5AL REPORT - South Eastern Coalfields

( A SUBSIDIARY OF SECL )

CHHATTISGARH EAST RAILWAY LIMITED

5FIFTH ANNUAL REPORT 2017-18

Financial Closure of East Rail Corridor Project on24-11-2017 at New Delhi

Consortium Meeting on 24-11-2017 at New Delhi

CHHATTISGARH EAST RAILWAY LIMITED(A Subsidiary of SECL)

01

CONTENTSReference Information 02

Board of Directors 04

Notice of Annual General Meeting 06

Chairman’s Statement 12

Directors’ Prole 15

Directors’ Report 18

Secretarial Audit Report 34

Information under Section 134(3)(m) of the Companies Act, 2013. 37

Particulars of Contracts/Arrangements with related parties referred to 38

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

Extract of Annual Return of the Company 39

Comments of the C&AG of India 46

Auditors’ Report 48

Corporate Information and Signicant Accounting Policies 57

Balance Sheet as at 31st March, 2018 71

Statement of Prot and Loss for the year ended 31st March, 2018. 73

Cash Flow Statement for the year ended 31st March, 2018 75

Statement of Changes in Equity for the Year ended 31.03.2018 77

Notes forming part of the Balance Sheet and Statement of Prot & loss 78

Annexure-I & IX under SEBI (LODR), 2015 (as per SEBI guidelines) 100

CEO & CFO Certication 104

th5 Annual Report 2017-18


th5 Annual Report 2017-18 02

REFERENCE INFORMATION

REGISTERED OFFICE Chhattisgarh East Railway Limited

Mahadev Ghat Road,

Raipura Chowk

Raipur- 492013 (Chhattisgarh)

BOARD OF DIRECTORSShri A. P. Panda - Chairman (w.e.f. 10.08.2013)

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

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

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

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

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

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

Shri Rajneesh Narain - Chief Financial Ofcer

Shri Anand Amirtharaj Joseph - Company Secretary

M/s. Agrawal Gupta & AssociatesChartered Accountants,Mesnet-6, Sector-I,Shankar Nagar,Raipur (Chhattisgarh)

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

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

SECRETARIAL AUDITOR INTERNAL AUDITORSSTATUTORY AUDITORS


03

BANKERSINDIAN BANK New Delhi Main Branch,

G-41, Connaught Circus,

New Delhi 110 001

VIJAYA BANK Corporate Banking Branch, M- 1 Floor,

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

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

UNITED BANK OF INDIA 25, Pherozeshah Mehta Road, Fort, Mumbai – 400001

ORIENTAL BANK OF COMMERCE Large Corporate Branch,

Harsha Bhawan, E-Block, 1st Floor,

Connaught Place, New Delhi – 110001

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

AXIS BANK Tagore Nagar Branch, Pachpedi Naka,

Pujari Chambers, Block B1, NH 43

Raipur-492001, Chhattisgarh



04

Chairman 2017-18

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

(w.e.f. 10.08.2013)

Directors 2017-18

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

Shri Kuldip PrasadDirector (Technical) Operations, SECL

Shri Deepak SabhlokDirector Projects, IRCON

Shri A.K. GuptaGM (PPP), IRCON

Shri S.L. GuptaExecutive Director, IRCON

Shri Sunil MishraManaging Director, CSIDCL

Shri Abhijit NarendraExecutive Director/Trafc/PPP, Railway Board

(w.e.f. 08.11.2014)

(w.e.f. 04.07.2016)

(w.e.f. 26.04.2017)

(up to 26.04.2017)

(w.e.f. 02.11.2016)

(w.e.f. 04.05.2013)

(w.e.f. 02.08.2017)

BOARD OF DIRECTORS(DURING 2017-18)



05

BOARD OF DIRECTORS

Shri A.P. PandaDirector (Finance), SECL

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

Shri Kuldip Prasad Director (Technical) & Operations, SECL

Shri Deepak SabhlokDirector (Projects), IRCON

Shri Sunil Mishra Managing Director, CSIDCL

Shri Abhijit Narendra ED/Trafc/PPP, Railway Board

Shri S.L. Gupta Executive Director, IRCON



06

NOTICE OF ANNUAL GENERAL MEETING

To,

All Members,

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

Meeting of the Company will be held on Wednesday, the 04th July, 2018 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 for the year ended 31st March, 2018 together with the

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

2. To re-appoint Shri A.P. Panda (DIN: 06664375), 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. R.S. 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.

SPECIAL BUSINESS:

4. To Increase the Authorized Share Capital of the Company to `10,00,00,00,000.00 (One Thousand Crores Only) and

Alteration of the Capital Clause of the Memorandum of Association of the Company

To consider and if thought t, to pass, with or without modication, the following Resolutions as a Special Resolution.

“RESOLVED THAT pursuant to the provisions of Section 61 and 64 and other applicable provisions, if any of the Companies Act,

2013 (including any amendment thereto or re-enactment thereof)and the rules framed there under, approval of members of the

Company, be and is hereby accorded to increase the Authorized Share Capital of the Company from

existing ̀ 6,50,00,00,000 (Rupees Six Hundred Fifty Crores Only) divided into 65,00,00,000 ( Sixty Five Crores ) Equity Shares

of `10/- each to `10,00,00,00,000.00 (Rupees One Thousand Crores Only ) divided into 100,00,00,000 (One Hundred

Crores) Equity Shares of `10/- each by creation of additional 35,00,00,000 (Thirty Five Crores) Equity Shares of 10/- each

ranking pari passuin all respect with the existing Equity Shares of the Company.”

“RESOLVED FURTHER THAT pursuant to the provisions of Section 13, 61 and 64 and other applicable provisions of the

Companies Act, 2013 (including any amendment thereto or re-enactment thereof) and the rules framed thereunder the approval

of members of the Company, be and is hereby accorded, for substituting Clause V of the Memorandum of Association of the

Company with the following clause.


07





“V. The Authorised Share Capital of the Company is ` 10,00,00,00,000.00 (Rupees One Thousand Crores only) divided into

100,00,00,000 (One Hundred Crores) Equity Shares of face value of ̀ 10/- (Rupees Ten) each, with the rights, privileges and

conditions attaching thereto as are provided by the regulations of the Company for the time being into several classes and

attach thereto respectively. Such preferential rights, privileges or conditions as may be determined by or in accordance with

the regulations of the company and vary, modify or abrogate any such rights, privileges or conditions in such manner as may be

for the time being be provided by the Companies Act, 2013 or provided by the regulations of the company.”

By order of the Board of Directors

for Chhattisgarh East Railway Limited

Sd/-

(A P Panda)

Chairman

DIN: 06664375

Registered Ofce:

Mahadev Ghat Road, Raipura Chowk

Raipur (CG) – 492013

Date: 12th June, 2018



08

NOTES:

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

INSTEAD OF HIMSELF AND THE PROXY NEED NOT BE A MEMBER OF THE COMPANY. T H E P R O X Y R M S H O U L D B E

DEPOSITED AT THE REGISTERED OFFICE OF THE COMPANY NOT LATER THAN FORTY EIGHT HOURS (48 HRS.) BEFORE THE

TIME OF COMMENCEMENT OF THE MEETING. BLANK PROXY FORM (FORM MGT – 11) IS ATTACHED.1. A MEMBER ENTITLED

TO ATTEND AND VOTE AT THE MEETING IS ENTITLED TO APPOINT A PROXY TO ATTEND AND VOTE INSTEAD OF HIMSELF

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

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

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

2.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.

3.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 05th Annual

General Meeting.

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

open for inspection at every Annual General Meeting of the company, shall accessible during the continuance of the meeting to

any person having the right to attend the meeting.

Distribution:(With a request to make it convenient to attend the meeting personally or through Proxy (of Individual m e m b e r ) / A u t h o r i z e d

representative, as applicable) :

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

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

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

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

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

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

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

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

9. Shri Abhijit Narendra, ED/Trafc/PPP (Railway Board) & Director (CERL).

10. M/s Agrawal Gupta & Associates, Statutory Auditor, Raipur.

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



09

EXPLANATORY STATEMENTPursuant to Section 102 (1) of the Companies Act, 2013

The Company is undertaking the construction of New BG Electried Rail Line over SECR- East Corridor (Phase-I): Kharsia

–Dharamjaygarh upto Korba with a Spur from Gharghoda to Donga Mahua to connect mines of Gare Pelma Block. The project

has been nanced at a Debt-Equity Ratio of 80:20. Therefore, total equity capital required to achieve the desired equity

contribution as stipulated in the approved DPR duly appraised by M/s CARE Kalypto Risk Technologies & Advisory Services

Pvt. Ltd. is ̀ 611.03 Crores approx. i.e., 20% of ̀ 3,055.15 Crores. Accordingly, the Authorised Share Capital of the Company

was enhanced to ̀ 650.00 Crores.

The DPR of Phase-II Project has been prepared and submitted by IRCON. The Cost of the Project has been estimated at

`1686.22 Crores. It is proposed to explore the possibility of nancing the project at debt to equity ratio of 80:20. Therefore, the

Equity Capital required to achieve the desired equity contribution as per the DPR is ̀ 337.25 Crores. CERL Board at its 32nd

Meeting held on 07.05.2018 (Item No. 32:4:1) after detailed deliberations approved the subject DPR and recommended for

seeking approval of SECL/CIL. CIL and SECL has agreed with the DPR of East Corridor (Phase-II) at a total Project Cost of

`1686.22 Crores.

The Total Project Cost of both the projects together comes to ̀ 4,741.37 Crores. The Equity Capital required to a c h i e v e t h e

desired equity contribution as per the DPR is ̀ 948.28 Crores. At present Authorized Capital of the Company is ` 650 crores

only. Therefore, the Authorized Capital of the Company is required to be enhanced to ̀ 1000.00 Crores (rounded off for

minimum requirement of ̀ 948.24 Crores only i.e., 20% of ̀ 4,741.37 crores of estimated Project Cost for both phase I and

phase II ) to ensure the desired equity contribution.

CERL Board at its 32nd Meeting held on 07.05.2018 (Item No. 32:4:3) after detailed deliberations, subject to approval of

members of the company recommended for enhancement of Authorised Share Capital of the Company to ` 1000.00 Crores

from existing ̀ 650 crores.

In view of the above, the members are therefore, requested to consider and, if thought t, to pass with or without modication(s),

the following Resolutions as Special Resolution:

“RESOLVED THAT pursuant to the provisions of Section 61 and 64 and other applicable provisions, if any, of the Companies

Act, 2013 (including any amendment thereto or reenactment thereof) and the rules framed there under, approval of members of

the Company, be and is hereby accorded to increase the Authorized Share Capital of the Company from existing

`6,50,00,00,000 (Rupees Six Hundred Fifty Crores Only) divided into 65,00,00,000 Sixty Five Crores) Equity Shares of `10/-

each to ` 10,00,00,00,000.00 (Rupees One Thousand Crores only) divided into 100,00,00,000 (One Hundred Crores) Equity

Shares of ` 10/- each by creation of additional 35,00,00,000 (Thirty Five Crores) Equity Shares of ` 10/- each ranking pari

passu in all respect with the existing Equity Shares of the Company.”







10

“V. The Authorised Share Capital of the Company is ̀ 10,00,00,00,000.00 (Rupees One Thousand Crores only) d iv ided in to

100,00,00,000 (One Hundred Crores) Equity Shares of face value of ̀ 10/- (Rupees Ten) each, with the rights, privileges and

conditions attaching thereto as are provided by the regulations of the Company for the time being into several classes and

attach thereto respectively. Such preferential rights, privileges or conditions as may be determined by or in accordance with

the regulations of the company and vary, modify or abrogate any such rights, privileges or conditions in such manner as may

be for the time being be provided by the Companies Act, 2013 or provided by the regulations of the company.”

Altered Memorandum of Association is available for inspection at the Registered Ofce of the Company during Business hours.

Resolutions are passed pursuant to Sections 61 and 13, for the purpose of increasing the Authorized Capital for which

shareholders’ approval is required.

Your directors recommend the resolution for approval. None of the Directors, Key Managerial Person and their relatives are

interested in the Resolution.

By order of the Board of Directors

for Chhattisgarh East Railway Limited

Sd/-

(A P Panda)

Chairman

DIN: 06664375

Registered Ofce:


Raipur (CG) – 492013

Date: 12th June, 2018



11

Route Map – Venue of AGM of Chhattisgarh East Railway Limited

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



12

Dear Shareholders,

It gives me immense pleasure to welcome you on behalf of the Board of Directors to the 5th

Annual General Meeting of Chhattisgarh East Railway Limited and present the Annual Report

of your Company for the nancial year 2017-18. The Directors’ Report and the Audited

Balance sheet for the year ending 31st March, 2018 have already been provided to all the

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

IR - Coal

Recent news reports show that Indian Railways achieved its highest incremental loading of 52.87 MT during the last scal with

a total load of 1162 MT and coal contributed 50% to the load. The freight earnings contributed signicantly in the total revenue

to the tune of ̀ 1.17 trillion as against the passenger earnings of ̀ 0.48 trillion and growth in trafc revenue was 12% year on

year. The sweet nexus between Rail and Coal has created a bond in the logistic chain as the annual average coal loading during

last scal rose to 390 rakes per day and the growing coal demand has taken to its peak so far of 458 rakes per day in the month

of March’18. In the initial two months of current scal, the coal trafc has contributed 102MT out of the total load of 200MT

carried by Indian Railways, as against 86MT of coal in the same period last year last scal showing about 17% growth and it is

also expected that the surge in coal movement is likely to continue as the power utilities meet the growing demand for

electricity through better Plant Load Factor at generating units apart from substituting imported thermal coal.

