

15,000.00

5,893.73

38,034.70

NOTE - 07 : OTHER NON-CURRENT ASSETS

Notes:

1) Capital Advances towards Land includes :

2) Advance to Related Parties indicates Payment made to IRCON International Limited for deposits works in connection with diversion of electrical crossings and towards road diversion works. The Works Completed has been capitalised under Rail Corridor under Construction.


As at As at

31.03.2020 31.03.2019

(I) Capital Advances

(A) Towards Land 38,042.31 38,034.70

Less : Provision for doubtful Loans & Advances - -

38,042.31 38,034.70

(ii) Advances other than capital advances

(a) Security Deposit for utilities

Less :Provision for doubtful deposits - -

- -

(b) Other Deposits 17.41 17.41

Less :Provision for doubtful deposits - -

17.41 17.41

(c) Advances to Related Parties 8,413.24 9,868.91

(d) Advance for Revenue - -

Less :Provision for doubtful advances - -

-

(e) Prepaid Expenses - 34.05

Deferred Fair Value Loss - IND AS (35,082.47) (35,552.94)

TOTAL 11,390.49 12,402.13


( in Lakh)

( in Lakh)


1

2

3

4

5

Sl. No. Particulars

Particulars

FY 2019-20

FY 2019-20

FY 2018-19

FY 2018-19

Opening Balance

Addition During the year

Total

Works Completed

Balance (3-4)

Value of Land : Original Cost

Amortisation on Land

Carrying Value

Classication

Non-Current (Note-7)

Current (Note-9)

Right of Use Asset

9,868.91

61.37

9,930.28

1,517.04

8,413.24

-

-

-

-

-

36,00,390.00

7,867.92

2,000.99

9,868.91

-

9,868.91

43,93,698.00

7,93,308.00

36,00,390.00

34,05,114.00

1,95,276.00

-

Notes : 1) Capital Advances towards Land includes :

Notes:

1) Capital Advances towards Land includes :

The Advances paid has been adjusted based on the submission of Final/Provisional Utilization Certicate of Works by IRCON amounting to ̀ 15,17,03,762.25 in FY 2019-20 relating to diversion of utility shifting works and other works which is being executed by the respective owner agencies.

3) The Company has entered into the Concession Agreement with SECR on 12.06.2015 and subsequently, Addendum and

Corrigendum to the Concession Agreement has been executed on 21.03.2017. The company has been nominated as the Concessionaire for the East Rail Corridor Project. The Concession Agreement stipulates that the land shall be acquired in the name of Ministry of Railways at the cost of the Concessionaire. The cost incurred by the company towards the acquisition of land shall be refunded to the Company upon the termination of the Concession Agreement, i.e., 30 years from the Appointed Date. As per Article 38 of the Concession Agreement, Appointed Date” means the date on which Financial Close is achieved or an earlier date that the Parties may by mutual consent determine, and shall be deemed to be the date of commencement of the Concession Period. Accordingly, 24th November, 2017 has been considered as the appointed date being the ate of Financial Closure of CERL Phase-I Project. The DPR of the East Rail Corridor Project has been prepared at a Debt-Equity Ratio of 80:20. The Company has executed the Financing Documents in connection with availment of Rupee Term Loan (RTL) of 2443.00 Crores from Consortium of Banks led by Indian Bank on 24.11.2017 at New Delhi. The Company has obtained the Rupee Term Loan at an Interest Rate of Indian Bank 1 year MCLR+0.75 BP, accordingly effective interest rate of 9.10% p.a.. Further, the Cost of Equity has been considered at 12%, considering the DPE guidelines on PSU's for Investments in projects. As per IND AS, fair value treatment of the Capital Advance has been considered at the rate of 9.68% (weighted average cost of capital) for 30 years, considering Appointed Date as 24.11.2017 as per Concession Agreement. Accordingly, Deferred Fair Value Loss - IND AS of 35,082.47 lakhs has been charged to Capital Work in Progress.

4) In view of the MCA Notication dated 30.03.2019 implementing Ind AS w.e.f. 01.04.2019, the Carrying Amount of Preapid

Expenses (Non-Current) of 34.05 Lakhs as on 31.03.2019 has been transferred as Right of Use Asset and is shown under Note 3 as a separate line of item.



NOTE - 07 : OTHER NON-CURRENT ASSETS( in Lakh)

( in Lakh)



(a)


Current

Trade Receivables

- Secured considered good

- Unsecured considered good

- Have Signicant increase in credit risk

Sub-Total

Less: Provision for bad & Doubtful debts

Total

-

710.18

-

-

710.18

-

710.18

-

-

-

-

-

-

NOTE - 08 : TRADE RECEIVABLES

( in Lakh)

( in Lakh)

a)

b)

c)

d)

Sl. No. Particulars As at 31.03.2020 As at 31.03.2019

Balances with Scheduled Banks

- In Deposit Accounts with maturity upto 3 months

- In Current & Escrow Accounts

Phase-I Project

Phase-II Project

- In Cash Credit Accounts

Cheques, Drafts and Stamps in hand

Imprest with Employees

Others

- In Deposit Accounts with maturity not exceeding 12 months (net of

uncleared balances)

Phase-I Project

Phase-II Project

Total

-

1,158.64

50.04

-

-

-

12,544.26

658.48

14,411.42

-

2.40

-

-

-

-

5,068.66

5,071.06

NOTE - 09 : CASH AND CASH EQUIVALENTS




Advance- Others

Less : Provision for doubtful claims

Advance payment of statutory dues

Less : Provision for doubtful advances

Advance to Employees

Less : Provision for doubtful advances

Receivables-Others

Input Tax Credit Receiveable

Prepaid Expenses

TOTAL

262.86

-

262.86

60.10

-

60.10

0.20

-

-

-

10,585.98

39.22

10,948.36

4,769.33

-

4,769.33

23.57

-

23.57

0.10

-

0.10

-

6025.36

2.90

10,821.26

As at31.03.2019

NOTE -10 : OTHER CURRENT ASSETS

As at31.03.2018


( in Lakh)