Coal buttered energy

Reports from various surveys available in public domain suggest that India's share of global energy demand will rise to 11% in

2040 from a level of 5% in 2016 and the demand growth in Indiwill grow by more than 165% and likely to overtake China, as the

largest growth market for energy by the late 2020s. Primary energy consumption in India will rise to 1921 Million tonne oil

equivalent (Mtoe) in 2040 as compared to 724 Mtoe in 2016 and coal will continue to hold a major share in the

energy mix. The predominant presence of fossil fuels in the India's energy mix will continue to meet 82% of energy demand in

2040 as compared to 93% in 2016, but coal will lead the chart through 2040. It is also expected that the primary energy

consumption would grow by 1197 Mtoe during a span of 25 years from 2015 to 2040 as compared to 529 Mtoe in the previous

25 years and coal is likely to contribute 543 Mtoe i.e. 1.7 times during the said comparative period. Despite greater concern for

the environment and rising emphasis on renewables, coal will remain the dominant source of fuel although its share in the

power generation may drop from the present level of 77% to 64% in 2040. a will outpace other BRIC nations. India’s energy

consumption

Coal resource in the region

Primarily Non-coking coal constitutes major share of the coal reserves in the country. Out of the total coal reserves of 315.148

BT as on 01.04.2017, Non coking coal reserve constitutes 88.38% i.e. 279.028 BT and balance is coking coal. Further,

availability of primary coking coal in India is only 1.72%, therefore India is largely dependent on coking coal and low ash coal

imports from countries such as Australia, Indonesia and South Africa etc to meet the metallurgical requirements of blast

furnaces and basic oxygen furnaces of steel plants. Non- coking holds a major share to the tune of 123.829 BT in the proved

category of coal reserve and about 125.991 BT of proved coal is available within a depth range of 600 meters.



13

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 coal elds 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 nancial year has witnessed strong support from all stakeholders facilitating rapid progress despite various challenges

faced by the project. The construction work in the initial phase from kharsia was interrupted for about seven months in the last

scal due to pendency of a case in the National Green Tribunal. Subsequently, MoEF has granted Stage II clearance for

diversion of forest land located in the span of 0-10 km and Spur. Further, nancing arrangement assumes lot of importance for

completion of project in time as 80% of the total cost has been planned to be met through borrowings from banks and nancial

institutions. After continuous persuasion with many banks, your company has achieved nancial closure for the project by

obtaining a Rupee Term Loan of ` 2443 Crore from the consortium of eight banks led by Indian Bank. It is remarkable in the

current scenario andvindicates the faith in the outcome of the project. 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 are over and launching of girders is underway at different locations. Purchase orders have been

placed for ballasts, sleepers and rails and supplies have commenced. The associated civil, electrical and signalling works etc

are also in sync to complete the project in time. Ignoring the fact that travel for rail is far more challenging than travel by rail,

your company intends to commission initial 45 Km single line from kharasia to Korichhaper by March 2019 and the balance

stretch of the project by September 2019 as per the commitment o commence commercial operations, subject to availability

of sleepers and rail in time.

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, 2018 and Comptroller & Auditor

General of India (C&AG) has also reported ‘NIL comment’ on the Accounts of the company for the year 2017-18 like earlier

nancial years since inception.

Acknowledgements

I acknowledge the support of all stakeholders to develop the Green eld Rail Corridor in the region. Progress so ar 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, for their constant guidance, motivation and support in our

endeavour.



14

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/-(A. P. Panda)

ChairmanDIN: 06664375



15

Shri Ambika Prasad Panda Director (Finance), SECL

Shri A.P. Panda (50 Years), D(F), SECL took the charge of Chairman, Chhattisgarh East Railway Limited on 10th August, 2013.

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

He has rich and varied experience in nancial management of the company. He has specialization in Foreign Exchange Risk Management. He is a strategic planner with proven ability to improve operations, impact business growth and maximize prots through achievement in Finance Management, Cost reductions, internal controls, and productivity/efciency improvement. He has vast experience of more than 25 years in Financial Domain. He is a keen analyst and committed management functionary with exceptional relationship management and negotiation skills with proven abilities in liasoning with Government Departments, regulatory authorities and external agencies including Registrar of Companies (RoC), Banks, Financial Institutions, etc. He was conferred with the Most Inuential CFOs of India’ Award by the Chartered Institute of Management Accountants (CIMA), UK in 2016.

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

Dr. R. S. Jha (57 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.

DIRECTORS’ PROFILE

Dr. Rama Shankar Jha Director (Personnel), SECL



16

Shri Deepak Sabhlok Director (Projects), IRCON

Shri Kuldip PrasadDirector (Technical) Operations, SECL

Shri Kuldip Prasad, (59 years), D(T)O, SECL joined as a Director on the Board of CERL on 04.07.2016. Shri Prasad is a Mining Engineer (B.Tech. – Mining – 1st Class Certicate of Competency) from India’s renowned Mining Institute i.e. Indian School of Mines, Dhanbad in the year 1982. Prior to his joining as Director (Technical) Operations, SECL, he worked as Director Technical (Planning & Projects), SECL.

He has started his career as a Junior Executive Trainee (Mining) in Central Coalelds Ltd., Ranchi in the year 1982. He worked in different capacities at various Areas/Fields of Subsidiaries of CIL like CCL & SECL. Before assuming the coveted post of Director Tech. (P&P), he was discharging his duties as General Manager of Dipika Area, second biggest open cast coal producing Area of SECL having a production capacity of 31.00 Million Tonnes. He has the experience of working with all kinds of mechanization in Underground and Opencast mines of SECL. Sri Prasad has very rich and varied experience in the eld of Mining Industry and has special focus on underground mechanization. Sri Prasad is a great lover of Books, Cricket, Reading and Writing. Sri Prasad has attended Advance Management Course held at China and presented various papers on different subjects on Mining Industry.

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

Shri Deepak Sabhlok, (58 years), Director (Projects), IRCON joined on the Board of CERL on 26.04.2017. Shri Sabhlok is an Ofcer of 1982 Batch of Indian Railway Service of Engineers. He is a Graduate in Civil Engineering from National Institute of Technology (NIT), Bhopal (Gold Medalist). He has held various responsible positions in many capacities on Northern Railway, North Central Railway, North Western Railway and South Eastern Railway. In his career, spanning over 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 is also part time Chairman of SPVs i.e. ISTPL, IPBTL & ISGTL.

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



17

Shri Shyam Lal Gupta (55 years), ED/General, 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 Executive Director (General), 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 Sunil Mishra (52 years), MD, CSIDCL joined as a Director on the Board of CERL on 04.05.2013. Shri Mishra a post graduate in Zoology is an Indian Forest Services (IFS) Ofcer of Chhattisgarh cadre. During his tenure in Forest Department, he did excellent work on poverty alleviation in around 400 villages by implementing ‘Integrated Village Development Model’ which was adopted as role model by Indian Forestry Congress, 2011.He has been awarded Green Guard Award in 2008 for work done in the eld of water conservation and eco-tourism in Barnavapara Sanctuary. In 2015, Shri Mishra attended a special course on Public Private Partnership (PPP) at IIM, Ahmedabad.

Presently, he is holding the post of Managing Director, Chhattisgarh State Industrial Development Corporation Limited (A Government of Chhattisgarh undertaking) which is involved in overall industrial development of Chhattisgarh State by establishing and maintaining industrial areas and sector specic industrial parks for allotment of land to industrial units, industrial promotion and to assist local small scale industries by providing raw material viz. coal, iron and steel.

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

Shri Abhijit Narendra (51 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, Nor thern 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.

Shri Shyam Lal Gupta Executive Director (General), IRCON

Shri Sunil Kumar MishraManaging Director, CSIDCL

Shri Abhijit NarendraExecutive Director (Trafc/PPP),

Railway Board



18

DIRECTORS’ REPORT

Dear Members,

On behalf of the Board of Directors of your Company, it gives me immense pleasure to present, before you the 5th Annual Report

on the business and operations of Chhattisgarh East Railway Limited (CERL) and its Audited Financial Statements for the year

ended 31st March, 2018, together with Auditor’s Report thereon.

1. HIGHLIGHTS OF PERFORMANCE

The scal year 2017-18 witnessed the most signicant achievement towards facilitating the implementation of the East Rail

Corridor Phase I Project by achieving the Financial Closure. Financing documents including a common Loan Agreement was

executed with a Consortium of Banks on 24.11.2017 at New Delhi, for a rupee term loan of ` 2443 Crores, being 80% of the

estimated project cost. Consortium for Debt Financing includes Indian Bank (The Lead Banker), United Bank of India, Indian

Overseas Bank, Oriental Bank of Commerce, Corporation Bank, Canara Bank, Vijaya Bank and Dena Bank for extending a rupee

term loan of ̀ 2443 Crores. The Company has received a total of ̀ 838.86 Crore from the consortium till 31st March 2018.

The tenders amounting to ` 655 crores have been awarded, till 31st March 2018, mainly for construction of major and minor

bridges, preparation of road bed and supply, fabrication erection, Launching of Steel Girders and Design, Supply, Erection,

Testing & Commissioning of Traction sub-station for various segments in 0-74 km and 0-28 km spur, Supply of Signaling &

Telecommunication Cable and Supply & Stacking of Ballast. The construction work in various segments is going on.

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

1. The Company has achieved nancial closure for East Rail Corridor Phase I Project on 24.11.2017

2. The total land required for the construction of Main Line from Kharsia to Dharamjaigarh has been acquired.

3. The proposal for diversion of 26.52 Ha of forest land for 12 Villages in 0-10 KM and Spur 0-28 KM has been approved.

4. Tenders amounting to ` 655 Crores has already been issued for construction of Major Bridges, Minor Bridges, Road Bed

and supply, fabrication erection, Launching of Steel Girders and Design, Supply, Erection, Testing & Commissioning of

Traction sub-station for various segments in 0-10 KM, 10-74 KM and 0-28 KM spur, supply of Signaling &

Telecommunication Cable and Supply & Stacking of Ballast.

5. Detailed survey and requirement of land for Chhal has been completed and notication for acquisition of private land has

been issued. The survey of other two feeder lines originating from Korichhapar and Dharamjaygarh is under nalization in

consultation with SECL.


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 Gharghora 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) hasMnotied 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

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 Gharghora 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.

5. PROJECT FINANCING

During the year 2017-18 the Company achieved the Financial Closure for East Rail Corridor Project (Phase-I) of CERL. The Loan

Amount is being Disbursed in Tranches as per the Fund requirement as projected by CERL and on intimation to Lead banker. An

Amount of ` 838.86 Crores has been received from the Consortium till 31.03.2018. The Sub Ordinate Debt received by the

Company from the promoter companies have been repaid with interest as per the terms of the Common Loan Agreement with

Consortium of Banks from the rst proceeds received from the Banks.


19th5 Annual Report 2017-18


20

6. CAPITAL STRUCTURE

During the year under review, there is no change in Authorised Capital and the paid up Share Capital of the Company. The

Company increased its Authorised Share Capital in the preceeding year to ` 650 Crores in line with the envisaged Debt Equity

Ratio of 80:20. As per the Terms of Common Loan Agreement for which equity contribution @ 20% of the total project

completion cost of ̀ 3055.15 Crore is to be maintained to avail a loan upto 80% of the Project Cost i.e. ̀ 2443 Crores. During the

year under review, the paid up and subscribed capital of the Company stood at ̀ 3,06,00,00,000.00 comprising of 306000000

Nos. of Equity Shares of ̀ 10/ each. The shares have been fully subscribed and fully paid up. With the progress of the project,

further equity infusion is envisaged during the FY 2018-19 to maintain a Debt Equity Ratio of 80:20 The equity shareholding

pattern of the promoters companies are as follows:

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 2017-18 as compared to the previous year are given below :

Name of the Company Shareholding PatternAs on 31-03-2018

Shareholding PatternAs on 31-03-2017

South Eastern Coalelds Limited 67.23% 67.23%

IRCON International Limited 27.31% 27.31%

CSIDCL (representing Government ofChhattisgarh)

5.46% 5.46%

Total 100% 100%

Particulars 31-03-2018(` in Lakhs)

31-03-2017(` in Lakhs)

Prot/Loss for the Year (15.74) (14.77)

Prot/Loss brought forward from previous year (41.05) (26.28)

Balance Carried to Balance Sheet (56.79) (41.05)



21

8. CAPITAL EXPENDITURE

During the year under report

I. Investment to the tune of ̀ 3.73 Lakhs was made in the procurement of ofce furniture, computers etc.

ii. Investment to the tune of ̀ 43.09 Crores was made towards acquisition of land and R&R Compensation.

III. Investment to the tune of ̀ 1.80 Crores was made towards Project Consultancy Fees.

iv. Investment to the tune of ̀ 179.96 Crores was made for Construction Charges towards execution of the project.

9. DIVIDEND

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

10. MATERIAL CHANGES AND COMMITMENTS, IF ANY, AFFECTING THE FINANCIAL POSITION OF THE COMPANY WHICH HAVE OCCURRED BETWEEN THE END OF THE FINANCIAL YEAR TO WHICH THE FINANCIAL STATEMENTS RELATE AND THE DATE OF THE REPORT:

No material changes and commitments affecting the nancial position of the company occurred between the end of the nancial year to which the nancial statements relate and the date of this report.

11. CONTRIBUTION TO THE EXCHEQUER

The Company has contributed to the Exchequer a total of ` 28.05 Lakhs during the nancial year 2017-18 in the form of Corporate Advance Tax and Service Tax.

12. LOAN FUND

Upon achieving the Financial Closure, the subordinate debt amounting to ` 550 crores, which was borrowed from the joint venture partners in proportion to their shareholding pattern to nance the Construction of East Rail Corridor Phase I was repaid during this year along with Interest of ` 93.16 Crores. An Amount of ` 838.86 Crores has been borrowed from the banks till 31.03.2018 which has serviced the repayment of Loan to Promoter company and the Project Financing.

Sl. No. Particulars Amount (` in lakh)

1 Corporate Advance Tax 28.05

Total 28.05

Long Term Unsecured Loan (` in Crores)

Name of theCompany

Loan as on01.04.2017

Loan availed duringthe year

Repayment of Loanduring the year


SECL 96.00 Nil 96.00 Nil

IRCON 39.00 Nil 39.00 Nil

CSIDC 15.00 Nil 15.00 Nil

Total 150.00 Nil 150.00 Nil



22

Short Term Unsecured Loan (` in Crores)

Name of theCompany


Loan availed duringthe year

Repayment of Loanduring the year


SECL 192.00 64.00 256.00 Nil

IRCON 78.00 26.00 104.00 Nil

CSIDC 30.00 10.00 40.00 Nil

Total 300.00 100.00 400.00 Nil

13. DEPOSITS

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

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

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

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

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

COMPANIES ACT, 2013

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

of the Companies Act, 2013 during the year under review.

16. STATUS OF LAND ACQUISITION

I. Private Land : The 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 was obtained in the

preceding years and Stage II forest clearance for for diversion of forest land for 12 Villages in 0-10 KM and Spur 0-28 KM

has been obtained from REC, MoEF, Nagpur during the year.

IV. Land for Feeder Lines : The Survey, Verication and related activities for acquisition of land for Feeder Lines is under

progress.

17. STATUS OF CONSTRUCTION WORK

Tenders amounting to ` 655.32 Crores has already been issued till 31st March 2018 for construction of Major Bridges, Minor Bridges, Road Bed, Shifting of S&T Cables and Design, Supply, Erection, Testing & Commissioning of Traction Sub-Station in 0-10 KM, 10-74 KM and 0-28 KM spur, Signalling and Telecom Cable and Supply and Stacking of Ballast. and the works amounting to ̀ 410.23 Crores has been executed.



23

SlNo.

Description of Work

1 Construction of sub-structure of 7 Major Bridges between 10-74 Km 52.11 51.42

2 Construction of sub-structure of 1 Major Bridge between 0-10 Km 10.00 10.00

3 Construction of Rail Bed, Minor and Major Bridges between 45-74 Km 113.10 83.70

4 Construction of Road Bed, Minor and Major Bridges between10-45 Km 164.28 159.69

5 Construction of Road Bed, Minor and Major Bridges between 0-10 Km 69.28 49.83

6 Supply, Fabrication, Erection and Launching of Steel Girders for Major Bridges 0-16Km

35.05 14.77

7 Construction of Roadbed, Minor & Major bridges Km. 00.00 andKm.28.00

81.66 29.42

8 Supply, Fabrication, Erection and Launching of Steel Girders for Major Bridges 16 KM-74Km 19.73 0.26

9 Design, Supply, Erection, Testing & Commissioning Of 132/25 Kv,21.6mva/30.244mva Traction Sub-Station

10.45 0.00

10

Construction of Station Building, Platform Shelter, Circulating Area,Approach Road and Miscellaneous Work at Gurda,Chhal & Gharghoda from Km 0.00 to Km 35.00 (3 Nos.)

14.15 1.46

11

Design, Supply, Installation, Testing & Commisioning of ElectronicInterlocking based Signalling System at Three Stations betweenKharsia-Gharghoda

13.00 0.86

12 Supply of Railway Signalling & Telecom Cable as per latest RDSOSpecication for Kharsia-Gharghoda Section

7.45 7.45

13 Supply of Railway Signalling & Telecom Cable as per latest RDSOSpecication for Kharsia-Gharghoda Section

0.11 0.10

14 Supply and Stacking of Machine Crushed stone Ballast 18.61 1.27

15 Design, Supply, Erection, Testing & Commissioning of TractionOverhead Equipment

46.34 0

Total Awarded Value 655.32 410.23

Work OrderValue

(` in Crores)

Value of workExecuted

(` in Crores)




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

During the year under review, the company has deposited an amount of ` 53.02 Crores with CSPDCL, CSPTCL, PGCIL, TRN

Energy etc. through IRCON for shifting of utilities like electrical crossings, S&T cables etc. Further an amount of ̀ 45.73 Crore

has been deposited with SECR towards yard remodeling of Kharsia Yard.

The Government of Chhattisgarh has approved the Rehabilitation and Resettlement (R&R) policy and has further come out with

a notication on 03.01.2017 in relation to the linear projects in the State. Your company has deposited an amount of ̀ 150.00

Crores with Collector, Raigarh through FA & CAO, SECR, Bilaspur towards the R&R Compensation in June 2016.

The disbursement of the R&R compensation to the eligible persons is underway by the District Authorities of Raigarh. A Writ

Petition has been led in the preceding year, before the Hon’ble High Court of Chhattisgarh, inwhich inter-alia, the Company has

been made a party, claiming inadequate quantum of R&R Compensation.

During the FY 2016-17, two applications were 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 of 76.099 Ha for

10-74 Km of the project. Subsequently another application has been led against the approval for diversion of 26.52 Ha of forest

land for the 0-10 Km and Spur Line of the project.

The construction work during the year in the 0-10 Km and Spur Line was stopped due to imposition of stay by the Hon’ble NGT,

New Delhi vide order dated 25.05.2017 and the work in these sections could resume after vacation of the said stay order by the

Hon’ble NGT, New Delhi on 07th December 2017.

18. MANAGEMENT TEAM

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



19. INFORMATION TO SHAREHOLDERS

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

company and 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.

20. RIGHT TO INFORMATION

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

Information (RTI) Act, 2005. The statistics of information sought under RTI and its disposal during the year 2017-18 is as under:

21.AUDITORS

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

for the nancial year 2017-18, i.e. from 01.04.2017 to 31.03.2018:

M/s. Agrawal Gupta & Associates

Chartered Accountants

Firm Registration No. 005244C

Mesnet-6, Sector-I,

Shankar Nagar,

Raipur (Chhattisgarh)

22. INTERNAL AUDIT

K.K. Chanani & Associates has been appointed as the Internal Auditor of your Company for the Financial Year 2017-18. The

Company has received the observations of the Internal Auditor and the suitable and corrective actions are being taken wherever

necessary.

23. SECRETARIAL AUDIT

The Secretarial Audit of the company for nancial year 2017-18 pursuant to section 204(1) of the Companies Act, 2013 and

Rule 9 of the Companies (Appointment and Remuneration of Managerial Personnel) Rules, 2014 has been conducted by M/s.

AGR Reddy & Co., Practicing Company Secretaries, Hyderabad. The Secretarial Audit Report has been attached to this report as

Annexure-I.

Sl. No. Particulars Nos.

No. of applications received during the year 2017-18 NIL1

2 No. of applications disposed of during the year NIL



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

RESERVATIONS OR ADVERSE REMARKS OR DISCLAIMERS MADE BY THE AUDITORS AND THE PRACTICING COMPANY

SECRETARY IN THEIR REPORTS

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

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

2. Non-constitutions of Audit Committee, Nomination and Remuneration Committee, Vigil Mechanism; Suitable

explanations/comments by the Board is provided in clause no 31 to 34, herein below, in terms of the provisions of Section

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

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

8(5)(viii) OF COMPANIES (ACCOUNTS) RULES, 2014 REGARDING ADEQUACY OF INTERNAL FINANCIAL CONTROLS

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

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

transactions.

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

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

as per Mou.

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

8(5)(vii) OF COMPANIES (ACCOUNTS) RULES, 2014 REGARDING SIGNIFICANT AND MATERIAL ORDERS PASSED BY THE

REGULATORS OR COURTS OR TRIBUNALS IMPACTING THE GOING CONCERN STATUS AND THE COMPANY’S

OPERATIONS IN FUTURE

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

concern status and the company’s operations in future.

27. 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).



27.1 The Composition of Board of Directors as at 31.03.2018 is as under

27.2 T he following persons were appointed as Director during the year under report

27.3 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 M.S. Mathur, ED/Trafc/PPP, Railway Board, MoR and Shri A.K. Gupta, GM, PPP (IRCON) over the period during the tenure as the Director of the Company.

Sl. No. Name Designation Date of

Appointment

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

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

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

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

5 Shri Deepak Sabhlok, Director, Projects (IRCON) Director 26.04.2017

6 Shri Sunil Mishra, MD (CSIDCL) Director 04.05.2013

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


Appointment

1 Shri Deepak Sabhlok, Director, Projects (IRCON) Director 26.04.2017

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


Cessation Remarks

1.

Shri M.S. Mathur,ED/Trafc/PPP, Railway Board, MoR Director 02.08.2017 Upon Nomination

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

Director 26.04.2017 Upon Nomination



28. KEY MANAGERIAL PERSONNEL

28.1 The following persons were appointed as Whole-time Key Managerial Personnel (KMP) during the year under report:

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

29. BOARD MEETINGS

Five (5) Board Meetings were held during the Financial Year 2017–18. 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:

30. APPOINTMENT OF WHOLE TIME KEY MANAGERIAL PERSONNEL

The company has appointed Shri Jagata Nand Jha pursuant to section 203(1) of the Companies Act, 2013 read with Rule 8 of the Companies (Appointment and Remuneration of Managerial Personnel) Rules, 2014.

Sl. No. Name Designation Date of Appointment

1. Shri Jagata Nand Jha Chief Executive Ofcer 01.02.2018

Sl. No. Name Designation Date ofCessation Remarks

1. Shri Biswajit Choudhury,GM (Mining), SECL

ChiefExecutive Ofcer

01.02.2018 Upon Transfer

Meeting No. Date of Meeting Time Venue of Meeting

Twenty Sixth 02.05.2017 10:00 A.M. New Delhi

Twenty Seventh 20.07.2017 12:30 P.M. Raipur

Twenty Eighth 25.10.2017 12:30 P.M. Raipur

Twenty Ninth 23.01.2018 11:00 A.M. Raipur

Thirtieth 19.03.2018 01:00 P.M. New Delhi



31. APPOINTMENT OF INDEPENDENT DIRECTORS

Ministry of Corporate Affairs, vide its General Circular No. 09/2017 dated September 5, 2017, read with notication number

G.S.R. 839(E) dated 5th July, 2017, issued the Companies (Appointment and Qualication of Directors) Amendment Rules,

2017 inter-alia amending rule 4 of the Companies (Appointment and Qualication of Directors) Rules, 2014. The said amended

Rule 4 inter-alia provides that an unlisted public company which is a joint venture, a wholly owned subsidiary or a dormant

company will not be required to appoint Independent Directors. As per the said circular the term "Joint venture, would mean a

joint arrangement, entered into in writing, whereby the parties that have joint control of the arrangement, have rights to the net

assets of the arrangement. The usage of the term is similar to that under the Accounting Standards.

In view of the above exemption, appointment of Independent Director is not applicable to the company.

32. 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”.

Since, the Company is exempted from Appointment of Independent Directors as per the said notication as explained above,

Audit Committee could not be constituted during the year under review.

33. NOMINATION & REMUNERATION COMMITTEE








According to 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”.

Since, the Company is exempted from Appointment of Independent Directors as per the said notication as explained above,

Nomination & Remuneration Committee could not be constituted during the year under review.



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


G.S.R. 839(E) dated 5th July, 2017, issued the Companies (Appointment and Qualication ofDirectors) Amendment Rules,






According to the provisions of section 177(9) of the Companies Act read with Rule 7 of (Companies Meetings of Board and its

Powers) Rules, 2014, “The companies which are required to constitute an audit committee shall oversee the vigil mechanism

through the committee”.

Since, the Company is exempted from Appointment of Independent Directors, the Audit committee could not be constituted

during the year under review, and hence, Vigil Mechanism could not be established during the year under review.

35. STATUTORY DISCLOSURE BY DIRECTORS

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

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

36. BANKER’S NAME AND ADDRESS

RK Puram Branch, 1st Floor, Palika Bhawan, sector 13, RK Puram, New Delhi-110066

Corporate Banking Branch, M1 Floor, Head Ofce Building, 41/2 MG Road, Bangalore-560000.

Zonal Ofce Raipur, 2nd Floor, LIC Investment Building-II, Jeevan Bheema Marg, Pandri, Raipur-492004

New Delhi Main Branch, G-41, Cannaught Circus, New Delhi-110011

Mumbai Main Branch, United Bank of India Building

Large Corporate Branch, Harsha Bhawan, E-Block, First Floor, Cannaught Place, New Delhi.

Branch AddressName Sl. No.

Indian Bank

United Bank of India

Oriental Bank ofCommerce

Indian Overseas Bank

1.

2.

4.

3.

Corporation Bank

Dena Bank

Vijaya Bank

Canara Bank

State Bank of India

Axis Bank

Mid Corporate Branch, Veena Chamber, 21, Dalal Street, Fort, Mumbai-4000235.

6.

Prime Corporate Branch, Maker Tower- F wing, 20th Floor, Cuffe Parade, Mumbai-400 005.

Sundarnagar Branch, Raipur-492013, Chhattisgarh.

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

7.

10.

9.

8.