Sl. No. Particulars FY 2019-20 F Y 2018-19

1) For Kharsia Yard Remodelling, FA & CAO, SECR, Bilaspur * - 4,563.80

2) For Extension/Modication of Control Room at SECR, Bilaspur 226.15 205.53

3) For Procurement of Track Machine to FA & CAO, SECR, Bilaspur 36.71 -

Total 262.86 4,769.33

Notes : 1) Other Advances includes

*The Work of Kharsia Yard Remodelling at Kharsia Station has been completed in FY 2019-20 and accordingly, has been transferred to the Rail Corridor Asset in Note 3

2 In view of the MCA Notication dated 30.03.2019 implementing Ind AS w.e.f. 01.04.2019, the Carrying Amount of Preapid

Expenses (Current) of ̀ 1.95 Lakhs as on 31.03.2019 has been transferred as Right of Use Asset and is shown under Note 3 as a separate line of item.

( in Lakh)


Particulars As on 31.03.2020 As on 31.03.2019

Value of Land : Original Cost - 43,93,698.00

Amortisation on Land - 7,93,308.00

Carrying Value - 36,00,390.00

Classication

Non-Current (Note-7) - 34,05,114.00

Current (Note-9) - 1,95,276.00

Right of Use Asset 36,00,390.00 -



( in Lakh)NOTE -10 : OTHER CURRENT ASSETS



As on 31.03.2020 As on 31.03.2019

Authorised

100,00,00,000 Equity Shares of `10/- each 1,00,000.00 1,00,000.00

TOTAL 1,00,000.00 1,00,000.00

Issued, Subscribed and Paid-up

47,30,00,000 (P.Y. 44,10,00,000) Equity Shares of `10/- each 47,300.00 44,100.00

TOTAL 47,300.00 44,100.00

Share Application Money Pending Allotment 8,946.88 -

TOTAL 8,946.88 -

Outstanding at the beginning of the period

Issued during the period

Outstanding at the end of the period

Note - 11 : Equity Share Capital

ParticularsCurrent Year Previous Year

No. of shares No. of sharesShare Capital(in lakh)

Share Capital(in lakh)

4,41,000,000

32,000,000

4,73,000,000

4,41,00.00

32,00.00

4,73,00.00

306,000,000

1,35,000,000

4,41,000,000

30,600.00

13,500.00

44,100.00


( in Lakh)

South Eastern Coalelds Limited and its

Nominees (Holding Company)

IRCON International Limited

CSIDCL (Representing GoCG)

No. of Shares held(Face value of

` 10 each)

No. of Shares held(Face value of

` 10 each)

% of Total Shares

% of Total Shares

3,33,724,800

1,22,575,700

16,699,500

70.56

25.91

3.53

3,01,724,800

1,22,575,700

16,699,500

68.42

2.79

3.79

1) Shares in the company held by each shareholder holding more than 5% Shares

Name of Shareholder Current Year Previous Year

2) 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.

3) 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 49.458 Hectares of Govt. Land has been transferred in the name of SECR and the value of land has been claimed amounting to ̀ 11.98 crores. The value of land provided by the State Govt. needs to be adjusted by issue of equity shares by complying with the provisions of section 62 (c) of the Companies Act, 2013 read with Rule 13 Companies (Share Capital and Debentures) Rules, 2014. The applicable section of the Companies Act, 2013 stipulates that price of shares to be issued on a preferential basis for consideration other than cash, the valuation of such consideration shall be done by a registered valuer who shall submit a valuation report to the company giving justication for the valuation. Therefore, pending valuation by a Registered Valuer, the shares have not been issued to CSIDC for the valuation of Govt. Land and therefore, the value of equity of State Govt. (Represented by CSIDCL) is only 3.53% on the Balance Sheet date.




4) In connection with Phase-I Project of CERL, the Company took out the Rights Issue of ̀ 150.00 Crore and the Offer Letter for Rights Issue were issued to promoter companies viz., SECL, IRCON and IRCON in proportion to their shareholdings of 64%, 26% & 10% respectively. South Eastern Coalelds Limited has subscribed to the extent of their Equity Commitement in Phase-I Project amounting to ` 89.47 Crore on right basis. The allotment of the shares were done on 30.04.2020. Pending Allotmnent, the Share Application Money received from SECL towards subscription of Equity Shares of the Company is being shown as Share Appliction Money pending Allotment.

5) In connection with Phase-II Project of CERL, the Company took out the Rights Issue of ̀ 50.00 Crore and the Offer Letter for

Rights Issue were issued to promoter companies viz., SECL, IRCON and IRCON v in proportion to their shareholdings of 64%, 26% & 10% respectively. South Eastern Coalelds Limited has subscribed in full to their offered subscription amounting to ` 32.00 Crore on right basis, in proportion to the shareholding of 64% as envisaged in Clause 5 (ii) of the Articles of Association of CERL. The allotment of the shares were done on 06.01.2020.

Note - 11 : Equity Share Capital


Equity

Portion of Capital Capital CSR Sustainable General Retained Non- Total

Preference Redemption Reserve Reserve Development Reserve Earnings Controlling

Share Reserve Reserve Interests

Capital

Balance as at 01.04.2018 - - - - - - (56.79) - (56.79)

Additions during the year - - - - - - - - -

Adjustments during the year - - - - - - - - -

Changes in accounting policy

or prior period errors - -

Total comprehensive income

during the year - - - - - - (14.53) - (14.53)

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 31.03.2019 - - - - - - (71.32) - (71.32)

Balance as at 01.04.2019 - - - - - - (71.32) - (71.32)

Additions during the period - - - - - - - - -

Adjustments during the period - - - - - - - - -

Changes in accounting policy

or prior period errors - -

Total comprehensive income

during the period - - - - - - (2,248.47) - (2,248.47)

Appropriations

Transfer to/from General

reserve - - - - - - - - -

Transfer to/from Other - - - - - - - - -

Interim Dividend - - - - - - - - -

Final Dividend - - - - - - - - -

Corporate Dividend tax - - - - - - - - -

Adjustment of Pre-operative

expenses - - - - - - - - -

Balance as at 31.03.2020 - - - - - - (2,319.79) - (2,319.79)

NOTE 12: OTHER EQUITY

Other Reserves



( in Lakh)



NOTE 13: BORROWINGS

Term loan

From Banks

Consortium of Banks (Indian Bank, Lead Bank) 1,76,004.25 1,24,928.25

Total (A) 1,76,004.25 1,24,928.25

Term loan

From Banks

Interest - -

Total (A) - -

CLASSIFICATION 1

Secured 1,76,004.25 1,24,928.25

Unsecured - -

CLASSIFICATION 1

Secured - -

Unsecured - -

As at 31.03.2020 As at 31.03.2019

As at 31.03.2020 As at 31.03.2019

As at 31.03.2020 As at 31.03.2019

As at 31.03.2020 As at 31.03.2019

TERM LOAN FROM CONSORTIUM OF BANKS 1) The members of the Company at its 6th Extraordinary General Meeting held on 24.11.2017 at New Delhi has accorded the

approval for availment of RTL of ` 2443.00 Crores from Banks for East Rail Corridor Phase-I Project of the Company. Subsequently, the Company has executed the Financing Documents in connection with availment of Rupee Term Loan (RTL) of ̀ 2443.00 Crores from Consortium of Banks led by Indian Bank on 24.11.2017 at New Delhi. The Company has obtained the Rupee Term Loan at an Interest Rate of Indian Bank 1 year MCLR+0.75 BP. As per the terms of the Common Loan Agreement, the repayment period of loan (i) The Borrower undertakes to repay, to each of the Lenders, the principal amounts of the Rupee Facility, over a period of 14 (fourteen) years after a moratorium of 2 (two) years from SCOD i.e in 56 (Fifty Six) structured installments on Quarterly Dates commencing from the scheduled First Repayment Date in accordance with the Amortization Schedule provided in Schedule IV (“Repayment Installment”).The Company shall pay Interest on the Interest Payment Date to each of the Lenders on the outstanding principal amount of the Facility, where, “Interest Payment Dates” shall mean the last Business Day of each month.

Article III of the Common Loan Agreement stipluates Security Conditions which is reproduced below: The Secured Obligations in relation to the Rupee Facility shall be secured by the Security Interest stipulated below to be

created by the Borrower in favour of the Security Trustee for the benet of the Secured Parties, to the satisfaction of the Lenders and to the extent approved in terms of the Concession Agreement:

(a) First mortgage on all the immovable xed assets (including freehold and leasehold) of the Project, both present and

future, save and except the Project Assets; (b) A rst ranking pari passu charge by way hypothecation on all of Borrower’s tangible movables in relation to the

Project, including movable plant and machinery, machinery spares, tools and accessories, furniture, xtures, vehicles and all other moveable assets in relation to the Project, both present and future, save and except the Project Assets;


PARTICULARS

PARTICULARS

( in Lakh)



(c) A rst ranking pari passu charge by way hypothecation of all the rights, interests and obligations of the Borrower in relation to the Project including assignment of the Insurance Contracts in relation to the Project, naming the Security Trustee as nominee and for the benet of the Lenders to the extent covered by and in accordance with the Concession Agreement;

(d) A rst ranking pari passu charge over all accounts and current assets of the Borrower in relation to the Project including the Debt Service Reserve Account, Escrow Account and the Sub-Accounts (or any account in substitution thereof) that may be opened in accordance with Escrow Agreement, other Project Documents and the Financing Documents and all funds from time to time deposited therein, the Receivables and all Permitted Investments or other securities representing all amounts credited to the Escrow Account, in relation to the Project and a rst charge on the Receivables;

(e) A rst ranking pari passu charge by way hypothecation on all intangible assets of the Borrower in relation to the

Project including but not limited to goodwill, undertaking and uncalled capital of the Borrower, both present and future, excluding the Project Assets (provided that all amounts received on account of any of these shall be deposited in the Escrow Account and the charge on the same shall be subject to the extent permissible as per the priority specied in the Concession Agreement and the Escrow Agreement);

(f) Non-Disposal Undertaking for 51% of the aggregate shareholding of the Borrower, with a condition that 24% of the

aggregate shareholding shall be pledged automatically in favour of the Security Trustee upon occurrence of an Event of Default, if not cured within 60 (sixty) days, and balance 27% to be pledged after approval of the Authority.

The Security shall be created in favour of the Security Trustee for the benet of the Lenders, in a form, substance and

manner satisfactory to the Security Trustee. It is hereby claried that Project Assets shall not form a part of the Security.

NOTE 13: BORROWINGS




NOTE - 14 : OTHER FINANCIAL LIABILITIES

Non Current

Security Deposits - -

Earnest Money - -

Others - -

Total - -

Current

Consultancy Charges 1,229.69 479.93

Construction Charges

For Work Done 1,123.47 2,683.42

Retention Money 776.71 211.42

Contract Addition: Accrued But Not Due 790.11 770.58

Operation and Maintenance Charges 422.16

Vehicle Hire Charges 1.67 0.91

Printing Charges 0.41 0.35

Travelling Expenses 0.06 3.45

Meeting Expenses - -

Ofce & Workshop Repair & Maintenanace 0.88 0.49

Electricity Charges 1.53 0.10

Telephone Charges 0.02 0.06

Legal Fee - 0.67

Provision for Audit Fees & Expenses 4.19 1.71

Security Deposits 3.11 1.57

Others liabilities 1,583.48 64.47

TOTAL 5,937.49 4,219.13

Notes: 1. Other Liabilities includes expenditure amounting to ̀ 44.20 Lakhs (Previous Year ̀ 40.31 Lakhs) incurred by SECL (Holding

company) on behalf of the company. 2. Other Liabilities includes expenditure amounting to `39.28 Lakhs (Previous Year` 24.15 Lakhs) incurred by Ircon

International Limited on behalf of the company.3. Short Term Advances of ̀ 15.00 Crores given by CSIDCL to the Company.