37. DIRECTORS’ RESPONSIBILITY STATEMENT

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

i. in the preparation of the annual accounts for the year ended 31st March, 2018, 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 andprudent 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 had prepared the Annual Accounts for the year ended 31st March, 2018 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.

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

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

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

and Outgo is given in Annexure-II to this Report.

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

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

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

40. RELATED PARTY TRANSACTIONS

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

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

Management or their relatives, which could have had a potential conict with the interests of the Company. Transactions with

related parties entered by the Company in the normal course of business are periodically placed before Board for its omnibus

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

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

The extract of Annual Return of the Company in Form No. MGT-9 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.



42. AUDITORS’ REPORT

The Auditors report on the accounts of the Company for the year ended 31st March, 2018 is placed in Annexure-V forming part

of the Report.

43. COMPLIANCE OF SECRETARIAL STANDARDS

The Company has complied with the secretarial standards issued by the Institute of Company Secretaries of India during the

year under review.

44. ACKNOWLEDGMENTS

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 also acknowledge the consortium of banks who have reposed their faith in the strength of the project and have

come forward to part nance the project and are grateful for their continued support and co-operation.

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

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

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

the Company.

45. ADDENDA

The following documents are annexed:

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

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

(Accounts) Rules, 2014, Information in regard to the Conservation of Energy, Technology Absorption and Foreign

Exchange Earning & Outgo is given in Annexure-II to this report.

45.3 In pursuance to the provisions of sub-section (1) of Section 188 of the Companies Act, 2013, Information relating to

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



45.4 The extract of Annual Return of the Company in Form No. MGT-9 for the year ended 31.03.2018 under sub section (3) of

section 92 of the Companies Act, 2013 is given in Annexure-IV to this Report.

45.5 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


Sd/-

(A.P. Panda)

Date : 23.04.2018 Chairman

Place : Raipur DIN : 06664375



ANNEXURE-IFORM NO. MR-3

SECRETARIAL AUDIT REPORTFOR THE FINANCIAL YEAR ENDED MARCH 31, 2018

[Pursuant to section 204(1) of the Companies Act, 2013 and rule no.9 of the Companies (Appointment and Remuneration Personnel) Rules, 2014]

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

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

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

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

opinion thereon.

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

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

conduct of Secretarial Audit, I hereby report that in my opinion, the Company has during the audit period covering the nancial

year ended on March 31, 2018, (“Audit Period”) complied with the statutory provisions listed hereunder and also that the

Company has proper Board-processes and compliance-mechanism in place to the extent, in the manner and subject to the

reporting made hereinafter:

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

nancial year ended on March 31, 2018 according to the provisions of:

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

(ii) The Securities Contracts (Regulation) Act, 1956 (“SCRA”) and the rules made there under;

(Not Applicable to the Company during the Audit 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.

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

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

Institute of Company Secretaries of India,

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

Standards, etc. mentioned above.

I further report that :

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

represented to Ministry of Coal, Government of India, for nominating Woman Director. The Company is in the process of

establishing the Vigil Mechanism pursuant to section 177(9) of the Act, read with 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.

I further report that there are adequate systems and processes in the Company commensurate with the size and operations of

the Company to monitor and ensure compliance with applicable laws, rules, regulations and guidelines.

for AGR Reddy & Co.Company Secretaries

Sd/-Manoj Kumar KoyalkarMembership Number : 19445Certicate of Practice Number : 10004

Hyderabad, April 10, 2018

Note :

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



To,

The Members,

Chhattisgarh East Railway Limited


Raipur, Chhattisgarh-492013

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

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

an opinion on these secretarial records based on my audit.

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

correctness of the contents of Secretarial records. The verication was done on test basis to ensure that correct facts are

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

opinion.

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

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

happening of events etc.

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

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

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

effectiveness with which the management has conducted the affairs of the company.

for AGR Reddy & Co.

Company Secretaries

Sd/-

Manoj Kumar Koyalkar

Membership Number: 19445

Certicate of Practice Number: 10004

Hyderabad, April 10, 2018

Annexure-A’



ANNEXURE-II

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 not commenced its commercial operations.

b) The steps taken by the company for utilizing alternate source of energy: Not Applicable

c) The capital investments on energy conservation equipment: The Company has installed power saver devices in the Ofce building.

(B) TECHNOLOGY ABSORPTION

(a) The efforts made towards technology absorption: Not Applicable, since the Company has not commenced its commercial operations. (b) The benets derived like product improvement, cost Reduction, product development or import substitution: Not Applicable, since the Company has not commenced its commercial operations.

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

year)

(a) The details of technology imported : Nil (b) The year of import : Nil (c) Whether the technology been fully absorbed; : Nil (d) If not fully absorbed, areas where absorption has not taken place, and the reasons thereof; and : Nil (e) The expenditure incurred on Research and development : Nil

Expenditure on R&D (`In lakhs)

( C)Foreign Exchange Earnings and Outgo :

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

Sl. No. Particulars FY 2017-18 FY 2016-17

1. Capital Nil Nil

2. Recurring

3. Total

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

Nil Nil

Nil Nil

Nil Nil



ANNEXURE IIIFORM NO. AOC-2

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

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

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

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

(ii) IRCON International Limited (Associate 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/-

(A.P. Panda)

Date: 23.04.2018 Chairman

Place: Raipur DIN: 06664375

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

(b) Nature of contracts/arrangements/transactions Nil

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

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

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

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

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

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

Nil



ANNEXURE - IV

FORM NO. MGT.9

EXTRACT OF ANNUAL RETURN

as on the nancial year ended on 31.03.2018

[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, CHHATTISGARH

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. No. Name and Description ofmain products/

services NIC Code of

the Product/ service %

to totalturnover ofthecompany

1 . Nil Nil Nil

SL.NO .NAME AND ADDRESS OF

THE COMPANY CIN

HOLDING/SUBSIDIARY/ASSOCIATE

% ofsharesheld

ApplicableSection

1. SOUTH EASTERNCOALFILEDS LIMITED

U10102CT1985GOI003161 HOLDINGCOMPANY

67.23 2(46)



I. Category-wise Share Holding

Category ofShareholders

No. of Shares held at the beginningof the year

No. of Shares held at the end of the year % Changeduring the

year

Demat Physical Total % of Total

Shares Demat Physical Total

% of TotalShares

A. PROMOTERS

1. Indian

a) Individual /HUF

b) Central Govt

c) State Govt (s)

f) Any Other

d) Bodies Corp.

e) Banks/FI

Sub-total (A) (1)

2. Foreign

a) NRIs- Individual

b) Other-Individuals

c) Bodies Corp.

d) Banks/FI

e) Any Other

Sub-total (A) (2)

B. Public Shareholding

1. Institutions

a) Mutual Funds

b) Banks/FI

c) Central Govt

d) State Govt(s)

e) Venture Capital Funds

f) Insurance Companies

h) Foreign VentureCapital Funds

I) Others (specify)

Sub-total (B) (1)

g) FIIs

Nil Nil Nil Nil Nil Nil Nil Nil Nil



Nil 30,60,00,000 30,60,00,000 100 Nil 30,60,00,000 30,60,00,000 100 Nil



Nil 30,60,00,000 30,60,00,000 100 Nil 30,60,00,000 30,60,00,000 100 Nil



















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



ii. Shareholding of Promoters

2. Non-Institutions

a) Bodies-Corp.

(i) Indian

(ii) Overseas

b) Individuals

(I) IndividualShareholdersholdingnominalshare capitalup to ` 1 Lakh

(ii) IndividualShareholdersholding nominalshare capital inexcess of` 1 Lakh

c) Others (specify)

Nil

Sub-total (B) (2)Total PublicShareholding(B) = (B)(1) + (B)(2)

C. Shares holdby Custodian forADRs & GDRs

Grand Total(A+B+C)

Nil 30,60,00,000 30,60,00,000 100 Nil 30,60,00,000 30,60,00,000 100 Nil

Nil Nil Nil Nil Nil Nil Nil Nil






Nil

Nil

Nil

Nil

Nil

Nil

Nil

Nil

Nil

Nil

Nil

Nil

Nil

Nil

Nil

Nil

Nil

Nil


Sl No. Shareholder's Name Shareholding at the

beginning of the year Shareholding at the end

of the year

No.ofShares

% of totalShares of

the company

%of Shares Pledged/encumbered

to total shares

No. ofShares

% of totalShares of

the company

%of SharesPledged/

encumberedto totalshares

% changein shareholding

during theyear

1 South EasternCoaleldsLimited

20,57,24,800 67.23 Nil Nil

2 IRCONInternational Limited

8,35,75,700 27.31 Nil Nil

3 CSIDCL 1,66,99,500 5.46 Nil

20,57,24,800 67.23 Nil

8,35,75,700 27.31 Nil

1,66,99,500 5.46 Nil Nil



Sl.

No.

Shareholder's Name

No. of shares % of total shares of the

company

No. of shares % of total shares of

the company

1

2

3

At the beginning of the year 30,60,00,000 100 30,60,00,000 100

Nil

Nil

Nil

Nil

Date wise Increase/ Decreasein Promoters Shareholding duringthe year specifying the reasons forincrease/decrease (e.g. allotment/transfer/bonus/ sweat equity etc)

At the End of the year 30,60,00,000 100 30,60,00,000 100

Sl. No. Shareholder's Name

No. of shares% of total shares of the

companyNo. of shares

% of total shares of

the company

For Each of the Top 10Shareholders

Date wise Increase/ Decreasein Shareholding duringthe year specifying the reasons for increase/decrease (e.g. allotment/transfer/bonus/ sweat equity etc)

At the End of the year (or on thedate of separation, if separatedduring the year)

1.

2.

3.

Nil Nil Nil Nil

Nil Nil Nil Nil

Nil Nil Nil Nil

Nil Nil Nil Nil

Sl.

No.Shareholder's Name

No. of shares % of total shares of the company

No. of shares % of total shares of the company

For Each of the Top 10 Shareholders

1. For Each of the Directors and KMP

2. At the beginning of the year Nil Nil Nil Nil

Date wise Increase / Decrease inShare holding during the yearspecifying the reasons for increase/ decrease (e.g.allotment / transfer/ bonus/ sweat equity etc):

3. Nil Nil Nil Nil

Nil Nil Nil Nil At the End of the year

Shareholding at the beginning of the yearCumulative Shareholding

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):

V. Shareholding of Directors and Key Managerial Personnel:

Cumulative Shareholding during the yearShareholding at the beginning of the year

Cumulative Shareholding during the yearShareholding at the beginning of the year



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

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

Secured Loansexcluding deposits

(` in Crores)

Unsecured Loans(` in Crores)

Deposits(` in Crores)

TotalIndebtedness(` in Crores)

Indebtedness at the beginning of the nancial yeari) Principal Amountii) Interest due but not paidiii) Interest accrued but not due

NilNilNil

450.00Nil

53.92

NilNilNil

450.00Nil

53.92

Total (i+ii+iii) Nil 503.92 Nil 503.92

Change in Indebtedness during the nancial year• Addition• Reduction

83,886.25Nil

100.00550.00

NilNil

100.00500.00

Net Change Nil (450.00) Nil (450.00)

Indebtedness at the end of the nancial yeari) Principal Amountii) Interest due but not paidiii) Interest accrued but not due

83,886.25NilNil

NilNilNil

NilNilNil

NilNilNil

Nil Nil NilTotal (i+ii+iii)

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

Gross salary(a) Salary as per provisions contained in section 17(1)

of the Income-tax Act, 1961(b) Value of perquisites u/s 17(2) Income-tax Act, 1961(c) Prots in lieu of salary under section 17(3) Income-

tax Act, 1961

Nil Nil Nil Nil NilNil Nil Nil Nil Nil

Nil

Nil

Nil

Nil

Nil

Nil

Nil

Nil

Nil

Nil

Nil

Nil

Nil

Nil

Nil

2. Stock Option

3. Sweat Equity

4. Commission - as % of prot - others, specify...

5. Others, please specify

Total (A)

Ceiling as per the Act

Nil Nil Nil Nil Nil

Nil Nil Nil Nil Nil

Nil Nil Nil Nil Nil

Nil Nil Nil Nil Nil

1.

V. INDEBTEDNESS

83,886.25



Sl. no. Name of the Directors Total

AmountParticulars of Remuneration

• Fee for attending boardcommittee meetings• Commission• Others, please specify

Total (1)

Other Non-Executive Directors

Nil

Shri A.P.

Panda

ShriKuldipPrasad

Dr. R.S.Jha

ShriDeepakSabhlok

Shri S.L.Gupta

ShriSunil

Mishra

ShriAbhijit

Narendra

ShriM.S.

Mathur

ShriA.K.

Gupta

Nil

NilNil

Nil

NilNil

Nil

NilNil

Nil

NilNil

Nil

NilNil

Nil

NilNil

Nil

NilNil

Nil

NilNil

Nil

Nil


• Fee for attending boardcommittee meetings

• Commission• Others, please specify

NilNil

Nil

NilNil

Nil

NilNil

Nil

NilNil

Nil

NilNil

Nil

NilNil

Nil

NilNil

Nil

NilNil

Nil

NilNil

Nil

Total (2)

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

Total Managerial Remuneration

Overall Ceiling as per the Act





Sl.no.

Particulars of Remuneration Key Managerial Personnel

1. Gross salary

16,69,332.50

Nil

Nil

1,14,240.00

Nil

Nil

15,20,017.50

Nil

Nil

6,02,344.50

Nil

Nil

39,05,934.50

Nil

Nil

2. Stock Option

Nil Nil Nil Nil Nil

3. Sweat Equity

Nil

Nil

Nil

Nil

Nil

4. Commission

- as % of prot

- others, specify...