As at As at

31.03.2020 31.03.2019

NOTE - 15 : OTHER CURRENT LIABILITIES

Statutory Dues:

Income Tax deducted/collected at Source 54.33 109.82

GST TDS 0.07 0.05

Provision for Income Tax -

Less: Advance Tax/TDS - - -

TOTAL 54.40 109.87

As at As at

31.03.2020 31.03.2019


( in Lakh)

( in Lakh)



NOTE - 16 : REVENUE FROM OPERATIONS

NOTE - 17 : OTHER INCOME

NOTE - 18 : CONTRACTUAL EXPENSE

NOTE - 19 : FINANCE COST

Freight charges from SECR 1,395.13 -

- -

Total 1,395.13 -

Other Income

Liability/Provisions Write back - 0.61

Liquidated Damages - 0.01

Interest From Bank Deposits - -

Interest Received from Income Tax - -

Total - 0.62

Operation & Maintenance Expenses 448.74 -

Total 448.74 -

Interest Expenses 1,994.84 -

Total 1,994.84 -

Notes: 1) As per Article 23 of the Concession Agreement between SECR and CERL dated 12.06.2015 to be read with Addendum and

Corrigendum to the Concession Agreement dated 21.03.2017, the Company is enttitled to receive a sum equal to 50% (fty percent) of the revenue apportionment from freight operations on the Rail System. In addition, the Company is also entitled to receive inated mileage and terminal charges. MOR agrees and undertakes that commencing from COD it shall, by the [67th (sixty seventh)] day (or, if such day is not a Business Day, the immediately following Business Day) from the last day of each month (the “Payment Due Date”), pay the User Fee to the Company for the relevant month, and shall also provide a statement setting out the computation of the User Fee.

2) Accordingly, the Revenue has been accounted for taking into consideration the actual receipt and the remaining balance on

the basis of available information received from SECR which is subject to reconciliation based on a statement setting out the computation of the User Fee, which will be received from SECR upon receipt of User Fee. Any adjustments for the fees received shall be accounted for in the next Accounting Period.

For the Year ended For the Year ended

31.03.2020 31.03.2019

For the Year Ended For the Year Ended

31.03.2020 31.03.2019


31.03.2020 31.03.2019


31.03.2020 31.03.2019


( in Lakh)

( in Lakh)

( in Lakh)

( in Lakh)



NOTE 20 : OTHER EXPENSES

Consultancy Charges 2.58 2.27

Legal Expenses 0.09 0.19

Training & Seminar Expenses - 0.04

Ofce Equipment Repair & Maintenance 0.41 0.03

Telephone Expenses 2.68

Telegram Charges 0.02 -

Books & Periodicals 0.01 0.01

Website Charges - -

Vehicle Hire Charges 7.33 0.08

Ofce Contingent Expenses 0.97 0.70

Meeting Expenses 4.85 5.21

Printing & Stationery Expenses 1.03 0.85

Advertisement & Publicity 5.00 1.76

Membership Fee 0.75 -

Insurance Premium 17.25 -

Electricity Charges 1.47 -

Auditor's Remuneration & Expenses -

- For Audit Fees 1.55 1.20

- For Exps. - -

Internal Audit & Other Audit Fees Expenses 2.71 2.81

Total 48.70 15.15


31-03-2020 31-03-2019

NOTE - 21 : TAX EXPENSE

Current Year - -

Deffered Tax 1,132.67 -

Total 1,132.67 -


31.03.2020 31.03.2019


( in Lakh)

( in Lakh)



NOTE – 22: ADDITIONAL NOTES TO THE FINANCIAL STATEMENTS FOR THE YEAR ENDED 31st MARCH, 2020

1. Fair Value measurement

(a) Financial Instruments by Category

31st March, 2020 31st March, 2019

31st March, 2020 31st March, 2019Fair values of nancial assets and liabilities measured at amortised cost for which fair values are disclosed at 31st March, 2020

FVTPL Amortized cost FVTPL Amortized cost

Level 1 Level 3 Level 1 Level 3

Deposits & receivable (Note 7) - 2,959.84 - 2,481.76

Cash & cash equivalents (Note 9) - 14,411.42 - 5,071.06

Financial Liabilities

Borrowings (Note 13) - 1,76,004.25 - 124,928.25

Trade payables (Note 14) - 4,350.90 - 4,153.09

Security Deposit and Earnest money (Note 14) - 3.11 - 1.57

Other Liabilities (Note 14) - 1,583.48 - 64.47

Deposits & receivable (Note 7) - 2,959.84 - 2,481.76

Cash & cash equivalents (Note 9) - 14,411.42 - 5,071.06

Financial Liabilities

Borrowings (Note 13) - 1,76,004.25 - 124,928.25

Trade payables (Note 14) - 4,350.90 - 4,153.09

Security Deposit and Earnest money (Note 14) - 3.11 - 1.57

Other Liabilities (Note 14) - 1,583.48 - 64.47

Financial Assets

Financial Assets

Level 1: Level 1 hierarchy includes nancial instruments measured using quoted prices. This includes Mutual fund which is valued using closing Net Asset Value (NAV) as at the reporting date.