Nil

Nil

Nil

Nil

Nil

Nil

Nil

Nil

Nil

Nil

5. Others, please specify

Nil

Nil

Nil

Nil

Nil

Total 16,69,332.50 1,14,240.00 15,20,017.50 6,02,344.50 39,05,934.50

a) Salary as per provisions contained in

section 17(1) of the Incometax Act,1961

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

Act, 1961

c) Prots in lieu of salary under section

17(3) Incometax Act, 1961

Shri BiswajitChoudhury

(CEO)01.04.17-31.01.18

Shri JagataNand Jha

(CEO)01-02-18-31-03-18

Shri RajneeshNarain (CFO)

01-04-17-31-03-18

Shri AnandAmirtharaj

Joseph (CS)01-04-18-31-03-18

Total

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

B. Remuneration to other directors:

1.

2.



A. COMPANY

Penalty

Nil

Nil

Nil

Nil

Nil

Punishment

Nil Nil Nil Nil Nil

Compounding

B. DIRECTORS

Penalty

Punishment

Compounding

C. OTHER OFFICERS IN DEFAULT

Penalty

Punishment

Compounding

Type Section of theCompanies Act

BriefDescription

Details of Penalty/Punishment/Compoundingfees imposed

Authority[RD/NCLT/

COURT]

Appeal made, if any(give Details)

Nil Nil Nil Nil Nil

Nil Nil Nil Nil Nil

Nil Nil Nil Nil Nil

Nil Nil Nil Nil Nil

Nil Nil Nil Nil Nil

Nil Nil Nil Nil Nil

Nil Nil Nil Nil Nil

VII. PENALTIES/PUNISHMENT/COMPOUNDING OF OFFENCES:



ANNEXURE-VAUDITORS’ REPORT FOR THE YEAR ENDED 31ST MARCH, 2018

To, The Members,CHHATTISGARH EAST RAILWAY LIMITEDRaipur-492013 (CG)

Report on the Financial StatementsWe have audited the accompanying nancial statements of Chhattisgarh East Railway Limited (“the Company”), which

comprise the Balance Sheet as at March 31, 2018, and the Statement of Prot and Loss and Cash Flow Statement for the year

then ended, and a summary of signicant accounting policies and other explanatory information, (hereinafter referred to as “the

Ind AS nancial statements”), which we have signed under reference to this report.

Management’s Responsibility for the Financial StatementsThe Company’s Management is responsible for the preparation of these nancial statements that give a true and fair view of the

nancial position, nancial performance and cash ows of the Company and comply with the Accounting Standards notied

under section 133 of the Companies Act, 2013 (“the Act”). This responsibility includes the design, implementation and

maintenance of internal control relevant to the preparation and presentation of the nancial statements that give a true and fair

view and are free from material misstatement, whether due to fraud or error, which have been used for the purpose of

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

Auditor’s ResponsibilityOur responsibility is to express an opinion on these Ind AS nancial statements based on our audit. We conducted our audit in

accordance with the Standards on Auditing issued by the Institute of Chartered Accountants of India. Those Standards require

that we comply with ethical requirements and plan and perform the audit to obtain reasonable assurance about whether the

nancial statements are free from material misstatement. An audit involves performing procedures to obtain audit evidence

about the amounts and disclosures in the nancial statements. The procedures selected depend on the auditor’s judgment,

including the assessment of the risks of material misstatement of the nancial statements, whether due to fraud or error. In

making those risk assessments, the auditor considers internal control relevant to the Company’s preparation and fair

presentation of the nancial statements in order to design audit procedures that are appropriate in the circumstances. An audit

also includes evaluating the appropriateness of accounting policies used and the reasonableness of the accounting estimates

made by management, as well as evaluating the overall presentation of the nancial statements.

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

Opinion

In our opinion and to the best of our information and according to the explanations given to us, the IND AS nancial statements give the information required by the Act in the manner so required and give a true and fair view in conformity with the accounting principles generally accepted in India:

(a) in the case of the Balance Sheet, of the state of affairs of the Company as at March 31, 2018;

(b) in the case of the Statement of Prot and Loss, of the loss for the year ended on that date; and

(C)in the case of the Cash Flow Statement, of the cash ows for the year ended on that date.



Emphasis of Matters :

Without qualifying our opinion we draw attention to:

• Note-12 to the nancial statements which indicates “Other nancial liabilities (towards consultancy, construction charges)” for IRCON International Limited, which is subject to conrmation and reconciliation.

• Note-04 to the nancial statement which indicates “Capital Work in Progress” relating to capitalization of contract work payments made to IRCON International Ltd. w.r.t. project execution agreement with them as executed prior to applicability of GST for which relevant compliance/certicate is pending in view of Anti-proteering measure under section 171 of the Central Goods and Service Tax Act, 2017 for passing on the benet of input tax credit or reduction in tax rate by way of commensurate reduction in price if any.

Report on Other Legal and Regulatory Requirements

1. As required by the Companies (Auditor’s Report) Order, 2016 (“the Order”) issued by the Central Government of India in terms of sub-section (11) of section 143 of the Act, we give in the Annexure-‘A’ a statement on the matters specied in paragraphs 3 of the Order.

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 of the Act, we report that:

a) We have obtained all the information and explanations which to the best of our knowledge and belief were necessary for the purpose of our audit of the aforesaid Ind AS nancial statements.

b) In our opinion proper books of account as required by law have been kept by the Company so far as appears from our examination of those books;

c) The Balance Sheet, Statement of Prot and Loss, and Cash Flow Statement dealt with by this Report are in agreement with the books of account;

d) In our opinion, the Balance Sheet, Statement of Prot and Loss, and Cash Flow Statement dealt under this report comply with the Accounting Standards notied under the Companies Act, 2013;

e) On the basis of written representations received from the directors, as at 31st March, 2018 and taken on recordby the Board of Directors, none of the directors is disqualied as on 31st March, 2018 from being appointed as directors in terms of Section 164(2) of the Act.

f) With respect to the adequacy of the internal nancial controls over nancial reporting of the company and the operating effectiveness of such controls, refer to our separate report in “Annexure – C”; and



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

i. Applications have been led before the Hon’ble National Green Tribunal, New Delhi and one pending litigation before the High Court Bilaspur, and the matters are pending for decision as at present there is no such impact on its nancial position.

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

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

For, AGRAWAL GUPTA & ASSOCIATES


(Firm Registration No.-005244C)

Sd/-

(MADAN MOHAN GUPTA)

Place : Raipur PARTER

Date : 23.04.2018 Membership No.-074090



Report under the Companies (Auditor’s Report) Order, 2016 (CARO 2016)Annexure-A to Independent Auditors’ Report

Referred to in Paragraph 1 under the heading of “report on other legal and regulatory requirements” of our report of even date

(i) (a) The company has maintained proper records showing full particulars including quantitative details and situation of

Fixed Assets.

(b) Fixed Assets has been physically veried by the management as per the policy of the Company which seems to be

reasonable having regard to the size of the Company and the nature of its business. No material discrepancies have

been noticed as conrmed by the Management.

(c) The title deeds of immovable properties are held in the name of the Company.

(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. Accordingly, the provisions of clause 3(a) to (c) of the Order are

not applicable to the Company.

(iv) The Company has not done any transactions pursuant to Section 185 and section 186 of the Companies Act, 2013, and

accordingly, provisions of Clause (iv) of the Order is not applicable to the Company.

(v) The Company has not accepted deposits from the public in terms of the directives issued by the Reserve Bank of India and

the provisions of section 73 to 76 or any other relevant provisions of the Companies Act, 2013 and the rules made there

under.

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

Government under sub-section (1) of section 148 of the Companies Act, 2013 is not applicable during the year under audit.

(vii) (a) 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 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 aforesaid dues were

outstanding as on 31st March, 2018 for a period of more than six months from the date they become payable.

(b) There were no undisputed arrears of aforesaid dues were outstanding as on 31st March, 2018.

(viii) The Company has not defaulted in repayment of loans or borrowing to a nancial institution, bank, Government or dues to

debenture holder.

(ix) The Company has availed the Long Term Loan of ̀ 838.86 crores from Consortium of Banks during the year and the loans

were applied for the purpose for which the loans were obtained.

(x) No fraud, on or by the Company has been noticed or reported during the year.



(xi) The Board of Directors of the Company consists of 7 (seven) Directors, viz., Chairman and 2 (two) Directors as nominee

of SECL, 2 (two) Directors as nominee of IRCON, 1 (one) Director as nominee of CSIDCL and 1 (one) Director as nominee

of Ministry of Railways (MoR). Therefore, the provisions of Clause 11 of the Order is not applicable to the Company.

(xii) No provisions of any special statue applicable to Nidhi Company are applicable to the company. Accordingly, the

provisions of Clause 12 of the Order is not applicable to the Company

(xiii) The transactions with the related parties are in compliance with section 177 and 188 of the Companies Act, 2013 where

applicable and details have been disclosed in the Financial Statements etc., as required by the applicable Accounting

Standards.

(xiv) The Company has not made any preferential allotment or private allotment of shares or fully or partly convertible

debentures during the year under review. Accordingly, the provisions of Clause 14 of the Order is not applicable to the

Company. (xv) The Company has not entered into any non-cash transactions with directors or persons connected with him. Accordingly,

the provisions of Clause 15 of the Order is not applicable to the Company.

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

provisions of Clause 16 of the Order is not applicable to the Company.




Sd/-

(MADAN MOHAN GUPTA)





Annexure-B to Independent Auditors’ Report

Directions under section 143(5) of the Companies Act, 2013Applicable for the year 2017-18 Accounts

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

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

Comments : The Company has clear title for leasehold land acquired for ofce building. The cost of the Ofce building is

being shared equally with Chhattisgarh East-West Railway Limited, the sister concern of the Company. The ownership of

the land which is being acquired for the project will vests with Railways and the payment being done by the Company

towards the acquisition of land is shown as Non-Interest bearing refundable Advance receivable af ter the completion of

Concession Period.

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

involved.

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

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

or other authorities.

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

authorities by the Company during the year under review.




Sd/-

(MADAN MOHAN GUPTA)





Annexure-C to Independent Auditors’ ReportReport 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 31 March 2018 in conjunction with our audit of the Standalone nancial statements of the Company for the year ended on that

date.

Management’s Responsibility for Internal Financial Controls

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

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

stated in the Guidance Note on Audit of Internal Financial Controls over Financial Reporting issued by the Institute of Chartered

Accountants of India (‘ICAI’). These responsibilities include the design, implementation and maintenance of adequate internal

nancial controls that were operating effectively for ensuring the orderly and efcient conduct of its business, including

adherence to company’s policies, the safeguarding of its assets, the prevention and detection of frauds and errors, the accuracy

and completeness of the accounting records, and the timely preparation of reliable nancial information, as required under the

Companies Act, 2013.

Auditors’ Responsibility

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

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

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

143(10) of the Companies Act, 2013, to the extent applicable to an audit of internal nancial controls, both applicable to an audit

of Internal Financial Controls and, both issued by the Institute of Chartered Accountants of India. Those Standards and the

Guidance Note require that we comply with ethical requirements and plan and perform the audit to obtain reasonable assurance

about whether adequate internal nancial controls over nancial reporting was established and maintained and if such controls

operated effectively in all material respects.

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

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

obtaining an understanding of internal nancial controls over nancial reporting, assessing the risk that a material weakness

exists, and testing and evaluating the design and operating effectiveness of internal control based on the assessed risk. The

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

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 Reporting

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

the reliability of nancial reporting and the preparation of 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 Reporting

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

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

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

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

degree of compliance with the policies or procedures may deteriorate.

Opinion

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

and such internal nancial controls over nancial reporting were operating effectively as at 31 March 2018, 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.




Sd/-

(MADAN MOHAN GUPTA)



As at 31 March 2018





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 and its revenue operation is yet to

commence.

NOTE-2: SIGNIFICANT ACCOUNTING POLICIES

Basis of preparation

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

under the Companies (Indian Accounting Standards) Rules, 2015.

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

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

paragraph 7 of the Companies (Accounts) Rules, 2014 in accordance with companies (Accounting Standards), Rules 2006

(erstwhile - Indian GAAP). These nancial statements for the year ended 31st March, 2018 has been prepared in accordance

with Ind AS.

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

at fair value.

Rounding of amounts

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

points.

Current and non-current Classication

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

treated as current when: a) it expects to realize the asset, or intends to sell or consume it, in its normal operating cycle; b) it holds the asset primarily for the purpose of trading;c) 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.



The Company classies a liability as current when: a) it expects to settle the liability in its normal operating cycle; b) it holds the liability primarily for the purpose of trading; c) the liability is due to be settled within twelve months after the reporting period; or d) it does not have an unconditional right to defer settlement of the liability for at least twelve months after the reporting period.

Terms of a liability that could, at the option of the counterparty, result in its settlement by the issue of equity instruments do

not affect its classication. All other liabilities are classied as non-current.

Revenue recognition

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

provisions of the Concession Agreement executed between the Company and SECR and there is no signicant uncertainty as to

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

(a) the amount of revenue can be measured reliably;(b) It is probable that the economic benets associated with the transaction will ow to the entity;(c) the stage of completion of the transaction at the end of the reporting period can be measured reliably; and(d) the costs incurred for the transaction and the costs to complete the transaction can be measured reliably.

Interest

Interest income is recognised using the Effective Interest Method.