Level 2: The fair value of nancial instruments that are not traded in an active market is determined using valuation techniques which maximize the use of observable market data and rely as little as possible on entity-specic estimates. If all signicant inputs required to fair value an instrument are observable, the instrument is included in level 2.

Level 3: If one or more of the signicant inputs is not based on observable market data, the instrument is included in level 3. This is the case for unlisted equity securities, preference shares borrowings, security deposits and other liabilities taken included in level 3.

l The carrying amounts of trade receivables, shor t term deposits, cash and cash equivalents, trade payables, Shor t Term Borrowings are considered to be the same as their fair values, due to their short-term nature.

l Other Financial assets accounted at amortized cost is not carried at fair value only if same is not material.

( in Lakh)


(b) 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.


Equity Share capital 47,300.00 44,100.00

Preference share capital - -

Long term debt 1,76,004.25 124,928.25

31.03.2020 31.03.2019

Capital Structure of the company is as follows:

Note:The Equity Shares against Share Application Money received from SECL (Promoter Company) by way of Right Issue of 8,94,68,800 Nos. of Equity Shares of ` 10/- each to the tune of ` 89.47 Crore for Phase-I Project of the Company, has been allotted on 30.04.2020

2. Employee Benets: Recognition and Measurement (Ind AS-19)

At present, the Employees of SECL and IRCON who have been 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 CERL for short term until the project come into operation and future payment of retirement benets 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. Unrecognized items:

a) Contingent Liabilities Claims against the Company not acknowledged as debts: The Intimation u/s 143 (1) of the Income Tax Act, 1961 for FY 2016-17 (AY 2017-18) has been received wherein the tax

payable has been assessed at ` 41.02 Lakhs. The Company has scrutinized the same and has submitted the request for rectication and reprocess the return for discrepancies in the return processed u/s 143 (1) of the Income Tax Act, 1961.

b) Commitments Estimated amount of contracts remaining to be executed on capital account and not provided for: ̀ 319.46 Crores

4. Other Information

a) Provisions The position and movement of various provisions except those relating to employee as on 31.03.2020 are given below:

( in Lakh)



Note 3:-Property, Plant and Equipment:

Impairment of Assets :

Note 4:- Capital Work in Progress :

Against CWIP :

Note 7:- Other Non-Current Assets :

Advance:

Note 10:- Other Current Assets :

Advance Payment Against Statutory Dues:

Note 6:- Other Financial Assets :

Other Receivables:

4,212.27

47,903.61

23.57

6.82

- - - - -

47,058.77

7.61

37.12

480.20

47,266.34

1,455.67

0.59

-

-

-

-

-

4,004.70

46,455.55

60.10

487.02

ParticularsOpening


Additionduring the

period

Write back/Adj.during the

period

Unwindingof

discounts

ClosingBalance as on

31.03.2020

( in Lakh)

( in Lakh)

b) Certain expenses to the tune of ̀ 35.98 Lakhs incurred by the Company during the current period of FY 2019-20, on behalf of Chhattisgarh East-West Railway Limited (CEWRL) has been accounted for by CEWRL vide decision taken at the 1st Meeting of the Board of Directors of the Company dated 05.04.2013. Further, an amount of ` 20.62 lakhs being proportionate share of CEWRL paid to FA & CAO, SECR, Bilaspur towards renovation of Control Room at Bilaspur, by CERL has been received.

c) 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). 360.229 Hectares of private land has been acquired by Indian Railway against which an amount of ` 171.41 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 ̀ 150.00 Crores towards R&R Compensation of Private Land has been deposited upon demand by Collector, Raigarh through SECR and the balance amount shall be deposited upon receipt of Demand from the Competent Authority.

Net prot after tax attributable to (22,48,46,780.46) (14,52,821.78)

Equity Share Holders

Weighted Average no. of Equity Shares Outstanding 44,85,19,126 31,82,05,479

Basic and Diluted Earnings per Share in Rupees (0.50) 0.00

(Face value Rs.10/- per share)

For the Year ended31.03.2020


Particulars

d) Earnings per share

Sl. No.

I)

ii)

iii)

e) Related Party Disclosures

(I) Key Managerial Personnel1) Shri R.K. Nigam, Chairman 2) Dr. R.S. Jha, Director3) Shri M.K. Prasad, Director (w.e.f. 19.07.2019)4) Shri Kuldip Prasad, Director (Up to 30.04.2019)5) Shri M.K. Singh, Director (w.e.f. 01.11.2019)6) Shri Shri Deepak Sabhlok, Director (Up to 31.10.2019)

7) Shri S.L. Gupta, Director 8) Shri Arun Prasad Palanisamy, Director 9) Shri Abhijit Narendra, Director10) Shri Jagata Nand Jha, Chief Executive Ofcer 11) Shri Rajneesh Narain, Chief Financial Ofcer 12) Shri Anand Amirtharaj Joseph, Company Secretary



Short Term Employee BenetsGross SalaryPerquisitesMedical BenetsPost-Employment BenetsContribution to P.F. & other fundTermination Benets (Paid at the time of separation)Leave EncashmentGratuity

63,67,095.40

-

-

11,42,539.00

--

75,09,634.40

66,66,703.30

-

-

6,61,475.00

--

73,28,178.00



Payment to Chief Executive Ofcer, Chief FinancialOfcer and Company Secretary

Sl. No.

I)

ii)

iii)

TOTAL

(iii) 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.

As per Ind AS 24, following are the disclosures regarding nature and amount of signicant transactions.