Dividend

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

Other Claims

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

Leases

Company as a lessee

A lease is classied at the inception date as a nance lease or an operating lease. A lease that transfers substantially all the risks

and rewards incidental to ownership to the Company is classied as a nance lease.

Finance leases are capitalised at the commencement of the lease at the inception date fair value of the leased property or, if

lower, at the present value of the minimum lease payments. Lease payments are apportioned between nance charges and

reduction of the lease liability so as to achieve a constant rate of interest on the remaining balance of the liability.

Finance charges are recognised in nance costs in the statement of prot and loss, unless they are directly attributable to

qualifying assets, in which case they are capitalized in accordance with the Company’s general policy on the borrowing costs.

A leased asset is depreciated over the useful life of the asset. However, if there is no reasonable certainty that the Company will

obtain ownership by the end of the lease term, the asset is depreciated over the shorter of the estimated useful life of the asset

and the lease term.



Operating lease payments are recognised as an expense in the statement of prot and loss on a straight-line basis over the

lease term.

Company as a lessor

Leases in which the Company does not transfer substantially all the risks and rewards of ownership of an asset are classied as

operating leases. Rental income from operating lease is recognised on a straight-line basis over the term of the relevant lease.

Initial direct costs incurred in negotiating and arranging an operating lease are added to the carrying amount of the leased asset

and recognised over the lease term on the same basis as lease income.

Leases are classied as nance leases when substantially all of the risks and rewards of ownership transfer from the Company

to the lessee. Amounts due from lessees under nance leases are recorded as receivables at the Company’s net investment in

the leases. Finance lease income is allocated to accounting periods so as to reect a constant periodic rate of return on the net

investment outstanding in respect of the lease.

Property, Plant and Equipment

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

like, rehabilitation expenses, resettlement cost and compensation in lieu of employment incurred for concerned displaced

persons etc.

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

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

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

Concession Agreement.

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

losses, if any. The cost of an item of property, plant and equipment comprises:a) its purchase price, including import duties and non-refundable purchase taxes, after deducting trade discounts and

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

in the manner intended by management.c) the initial estimate of the costs of dismantling and removing the item and restoring the site on which it is located, the

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

particular period for purposes other than to produce inventories during that period.

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

depreciated separately.

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

loss in the period in which the same are incurred.

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

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

be measured reliably. The carrying amount of those parts that are replaced is derecognised in accordance with the de-

recognition policy mentioned below.



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

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

the item can be measured reliably. Any remaining carrying amount of the cost of the previous inspection (as distinct from

physical parts) is derecognised.

An item of Property, plant or equipment is derecognised upon disposal or when no future economic benets are expected from

the continued use of assets. Any gain or loss arising on the disposal or retirement of an item of property plant and equipment is

recognised in prot and loss.

Depreciation on property, plant and equipment, except freehold land, is provided as per cost model on straight line basis over the

estimated useful lives of the asset as follows:

Building : Life of the project Telecommunication : 3-9 years Plant and Equipment : 5-15 years Ofce equipment : 3-6 years Furniture and Fixtures : 8-10 years Vehicles : 8-10 years

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

asset.

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

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

addition / disposal.

Fully depreciated assets, retired from active use are disclosed separately as surveyed off assets at its residual value under

Property, plant Equipment and are tested for impairment.

Expenses incurred by the company on certain activities which are essential for construction, operation and maintenance of the

Rail System of the company are recognised as Rail Corridor under Construction till Commercial Operation Date (CoD). After

CoD, the assets are classied in the class of similar identiable group of asset and depreciated/ amortised based on the useful

life of the particular class of asset.

Transition to Ind 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.

Development Expenditure

All project-related expenditure viz. civil works, machinery under erection, construction and erection materials, pre-operative

expenditure, expenditure directly related to the project and incidental to setting up project facilities, borrowing cost incurred prior

to the date of commencement of commercial operation, and trial run expenditure are shown under Capital Work-in-progress.

These expenses are net of recoveries and income (net of tax) from project specic funds.



Commercial Operation

The project is brought to revenue; when commercial readiness of a project to yield revenue on a sustainable basis is established

on the basis of Certication by Commissioner of Railway Safety (CRS) for the project including stage-wise certication, if any.

However, the Commercial Operation of the Company is yet to begin.

Impairment

The company assesses at the end of each reporting period whether there is any indication that an asset may be impaired. If any

such indication exists, the company estimates the recoverable amount of the asset. An asset’s recoverable amount is the higher

of the asset’s value in use and its fair value less costs of disposal, and is determined for an individual asset, unless the asset

does not generate cash inows that are largely independent of those from other assets or company’s assets, in which case the

recoverable amount is determined for the cash-generating unit to which the asset belongs.

Financial Instruments

A nancial instrument is any contract that gives rise to a nancial asset of one entity and a nancial liability or equity instrument

of another entity.

Financial assets

Initial recognition and measurement

All nancial assets are recognised initially at fair value plus, in the case of nancial assets not recorded at fair value through prot

or loss, transaction costs that are attributable to the acquisition of the nancial asset. Purchases or sales of nancial assets that

require delivery of assets within a time frame established by regulation or convention in the market place (regular way trades)

are recognised on the trade date, i.e., the date that the Company commits to purchase or sell the asset.

Subsequent measurement For purposes of subsequent measurement, nancial assets are classied in four categories:

• Debt instruments at amortised cost• Debt instruments at fair value through other comprehensive income (FVTOCI) • Debt instruments, derivatives and equity instruments at fair value through prot or loss (FVTPL) • Equity instruments measured at fair value through other comprehensive income (FVTOCI)

Debt instruments at amortised cost

A ‘debt instrument’ is measured at the amortised cost if both the following conditions are met: a) The asset is held within a business model whose objective is to hold assets for collecting contractual cash ows, and b) Contractual terms of the asset give rise on specied dates to cash ows that are solely payments of principal and

interest (SPPI) on the principal amount outstanding.

After initial measurement, such nancial assets are subsequently measured at amortised cost using the effective interest rate

(EIR) method. Amortised cost is calculated by taking into account any discount or premium on acquisition and fees or costs that

are an integral part of the EIR. The EIR amortisation is included in nance income in the prot or loss. The losses arising from

impairment are recognised in the prot or loss. This category generally applies to trade and other receivables.



Debt instrument at FVTOCI

A ‘debt instrument’ is classied as at the FVTOCI if both of the following criteria are met: a) The objective of the business model is achieved both by collecting contractual cash ows and selling the nancial

assets, and b) The asset’s contractual cash ows represent SPPI.

Debt instruments included within the FVTOCI category are measured initially as well as at each reporting date at fair value. Fair

value movements are recognized in the other comprehensive income (OCI). However, the company recognizes interest income,

impairment losses & reversals and foreign exchange gain or loss in the P&L. On derecognition of the asset, cumulative gain or

loss previously recognised in OCI is reclassied from the equity to P&L. Interest earned whilst holding FVTOCI debt instrument is

reported as interest income using the EIR method.

Debt instrument at FVTPL

FVTPL is a residual category for debt instruments. Any debt instrument, which does not meet the criteria for categorization as at

amortized cost or as FVTOCI, is classied as at FVTPL.

In addition, the company may elect to designate a debt instrument, which otherwise meets amortized cost or FVTOCI criteria, as

at FVTPL. However, such election is allowed only if doing so reduces or eliminates a measurement or recognition inconsistency

(referred to as ‘accounting mismatch’). The company has not designated any debt instrument as at FVTPL.

Debt instruments included within the FVTPL category are measured at fair value with all changes recognized in the P&L.

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) primarily

derecognised (i.e. removed from the company’s consolidated balance sheet) when: • The rights to receive cash ows from the asset have expired, or • The company has transferred its rights to receive cash ows from the asset or has assumed an obligation to pay the

received cash ows in full without material delay to a third party under a ‘pass-through’ arrangement; and either (a) the

company has transferred substantially all the risks and rewards of the asset, or (b) the company has neither transferred

nor retained substantially all the risks and rewards of the asset, but has transferred control of the asset.



When the company has transferred its rights to receive cash ows from an asset or has entered into a pass-through arrangement, it evaluates if and to what extent it has retained the risks and rewards of ownership. When it has neither transferred nor retained substantially all of the risks and rewards of the asset, nor transferred control of the asset, the company continues to recognise the transferred asset to the extent of the Company’s continuing involvement. In that case, the company also recognises an associated liability. The transferred asset and the associated liability are measured on a basis that reects the rights and obligations that the company has retained. Continuing involvement that takes the form of a guarantee over the transferred asset is measured at the lower of the original carrying amount of the asset and the maximum amount of consideration that the company could be required to repay.

Impairment of nancial assets

In accordance with Ind AS 109, the company applies expected credit loss (ECL) model for measurement and recognition of impairment loss on the following nancial assets and credit risk exposure:

a) Financial assets that are debt instruments, and are measured at amortised cost e.g., loans, debt securities, deposits, trade receivables and bank balance.

b) Financial assets that are debt instruments and are measured as at FVTOCI

c) Lease receivables under Ind AS 17

d) Trade receivables or any contractual right to receive cash or another nancial asset that result from transactions that are within the scope of Ind AS 11 and Ind AS 18

The company follows ‘simplied approach’ for recognition of impairment loss allowance on:

• Trade receivables or contract revenue receivables; and

• All lease receivables resulting from transactions within the scope of Ind AS 17

The application of simplied approach does not require the company to track changes in credit risk. Rather, it recognises impairment loss allowance based on lifetime ECLs at each reporting date, right from its initial recognition.

Financial liabilities

Initial recognition and measurement

The Company’s nancial liabilities include trade and other payables, loans and borrowings including bank overdrafts.

All nancial liabilities are recognised initially at fair value and, in the case of loans and borrowings and payables, net of directly attributable transaction costs.

Subsequent measurement

The measurement of nancial liabilities depends on their classication, as described below:



Financial liabilities at fair value through prot or loss

Financial liabilities at fair value through prot or loss include nancial liabilities held for trading and nancial liabilities designated upon initial recognition as at fair value through prot or loss. Financial liabilities are classied as held for trading if they are incurred for the purpose of repurchasing in the near term. This category also includes derivative nancial instruments entered into by the company that are not designated as hedging instruments in hedge relationships as dened by Ind AS 109. Separated embedded derivatives are also classied as held for trading unless they are designated as effective hedging instruments.

Gains or losses on liabilities held for trading are recognised in the prot or loss.

Financial liabilities designated upon initial recognition at fair value through prot or loss are designated as such at the initial date of recognition, and only if the criteria in Ind AS 109 are satised. For liabilities designated as FVTPL, fair value gains/ losses attributable to changes in own credit risk are recognized in OCI. These gains/ loss are not subsequently transferred to P&L. However, the company may transfer the cumulative gain or loss within equity. All other changes in fair value of such liability are recognised in the statement of prot or loss. The company has not designated any nancial liability as at fair value through prot and loss.

Financial liabilities at amortised cost

This is the category most relevant to the company. After initial recognition, interest-bearing loans and borrowings are subsequently measured at amortised cost using the effective interest rate method. Gains and losses are recognised in prot or loss when the liabilities are derecognised as well as through the effective interest rate amortisation process. Amortised cost is calculated by taking into account any discount or premium on acquisition and fees or costs that are an integral part of the effective interest rate. The effective interest rate amortisation is included as nance costs in the statement of prot and loss. This category generally applies to borrowings.

Derecognition

A nancial liability is derecognised when the obligation under the liability is discharged or cancelled or expires. When an existing nancial liability is replaced by another from the same lender on substantially different terms, or the terms of an existing liability are substantially modied, such an exchange or modication is treated as the derecognition of the original liability and the recognition of a new liability. The difference between the carrying amount of a nancial liability (or part of a nancial liability) extinguished or transferred to another party and the consideration paid, including any non-cash assets transferred or liabilities assumed, shall be recognised in prot or loss.

Reclassication of nancial assets

The company determines classication of nancial assets and liabilities on initial recognition. After initial recognition, no reclassication is made for nancial assets which are equity instruments and nancial liabilities. For nancial assets which are debt instruments, a reclassication is made only if there is a change in the business model for managing those assets. Changes to the business model are expected to be infrequent. The company’s senior management determines change in the business model as a result of external or internal changes which are signicant to the company’s operations. Such changes are evident to external parties. A change in the business model occurs when the company either begins or ceases to perform an activity that is signicant to its operations. If the company reclassies nancial assets, it applies the reclassication prospectively from the reclassication date which is the rst day of the immediately next reporting period following the change in business model. The company does not restate any previously recognised gains, losses (including impairment gains or losses) or interest.



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

Offsetting of nancial instruments

Financial assets and nancial liabilities are offset and the net amount is reported in the consolidated balance sheet if there is a currently enforceable legal right to offset the recognised amounts and there is an intention to settle on a net basis, to realise the assets and settle the liabilities simultaneously.

Borrowing Costs

Borrowing costs are expensed as incurred except where they are directly attributable to the acquisition, construction or production of qualifying assets i.e. the assets that necessarily takes substantial period of time to get ready for intended use, in which case they are capitalised as part of the cost of those asset up to the date when the qualifying asset is ready for its intended use.

Taxation

Income tax expense represents the sum of the tax currently payable and deferred tax.

Current tax is the amount of income taxes payable (recoverable) in respect of the taxable prot (tax loss) for a period. Taxable prot differs from “prot before income tax” as reported in the statement of prot or loss and other comprehensive income because it excludes items of income or expense that are taxable or deductible in other years and it further excludes items that are never taxable or deductible. The company’s liability for current tax is calculated using tax rates that have been enacted or substantively enacted by the end of the reporting period.