Name of the Company

Nature of relationship

Sl. No. Total

ClosingBalance as on

31.03.2020Construction and

Consultancy Charges

1

2

South EasternCoalelds Limited

IRCON InternationalLimited

Holding Company

AssociateCompany

453.29

- 0.87

1.25

0.87

454.54

0.64

Payable: 39.49Receivable: 84.13 Net : (44.64)

Others

Amount of transactions during the year

( in Lakh)

(iv) Taxation: An amount of ` 32.60 Lakhs has been deducted as TDS by the Bank on Interest Income. Tax Provision has not been

provided as there is no projected taxable income for FY 2019-20

(v) 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.

(vi) Current Liabilities Estimated liability has been provided where actual liability could not be measured.

(vii) 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.

Reconciliation of balances under the various heads of transactions with IRCON has been initiated in view of the claims made by IRCON and discharge of such claims as per the approval of the Board vide Minutes of the Meeting dated 23.01.2018 (Item No. 1).

(ii) Remuneration of Key Managerial Personnel


(viii) Status of Legal cases A) Status of case at Hon’ble National Green Tribunal (NGT) Two applications 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 and the due procedure laid by the Ministry of Environment and Forest (MoEF) has not been followed while according the approval for diversion of forest land.

During FY 2017-18, another application No. 01/2018 has been led by the same applicant before the Hon’ble National

Green Tribunal, New Delhi against the approval of diversion of balance Forest Land (0-10 Km and 0-28 km Spur) for the project.

The Hon’ble NGT in Original Application No. 470/2015 with Appeal No. 151/2015 with Appeal No. 1/2018 dated

16.07.2019, noted that While considering the approval granted by the Government for conversion of forest area, the Tribunal has only to consider whether the above principles have been considered by the concerned departments before granting the permission. It cannot be said that for providing connectivity by constructing railway line is not a public project. Further there is no private involvement in this case and entire project is undertaken by a public sector undertaking namely CERL. So there is no necessity to doubt the genuineness of this project and the prot aspect of the project need not be considered when public interest demand such a project to be implemented to provide easy connectivity from one region to another for the public and also for transport of goods. So under such circumstance, all the documents produced and the appreciation made by the concerned departments before granting the approval show that the Government has taken all necessary precautions to protect the forest before granting the approval.

Though the approval were granted in piecemeal, it will be seen from the documents produced that an integrated wildlife management plan of the entire area was prepared and it was considered by the Forest department and approved by the Chief Wildlife Warden and the Conservator of Forest.

So under such circumstances we do not nd any reason to set aside the approvals granted by the MoEF & CC and the State Government to CERL for construction of railway project through the forest area and granting permission for conversion for 76.099 ha and 26.52 ha respectively of forest Land for non-forest purpose.

So under such circumstances, we do not feel it necessary to set aside the approval already granted. Further condition if any necessary that can be considered as an additional precautionary measures as part of precautionary principle in permitting sustainable development vis a vis protection of environment, on the basis of report to be submitted by the Committee and can be imposed by the Government in this regard as directed by this Tribunal in the preceding paragraphs.

With the above directions and observations the appeals as well as Original Application are disposed off.

B) Status of Case at the Hon’ble HIGH COURT at Bilaspur Chhattisgarh A Writ Petition (PIL) No. 126 of 216 has been led during FY 2016-17, before the Hon’ble High Court of Chhattisgarh, in

which inter-alia, the Company has been made a party, claiming inadequate quantum of R&R Compensation. The Hon’ble High Court at the hearing dated 21.11.19, order delivered on 06.12.2019 were of the view that the eligibility of

the Petitioners to get compensation, rehabilitation and resettlement benets pursuant to the notication issued by the Central Government under the Act of 1989 and the proceedings nalized by the State authorities awarding the compensation/benets in accordance with the provisions of the Act of 2013, are not liable to be interdicted. However, it is made clear that the extent of rehabilitation and resettlement benets, if lesser than the extent as obtainable to them in terms of the 'National Policy' as envisaged under Section 20-O of the Act of 1989, it is liable to be topped up, once appropriate proceedings are pursued by the Petitioners before the authority concerned i.e. the authority in terms of Section 51 of the Act of 2013, more so, in view of the legal position conceded from the part of the 3rd Respondent/Consortium in the return/additional return as already extracted and mentioned above, to the effect that the Petitioners are entitled to have the benet of the 'National Policy' and that the said Respondent is ready and bound to effect deposit in terms thereof, if so awarded by the authority concerned.

The writ petition stands disposed off with the above declaration and directions. No costs.




(ix) Statement of Project Financing as on 31-03-2020

CERL PHASE 1 1) Capital Sources of Funds and its Application as on 31.03.2020

Sources of FundAmount

(` in Lakhs)Amount

(` in Lakhs)Amount

(` in Lakhs)Application of Funds

Promoters Contribution

Equity Share Capital

Reserves & Surplus

Interest Earned on Deposits with

Indian Bank

Interest Earned on Promoters

contribution

Interest earned on Mobilization

Advance given to IRCON

Promoters Fund

Short term Advance from CSIDCL

Share Application Money From SECL

Loan from Banks

Indian Bank

Indian Overseas Bank

United Bank of India

Dena Bank

Canara Bank

Corporation Bank

Vijaya Bank

Oriental Bank of Commerce

Total Loan From Banks

Sources of Funds

Civil Engineering Works

Signalling & Telecom Works

Electrical Works

Mechanical Works

Fees Payable to PMC

Total Escalable Costs

(Adjusted for Ination)

Deposits Towards Land

Preliminary and Financing Charges

Contingency

Margin Money

Interest During Construction (IDC)

Total Costs

1,06,747.69

4,212.06

15,660.01

-

14,069.29

1,40,689.05

38,034.06

3,620.33

-

-

36,160.72

2,18,504.16

44,100.00

(80.52)

306.54

584.41

250.95

47,404.00

16,929.94

20,316.00

16,930.00

16,930.30

27,090.00

13,474.00

16,930.00

44,019.48

1,141.90

45,161.38

1,500.00

8,946.88

1,76,004.24

2,31,612.50



2) Revenue Sources of Funds and its Application as on 31.03.2020

CERL Phase 2

Sources of Fund

Revenue from Operations (Received)

Promoters Contribution

Equity Share Capital

Interest Earned on Deposits with Bank

Promoters Fund

Loan from Banks

Sources of Funds

Application of Funds

Revenue Expenses

Amount

(` in Lakhs)

90.38

Amount

(` in Lakhs)

-

-

-

-

2,500.00

2,500.00

-

7.33

-

-

-

2,507.33

14,411.42

Amount

(` in Lakhs)

684.95

Amount

(` in Lakhs)

3,200.00

15.84

3,215.84

-

3,215.84

Civil Engineering Works

Signalling & Telecom Works

Electrical Works

Mechanical Works

Fees Payable to PMC

Total Escalable Costs (Adjusted for Ination)

Deposits Towards Land

Preliminary and Financing Charges

Contingency

Margin Money

Interest During Construction (IDC)

Total Costs

Total Bank Balance

Sources of Fund Application of Funds



FOREIGN CURRENCY EXPOSURE AS ON 31.03.2020FORMAT OF THE UNDERTAKING TO BE OBTAINED FROM THE BORROWERS

To : Credit Exposure as on 31.03.2020

Rs.4740400000.00

Rs.1692994961.00

Rs.2031600000.00

Rs.1693000000.00

Rs.1693030000.00

Rs.2709000000.00

Rs.1347400000.00

Rs.1693000000.00

FORMAT OF THE UNDERTAKING TO BE OBTAINED FROM THE BORROWERS

NAME OF THE BORROWER: CHHATTISGARH EAST RAILWAY LIMITED

Total Credit Exposure of the Borrower with the entire Banking Industry as on 31.03.2020: Rs. 17600424961.00/-

QUARTERLY DATA ON FOREIGN CURRENCY EXPOSURE AS ON 31.03.2020

We conrm that the Company has not availed any foreign currency exposure as on date since inception.

Indian Bank (as the Lead Bank), New Delhi Main Branch, G-41, Connaught Circus, New Delhi 110 001.

Indian Overseas Bank- R.K. Puram Branch, 1st Floor, Palika Bhawan, Sector-13, New Delhi-110066

United Bank of India Building, 25, Pherozeshah Mehta Road, Fort, Mumbai – 400001

Dena Bank- Zonal Ofce – Raipur, 2nd Floor, LIC Investment Building – II, Jeevan Bima Marg, Pandri, Raipur – 492004

Canara Bank- Prime Corporate Branch, Maker Tower F wing, 20th Floor, Cuffe Parade, Mumbai – 400005

Corporation Bank - Mid Corporate Branch, Veena Chamber, 21, Dalal Street, Fort, Mumbai – 400023

Vijaya Bank-Corporate Banking Branch, M- 1 Floor,Head Ofce Building, 41/2 M.G. Road Bangalore-560001

Oriental Bank of Commerce - Large Corporate Branch, Harsha Bhawan, E-Block, 1st Floor, Connaught Place, New Delhi – 110001

Rs.17600424961.00Total



QUARTERLY DATA ON FOREIGN CURRENCY EXPOSURE AS ON 31.03.2020UFCE FORMAT

Quarterly Data on Foreign Currency Exposures

#Note: Covered Option(s) is/are not included

We declare that all the derivative contracts considered as hedging contracts are in in conformity of pronouncement of the Institute of Chartered Accountants in respect of their hedge effectiveness vis-a-vis the underlying exposure.

[We also conrm that our EBID i.e. prot after tax + Depreciation + Interest on debt + Lease rentals as of this date is Rs. N/A.

FCY Receivables

Exports Nil Nil Nil Nil Nil Nil Nil Nil

Loan to JV/WOS Nil Nil Nil Nil Nil Nil Nil Nil

Others Nil Nil Nil Nil Nil Nil Nil Nil

FCY Payables

Imports Nil Nil Nil Nil Nil Nil Nil Nil

Trade Credits Nil Nil Nil Nil Nil Nil Nil Nil

ECBs Nil Nil Nil Nil Nil Nil Nil Nil

Other FCY Loans Nil Nil Nil Nil Nil Nil Nil Nil

INR to USD Swaps Nil Nil Nil Nil Nil Nil Nil Nil

Total Nil Nil Nil Nil Nil Nil Nil Nil

In INR crores Unhedged Hedged through forward or Natural Hedge derivative (#)

</=1 Year > 1 year Total </= year >1 year Total </= Year >1 year



(x) Commercial Operation GM/SECR vide Memorandum No. SECR/HQ/CSO/KHS-Korichhapar dated 28.09.2019 has approved the operation of

Goods Trains with diesel traction on the newly constructed BG Track from Kharsia to Korichhapar (42.569 Km length). Accordingly, the First Goods Train was operated on 12.10.2019.

(xi) 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/(Loss) is Nil

1) Others

a) Previous period’s gures have been restated as per Ind AS and regrouped and rearranged wherever considered necessary.

b) Note – 1 represents Corporate Information, Note-2 represents Signicant Accounting Policies, Note 3 to 15 form part of the Balance Sheet as at 31st March, 2020 and 16 to 21 form part of Statement of Prot & Loss for the year ended 31st March, 2020 and Note – 22 represents Additional Notes to the Financial Statements.

Signature to Note 1 to 22.