Revised classication

FVTPL

Amortised Cost

FVTOCI

Amortised cost

FVTOCI

Original classication

Amortised cost

FVTPL

Amortised cost

FVTOCI

FVTPL

FVTOCI FVTPL

Accounting treatment

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

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

Fair value is measured at reclassication date. Difference between previous amortised costand 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 measuredas if it had always been measured at amortised cost.

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

Assets continue to be measured at fair value. Cumulative gain or loss previously recognized inOCI is reclassied to P&L at the reclassication date.



Deferred tax is recognised on temporary differences between the carrying amounts of assets and liabilities in the nancial statements and the corresponding tax base used in the computation of taxable prot. Deferred tax liabilities are generally recognised for all taxable temporary differences. Deferred tax assets are generally recognised for all deductible temporary difference to the extent that it is probable that taxable prots will be available against which those deductible temporary differences can be utilised. Such assets and liabilities are not recognised if the temporary difference arises from goodwill or from the initial recognition (other than in a business combination) of other assets and liabilities in a transaction that affects neither the taxable prot nor the accounting prot.

Deferred tax liabilities are recognised for taxable temporary differences associated with investments in subsidiaries and associates, except where the company is able to control the reversal of the temporary difference and it is probable that the temporary difference will not reverse in the foreseeable future. Deferred tax assets arising from deductible temporary differences associated with such investments and interests are only recognised to the extent that it is probable that there will be sufcient taxable prots against which to utilise the benets of the temporary differences.

The carrying amount of deferred tax assets is reviewed at the end of each reporting period and reduced to the extent that it is no longer probable that sufcient taxable prots will be available to allow all or part of the asset to be recovered. Unrecognised deferred tax assets are reassessed at the end of each reporting year and are recognised to the extent that it has become probable that sufcient taxable prot will be available to allow all or part of the deferred tax asset to be recovered.

Deferred tax assets and liabilities are measured at the tax rates that are expected to apply in the period in which the liability is settled or the asset is realised, based on tax rate (and tax laws) that have been enacted or substantively enacted by the end of the reporting period.

The measurement of deferred tax liabilities and assets reects the tax consequences that would follow from the manner in which the company expects, at the end of the reporting period, to recover or settle the carrying amount of its assets and liabilities.

Current and deferred tax are recognised in prot or loss, except when they relate to items that are recognised in other comprehensive income or directly in equity, in which case, the current and deferred tax are also recognised in other comprehensive income or directly in equity respectively. Where current tax or deferred tax arises from the initial accounting for a business combination, the tax effect is included in the accounting for the business combination.

Employee Benets

Short-term Benets

All short term employee benets are recognized in the period in which they are incurred.

Post-employment benets and other long term employee benets

Dened contributions plans

A dened contribution plan is a post-employment benet plan for Provident fund and Pension under which the company pays xed contribution into fund and the company will have no legal or constructive obligation to pay further amounts. Obligations for contributions to dened contribution plans are recognised as an employee benet expense in the statement of prot and loss in the periods during which services are rendered by employees.



Dened benets plans

A dened benet plan is a post-employment benet plan other than a dened contribution plan. Gratuity, leave encashment are dened benet plans (with ceilings on benets). The company’s net obligation in respect of dened benet plans is calculated by estimating the amount of future benet that employees have earned in return of their service in the current and prior periods. The benet is discounted to determine its present value and reduced by the fair value of plan assets, if any. The discount rate is based on the prevailing market yields of Indian Government securities as at the reporting date that have maturity dates approximating the terms of the company’s obligations and that are denominated in the same currency in which the benets are expected to be paid.

The application of actuarial valuation involves making assumptions about discount rate, expected rates of return on assets, future salary increases, mortality rates etc. Due to the long term nature of these plans, such estimates are subject to uncertainties. The calculation is performed annually by an actuary using the projected unit credit method. When the calculation results in to the benet to the company, the recognised asset is limited to the present value of the economic benets available in the form of any future refunds from the plan or reduction in future contributions to the plan. An economic benet is available to the company if it is realisable during the life of the plan, or on settlement of plan liabilities.

Re-measurement of the net dened benet liability, which comprise actuarial gain and losses considering the return on plan assets (excluding interest) and the effects of the assets ceiling (if any, excluding interest) are recognised immediately in the other comprehensive income. The company determines the net interest expense (income) on the net dened benet liability (asset) for the period by applying the discount rate used to measure the dened benet obligation at the beginning of the annual period to the then net dened benet liability (asset), taking into account any changes in the net dened benet liability (asset) during the period as a result of contributions and benet payments. Net interest expense and other expenses related to dened benet plans are recognised in prot and loss.

When the benets of the plan are improved, the portion of the increased benet relating to past service by employees is recognised as expense immediately in the statement of prot and loss.

Other Employee benets

Certain other employee benets namely benet on account of LTA, LTC, Life Cover scheme, Company personal Accident insurance scheme, settlement allowance, post-retirement medical benet scheme are also recognised on the same basis as described above for dened benets plan. These benets do not have specic funding.

As per Clause 16 (b) of MoU dated 03.11.2012, expenses related to Salary, TA/DA etc. are accounted for in the books of the Company based on the Debit Notes received from SECL & IRCON for the employees deputed from the respective parent companies. The employees are deputed by parent companies to CEWRL for short term until the project come into operation and future payment of retirement benets viz., Provident Fund, Gratuity etc., would be the liability of parent companies and its provision are subject to compliance by respective deputing companies as per the provisions of IND AS-19.

Provisions, Contingent Liabilities & Contingent Assets

Provisions are recognized when the company has a present obligation (legal or constructive) as a result of a past event, and it is probable that an outow of economic benets will be required to settle the obligation and a reliable estimate of the amount of the obligation can be made. Where the time value of money is material, provisions are stated at the present value of the expenditure expected to settle the obligation.



All provisions are reviewed at each balance sheet date and adjusted to reect the current best estimate.

Where it is not probable that an outow of economic benets will be required, or the amount cannot be estimated reliably, the

obligation is disclosed as a contingent liability, unless the probability of outow of economic benets is remote. Possible

obligations, whose existence will only be conrmed by the occurrence or non-occurrence of one or more future uncertain

events not wholly within the control of the company, are also disclosed as contingent liabilities unless the probability of outow

of economic benets is remote.

Contingent Assets are not recognised in the nancial statements. However, when the realisation of income is virtually certain,

then the related asset is not a contingent asset and its recognition is appropriate.

Earnings per share Basic earnings per share are computed by dividing the net prot after tax by the weighted average number of equity shares

outstanding during the period. Diluted earnings per shares is computed by dividing the prot after tax by the weighted average

number of equity shares considered for deriving basic earnings per shares and also the weighted average number of equity

shares that could have been issued upon conversion of all dilutive potential equity shares.

Judgements, Estimates and Assumptions

The preparation of the nancial statements in conformity with Ind AS requires management to make estimates, judgements and

assumptions that affect the application of accounting policies and the reported amounts of assets and liabilities, the disclosures

of contingent assets and liabilities at the date of nancial statements and the amount of revenue and expenses during the

reported period. Application of accounting policies involving complex and subjective judgements and the use of assumptions in

these nancial statements have been disclosed. Accounting estimates could change from period to period. Actual results could

differ from those estimates. Estimates and underlying assumptions are reviewed on an ongoing basis. Revisions to accounting

estimate are recognised in the period in which the estimates are revised and, if material, their effects are disclosed in the notes to

the nancial statements.

Judgements

In the process of applying the Company’s accounting policies, management has made the following judgements, which have

the most signicant effect on the amounts recognised in the consolidated nancial statements:

Formulation of Accounting Policies

Accounting policies are formulated in a manner that result in nancial statements containing relevant and reliable information

about the transactions, other events and conditions to which they apply. Those policies need not be applied when the effect of

applying them is immaterial.

In the absence of an Ind AS that specically applies to a transaction, other event or condition, management has used its

judgement in developing and applying an accounting policy that results in information that is:a) relevant to the economic decision-making needs of users andb) reliable in that nancial statements :



(I) represent faithfully the nancial position, nancial performance and cash ows of the entity; (ii) reect the economic substance of transactions, other events and conditions, and not merely the legal form; (iii) are neutral, i.e. free from bias; (iv) are prudent; and (v) are complete in all material respects on a consistent basis

In making the judgement management refers to, and considers the applicability of, the following sources in descending order:(a) the requirements in Ind ASs dealing with similar and related issues; and(b) the denitions, recognition criteria and measurement concepts for assets, liabilities, income and expenses in the

Framework.

In making the judgement, management considers the most recent pronouncements of International Accounting Standards

Board and in absence thereof those of the other standard-setting bodies that use a similar conceptual framework to develop

accounting standards, other accounting literature and accepted industry practices, to the extent that these do not conict with

the sources in above paragraph.

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 omissionor misstatement could individually or collectively inuence the economic decisions that users make on the

basis of the nancial statements. Management also uses judgement of materiality for determining the compliance requirement

of the Ind AS. In particular circumstances either the nature or the amount of an item or aggregate of items could be the

determining factor. Further an entity may also be required to present separately immaterial items when required by law.

Estimates and assumptions

The key assumptions concerning the future and other key sources of estimation uncertainty at the reporting date, that have a

signicant risk of causing a material adjustment to the carrying amounts of assets and liabilities within the next nancial year, are

described below. The Company based its assumptions and estimates on parameters available when the nancial statements

were prepared. Existing circumstances and assumptions about future developments, however, may change due to market

changes or circumstances arising that are beyond the control of the Company. Such changes are reected in the assumptions

when they occur.

Impairment of non-nancial assets

Impairment exists when the carrying value of an asset or cash generating unit exceeds its recoverable amount, which is the

higher of its fair value less costs of disposal and its value in use. Company considers the consolidated rail corridor network as

cash generating unit for the purpose of test of impairment. The value in use calculation is based on a DCF model. The cash ows

are derived from the budget for the next ve years and do not include restructuring activities that the Company is not yet

committed to or signicant future investments that will enhance the asset’s performance of the CGU being tested. The

recoverable amount is sensitive to the discount rate used for the DCF model as well as the expected future cash-inows and the

growth rate used for extrapolation purposes. The key assumptions used to determine the recoverable amount for the different

CGUs, are disclosed and further explained in respective notes.



Taxes

Deferred tax assets are recognised for unused tax losses to the extent that it is probable that taxable prot will be available

against which the losses can be utilised. Signicant management judgement is required to determine the amount of deferred tax

assets that can be recognised, based upon the likely timing and the level of future taxable prots together with future tax planning

strategies.

Fair value measurement of nancial instruments

When the fair values of nancial assets and nancial liabilities recorded in the balance sheet cannot be measured based on

quoted prices in active markets, their fair value is measured using valuation techniques including the DCF model. The inputs to

these models are taken from observable markets where possible, but where this is not feasible, a degree of judgement is

required in establishing fair values. Judgements include considerations of inputs such as liquidity risk, credit risk and volatility.

Changes in assumptions about these factors could affect the reported fair value of nancial instruments.

Intangible asset under development

The Company capitalises intangible asset under development for a project in accordance with the accounting policy. Initial

capitalisation of costs is based on management’s judgement that technological and economic feasibility is conrmed.



-

-

-

-

-

-

-

-

-

-

-

-

- -

-

-

-

-

- -

- -

- -

- -

- -

- -

EQUITY AND LIABILITIES

Equity

(a) Equity Share Capital 9 30,600.00 30,600.00

(b) Other Equity 10 (56.79) (41.05)

Equity attributable to equityholders of the company 30,543.21 30,558.95

Non-Controlling Interests - -

Total Equity (A) 30,543.21 30,558.95

(` in Lakh)

NoteNo.

As at 31.03.2018

As at 31.03.2017

(2) Current Assets

(a) Inventories

(b) Financial Assets

(i) Investments

(ii) Trade Receivables

(iii) Cash & Cash equivalents 7 1,387.21 7,683.28

(iv) Other Bank balances

(v) Loans

(vi) Other Financial Assets 5 1.16 50.04

(c) Current Tax Assets (Net)

(d) Other Current Assets 8 2,057.05 425.30

Total Current Assets (B) 3,445.42 8,158.61

Total Assets (A+B) 116,942.73 86,803.93

ASSETS Non-Current Assets

(a) Property, Plant & Equipments 3 89.50

(b) Capital work in progress

(c) Exploration and Evaluation Assets

(d) Other Current Assets

(e) Intangible assets under development

(f) Investment Property

(e) Intangible assets

(f) Intangible assets under development

(g) Financial Assets

(i) Investments

(ii) Loans

(iii) Other Financial Assets

(h) Deferred tax assets (net)

(i) Other non-current assets

Total Non-Current Assets (A)

(1)

5 4.28 4.28

6 10,282.81 4,562.99

113,497.31 78,645.32

4 103,120.72 73,945.38

BALANCE SHEETAs at 31st MARCH 2018



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

Liabilities

(1) Non-Current Liabilities (a) Financial Liabilities

(i) Borrowings 11 83,886.25 18,915.81

(ii) Trade payables -

(iii) Other nancial liabilities -

(b) Provisions -

(c) Other non-current liabilities -

Total Non-Current Liabilities (B) 83,886.25 18,915.81

(2) Current Liabilities

(a) Financial Liabilities

(i) Borrowings

(ii) Trade payables

(iii) Other Financial Liabilities 2,468.10 5,706.27

(b) Other Current Liabilities 45.17 147.12 (c) Provisions

Total Current Liabilities (C) 2,513.27 37,329.17

Total Equity and Liabilities (A+B+C) 116,942.73 86,803.93

11

12

13

(` in Lakh)

NoteNo.