Sd/-






ANNEXURE I OF SEBI (LODR), 2016

Statement of Unaudited/ Audited Results for the Quarter ended 31.03.2020, Quarter ended 31.12.2019, Quarter ended 31.03.2019, Year Ended 31.03.2020, Year Ended 31.03.2019

Revenue from Operations

A Revenue From Operations 733.58 661.55 - 1,395.13 -

B Other Operating Revenue (Net) - - - - -

(I) Revenue from Operations (A+B) - - - - -

(II) Other Income - - - - 0.62

(III) Total Income (I+II) 733.58 661.55 - 1,395.13 0.62

(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 326.19 122.55 - 448.74 -

Finance Costs 1,371.21 623.63 - 1,994.84 -

Depreciation/Amortization/

Impairment expense 12.97 5.68 - 18.65 -

Provisions - - - - -

Write off - - - - -

Other Expenses 30.59 8.92 4.53 48.70 15.15

Total Expenses (IV) 1,740.96 760.78 4.53 2,510.93 15.15

(V) Prot before exceptional items

and Tax (III-IV) (1,007.38) (99.23) (4.53) (1,115.80) (14.53)

(VI) Exceptional Items - - - - -

(VII) Prot before Tax (V-VI) (1,007.38) (99.23) (4.53) (1,115.80) (14.53)

(VIII) Tax expense 402.08 730.59 - 1,132.67 -

(IX) Prot for the period from

continuing operations (VII-VIII) (1,409.46) (829.82) (4.53) (2,248.47) (14.53)

(X) Prot/(Loss) from

discontinued operations - - - - -

PART-I

Particulars

For the QuarterEnded 31.03.2020

Unaudited Unaudited Unaudited Audited Audited



For the YearEnded 31.03.2020


( in Lakh)



(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) (1,409.46) (829.82) (4.53) (2,248.47) (14.53)

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) (1,409.46) (829.82) (4.53) (2,248.47) (14.53)

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 (0.31) (0.02) 0.00 (0.50) 0.00

(2) Diluted (0.31) (0.02) 0.00 (0.50) 0.00

Particulars










(XVIII) Earnings per equity share

(for discontinued operation):

(1) Basic - - - - -

(2) Diluted - - - - -

(XIX) Earnings per equity share

(for discontinued & continuing

operation):

(1) Basic (0.31) (0.02) 0.00 (0.50) 0.00

(2) Diluted (0.31) (0.02) 0.00 (0.50) 0.00

Particulars












Sd/-






Particulars As at As at

31.03.2020 31.03.2019

ASSETS

(1) Non-Current Assets

(a) Property, Plant & Equipments 59,367.63 430.36

(b) Capital work in progress 1,39,702.77 1,44,514.23

(c) Exploration and Evaluation Assets - -

(d) Intangible assets 0.33 0.82

(e) Financial Assets

(i) Investments - -

(ii) Loans - -

(iii) Other Financial Assets 487.02 6.82

(f) Deferred tax assets (net) - -

(g) Other non-current assets 11,390.49 12,402.13

Total Non-Current Assets (A) 2,10,948.24 1,57,354.36

(2) Current Assets

(a) Inventories - -

(b) Financial Assets

(i) Investments - -

(ii) Trade Receivables 710.18 -

(iii) Cash & Cash equivalents 14,411.42 5,071.06

(iv) Other Bank balances - -

(v) Loans - -

(vi) Other Financial Assets 37.70 39.25

(c) Current Tax Assets (Net) - -

(d) Other Current Assets 10,948.36 10,821.26

Total Current Assets (B) 26,107.66 15,931.57

Total Assets (A+B) 2,37,055.90 1,73,285.93

EQUITY AND LIABILITIES

Equity

(a) Equity Share Capital 47,300.00 44,100.00

(b) Other Equity (2,319.79) (71.32)

Equity attributable to equityholders of the company 44,980.21 44,028.68

Share Application Money Pending Allotment

Non-Controlling Interests - -

Total Equity (A) 53,927.09 44,028.68

Annexure - IX OF SEBI (LODR), 2016Statement of Assets and Liabilities

( in Lakh)



Particulars As at As at

31.03.2020 31.03.2019

Liabilities

(1) Non-Current Liabilities


(i) Borrowings 1,76,004.25 1,24.928.25

(ii) Other nancial liabilities - -

(iii) Other nancial libilites - -

(b) Provisions - -

(c) Other non-current liabilities - -

(d) Deferred Tax liabilities (net) 1,132.67 -

Total Non-Current Liabilities (B) 1,77.136.92 1,24,928.25

(2) Current Liabilities

(a) Financial Liabilities - -

(I) Borrowings - -

(ii) Trade payables

Total outstanding dues of Creditors of MSME - -

Total outstanding dues of Creditors other than MSME - -

(iii) Other Financial Liabilities 5,937.49 4,219.13

(b) Other Current Liabilities 54.40 109.87

(c) Provisions - -

(d) Current tax liabilities (net) - -

Total Current Liabilities (C) 5,991.89 4,329.00

Total Equity and Liabilities (A+B+C) 2,37,055.90 1,73,285.93

Annexure - IX OF SEBI (LODR), 2016 Statement of Assets and Liabilities

( in Lakh)





Sd/-






To,

The Board of Directors,

Chhattisgarh East Railway Limited.

CEO AND CFO CERTIFICATION

We, Jagata Nand Jha, Chief Executive Ofcer and Rajneesh Narain, Chief Financial Ofcer, responsible for the nance function

certify that:

• We have reviewed Financial Statements and the Cash Flow Statements for the year ended 31st March, 2020 and that to

the best of our knowledge and belief :

l These statements do not contain any materially untrue statement or omit any material fact or contain statements

that might be misleading;

l 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 year ended 31st

March, 2020 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:

l there has not been any signicant changes in internal control over nancial reporting during the year under

reference;

l there has not been any signicant changes in accounting policies during the year; and

l 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.

Date: 06.06.2020

Sd/-(J.N. Jha)

Chief Executive Ofcer

Sd/-(Rajneesh Narain)

Chief Financial Ofcer


7th AGM of CERL on 08.08.2020

Welcome of Shri M. K. Singh in CERL Board

1st Tranche of Revenue

from SECR