As at 31.03.2018

As at 31.03.2017

-

-

-

-

-

-

-

-

- 31,475.79

- -

Sd/- (ANAND A. JOSEPH)

COMPANY SECRETARY

Sd/- (RAJNEESH NARAIN)

CHIEF FINANCIAL OFFICER

Sd/- (KULDIP PRASAD)

DIRECTOR DIN No -07463640

Sd/-(A.P. PANDA)CHAIRMAN

DIN No - 06664375

AS PER OUR REPORT ON EVEN DATE For, AGRAWAL GUPTA AND ASSOCIATES

Chartered Accountants ICAI Firm Regn No. 005244C

Sd/- (CA MADAN MOHAN GUPTA]

(Partner) Mem.No. 074090

PLACE: RAIPUR DATE: 23.04.2018

72



(` in Lakh)

Revenue from Operations

A Revenue From Operations

B Other Operating Revenue (Net)

(I) Revenue from Operations (A+B)

(II) Other Income

(III) Total Income (I+II)

(IV) EXPENSES

Cost of Materials Consumed

Changes in inventories of nished goods/work in progress and Stock in trade

Excise Duty

Employee Benets Expense

Power Expense

Corporate Social Responsibility Expense

Repairs

Contractual Expense

Finance Costs

Depreciation/Amortization/ Impairment expense

Provisions

Write off

Other Expenses

Total Expenses (IV)

(V) Prot before exceptional items and Tax (III-IV)

(VI) Exceptional Items

(VII) Prot before Tax (V-VI)

(VIII) Tax expense

(IX) Prot for the period from continuing operations(VII-VIII)

(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)

Other Comprehensive Income

A (i) Items that will not be reclassied to protor loss

(ii) Income tax relating to items that will not bereclassied to prot or loss

B (i) Items that will be reclassied to protor loss

(ii) Income tax relating to items that will bereclassied to prot or loss

STATEMENT OF PROFIT & LOSSFOR THE YEAR ENDED ON 31st MARCH 2018

NoteNo.

For the Year Ended31-03-2018


15 15.84 14.77

15.84 14.77

(15.74) (14.77)

(15.74) (14.77)

(15.74) (14.77)

(15.74) (14.77)

0.10

0.10

14

-

-

-

-

-

-

-

-

-

-

-

-

-

-

-

-

-

-

-

-

-

-

-

-

-

-

-

--

--

--

--

--

--

--

--

--

--

-

-

-

73

-

-






DIN No - 06664375






COMPANY SECRETARY




(XV) Total Other Comprehensive Income

(XVI) Total Comprehensive Income for the period(XIV+XV) (Comprising Prot (Loss) and OtherComprehensive Income for the period)

Prot attributable to:

Owners of the company

Non-controlling interest

Other Comprehensive Income attributable to:



Total Comprehensive Income attributable to:

Owners of the company -

Non-controlling interest -

(XVII) Earnings per equity share (for continuingoperation):

(1) Basic

(2) Diluted

(XVIII) Earnings per equity share (for discontinuedoperation):

(XIX) Earnings per equity share (for discontinued& continuing operation):

(1) Basic

(2) Diluted

(1) Basic

(2) Diluted

(0.00) (0.00)

(0.00) (0.00)

(0.00) (0.00)

(0.00) (0.00)

NoteNo.



(` in Lakh)

- -

- -

- -

- -

- -

- -

- -

74

(15.74) (14.77)



CASH FLOW FROM INVESTING ACTIVITIES

Purchase of Fixed Assets

Investment in Bank Deposit

Capital work-in-progress

Change in investments

Investment in joint venture

Interest pertaining to Investing Activities

Interest / Dividend from investments

Net Cash from Investing Activities

CASH FLOW FROM FINANCING ACTIVITIES Issue of Equity Share Capital

Repayment of Borrowings

CASH FLOW FROM OPERATING ACTIVITIES

Total Comprehensive Income before tax

Adjustments for :

Exchange uctuation loss on long termborrowing

Depreciation / Impairment of Fixed Assets

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 CurrentAssets and Liabilities

Adjustment for :

Trade Receivables

Inventories

Short/Long Term Loans/Advances & OtherCurrent Assets

Short/Long Term Liablities and Provisions

Cash Generated from Operation

Income Tax Paid/Refund

Net Cash Flow from Operating Activities

Long Term Borrowings

(40.21) 1.33

29,175.34 48,462.99

( B ) (29,135.13) (48,464.32)

- 16,694.50

(64,315.73) -

For the Year Ended31.03.2018


(15.74) (14.77)

2.96 8.46

7,302.70 (6,178.05)

(3,340.12) (1,219.44)

(10,655.59) 4,952.30

105.08

( A ) (10,655.59) 4,847.22

- -

- -

- -

- -

- -

- -

- -

- -

(12.78) (6.31)

-

93,886.25 30,000.00

(` in Lakh) CASH FLOW STATEMENT (INDIRECT METHOD)

75





Sd/- (ANAND A. JOSEPH)COMPANY SECRETARY



Sd/- (A.P. PANDA) CHAIRMAN

DIN No - 06664375

AS PER OUR REPORT ON EVEN DATEFor, AGRAWAL GUPTA AND ASSOCIATES

Chartered AccountantsICAI Firm Regn No. 005244C

DATE: 23.04.2018 PLACE: RAIPUR

(Partner)Mem.No. 074090

Sd/- [CA MADAN MOHAN GUPTA]

Interest & Finance cost pertaining to FinancingActivities

3,924.13 3,387.91

Receipt of Shifting & Rehabilitation Fund

Dividend & Dividend Tax

Buyback of Equity Share Capital

Net Cash used in Financing Activities ( C ) 33,494.65 50,082.41

Net Increase / (Decrease) in Cash & BankBalances (A+B+C )

Cash & Bank Balance (opening balance) 7,683.28 1,217.97

Cash & Bank Balance (closing balance) 1,387.21 7,683.28

(All gures in bracket represent outow.)

(6,296.07) 6,465.31



(` in Lakh)

76



(` in Lakh)

STATEMENT OF CHANGES IN EQUITY FOR THE PERIOD ENDED 31st MARCH, 2018

A. EQUITY SHARE CAPITAL

Particulars Balance As

at01.04.2016

Changes InEquity Share

Capital DuringThe Period

Balance asat

31.03.2017

Balance Asat

01.04.2017

Changes InEquity Share

Capital DuringThe Period

Balance asat

31.03.2018

Equity Share Capital 13,905.50 16,694.50 30,600.00 30,600.00 30,600.00

77

B. OTHER EQUITY

GeneralReserve

OtherReserves

RetainedEarnings

Debt Instrumentsthough Other

ComprehensiveIncome

Non-ControllingInterests

Total

Additions during the year

Adjustments during the year

Changes in accounting policyor prior period errors

Total comprehensive incomeduring the year

(14.77) (14.77)

Adjustments during the year Appropriations

Transfer to / from Generalreserve

Transfer to / from Otherreserves

Interim Dividend Final Dividend Corporate Dividend tax

Adjustment of Pre-operativeexpenses

Balance as at 31.03.2017 (41.05) (41.05)

Balance as at 01.04.2017 (41.05) (41.05)

Additions during the period

Adjustments during theperiod

Changes in accountingpolicy or prior period errors

Total comprehensive incomeduring the period (15.74) (15.74)

Adjustments during theperiod

Appropriations

Transfer to / from Generalreserve

Transfer to / from Otherreserves

Interim Dividend

Final Dividend

Corporate Dividend tax


Balance as at 31.03.2018 (56.79) (56.79)

Balance as at 01.04.2016 (26.28) (26.28)- - - -

- - - -

- - - -

- - - -

- - - -

- - - -- - - -

- - - -

- - - -

- - - -

- - - -- - - -

- - - -

- - - -

- - - -

- - - -

- - - -

- - - -

- - - -

- - - -

- - - -

- - - -

- - - -

- - - -

- - - -

- - - -

- - - -

- - - -

--

-

-

-

--

-

-

-

-

-

-

-

-

-

-

-

-

-

-

-

-

-

-

--

-

-

-

--

-

-

-

-

-

-

-

-

-

-

-

-

77



(` in Lakh)

PARTICULARS Building Plant and

Equipments Furniture and

Fixtures Total

Carrying Amount

As at 1 April 2016 127.42 - 20.50 147.92

Additions during the year

Deletions/Adjustments

As at 31 March 2017

- -

- -

-127.42

1.33

-

21.83

1.33

-

149.25

As at 1 April 2017

Additions during the period


As at 31 March 2018

127.42

2.42

(43.94)

85.90

21.83

1.31

-

23.14

149.25

3.73

(43.94)

109.04

-

-

-

-

Accumulated Depreciation and Impairment

As at 1 April 2016

Charge for the year

Impairment

Diposals/ Retirements\Adjustmenmts

As at 31 March 2017

4.36

4.34

-

-

8.70

3.76

4.12

-

-

7.88

8.12

8.46

-

-

16.58

As at 1 April 2017

Charge for the period

Impairment

Diposals/ Retirements\Adjustmenmts

As at 31 March 2018

8.70

2.88

-

(4.02)

7.56

7.88

4.10

-

-

11.98

16.58

6.98

-

(4.02)

19.54

-

-

-

-

-

-

-

-

-

-

Net Carrying Amount

As at 31 March 2018

As at 31 March 2017

As at 1 April 2016

78.34

118.72

123.06

11.16

16.74

89.50

132.67

139.80

NOTE - 03Property Plant and Equipment

78



Note: 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 EastWest 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 Buidling 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 31.03.2017, the value of land was considered with the overall cost of building and

accordingly, the amortisation was done taking into consideration the useful life of 30 years.With the applicability of IND AS-17,

the value of land has been separated from the cost of building and the carring value as on 01.04.2017 has been suitably reected

as a Prepaid Expense, bifurcated into Non Current Assets in Note 6 and Current Assets in Note 8. The Lease Rent is being

charged every quarter considering the useful life of 30 years. The Amortisation on value of land for the period upto 31.03.2017

has also been transferred to Lease Rent.

Particulars Figures in(`)

Value of Land included in the cost of Building 4,393,698.00

Amortisation on Land upto 31.03.2017 402,756.00

Carrying Value as on 31.03.2017 3,990,942.00


Lease Rent from 1.4.17 to 31.03.18 195,276.00


Classication

Non-Current (Note-6) 3,600,390.00

Current (Note-8) 195,276.00

79



NOTE - 04

Capital Work in Progress

PARTICULARSDevelopment

Revenue ExpensesTotal

Carrying Amount ConstructionWork

ConsultancyCharges Others

As at 1 April 2016 2,477.73 17,784.60 4,989.98 125.00 25,377.31

Additions During The Year 35,348.51 11,642.54 1,144.02 433.00 48,568.07

Capitalisations/Deletions (100.00) 100.00

As at 31 March 2017 37,826.24 29,327.14 6,234.00 558.00 73,945.38

As at 1 April 2017 37,826.24 29,327.14 6,234.00 558.00 73,945.38

Additions During The Period 10,128.64 17,995.77 180.38 870.55 29,175.34

Capitalisations/Deletions

As at 31 March 2018 47,954.88 47,322.91 6,414.38 1,428.55 103,120.72

Provision and Impairment

As at 1 April 2016

Charge for the Year

Impairment


As at 31 March 2017

As at 1 April 2017

Charge for the Period

Impairment during the Period


As at 31 March 2018

Net Carrying Amont

As at 31 March 2018 47,954.88 47,322.91 6,414.38 1,428.55 103,120.72

As at 31 March 2017 37,826.24 29,327.14 6,234.00 558.00 73,945.38

As at 1 April 2016 2,477.73 17,784.60 4,989.98 125.00 25,377.31

( in Lakh )`

Rail Corridor Under Construction

- - - - -

- - - - -

- - - - -

- - - - -

- - - - -

- - - - -

- - - - -

- - - - -

- - - - -

- - - - -

- - - - -

- --

Note :

1) Rail Corridor Under Construction indicates payment made to IRCON towards facilitating Land Acquisition, Preparation of Feasibility Report and Detailed Project Report and towards construction work as per the parameters of Project Execution Agreement signed between the Company and IRCON International Limited dated 18.01.2014.

2) The revenue expenses amounting to ` 47,954.88 Lakhs are attributable to the Project Cost and accordingly has been capitalized as per the applicable Indian Accounting Standard (IND AS) and has been shown under Capital Work in Progress. The breakup of the Capital Work in Progress has been given under:

80



Total 37,826.24 10,128.64 47,954.88

Particulars

Balance as

on 01.04.2017

( in Lakh)`

Addition during the

Period ( in Lakh)`

Balance ason 31.03.2018

( in Lakh)`

Salary, wages and Contribution to PF

Other Allowances

Travelling Expenses

Rent, Taxes and Ofce Maintenance Expenses

Depreciation and Amortization

Other Expenditure

Interest

Provision For Income Tax

Fees to RoC for Increase of Authorized Share Capital

Deferred Fair Value Loss - IND AS

188.64 91.70 280.34

1.62 19.86 21.48

30.81 18.39 49.20

16.82 13.43 30.25

21.35 2.80 24.15

60.83 44.20 105.03

5,990.68 6,140.24 12,130.92

197.47 43.40 240.87

249.19 0.00 249.19

31,728.87 3,927.04 35,655.91

Sub-Total 38,486.28 10,301.06 48,787.34

Less: Interest Income - Bank 429.95 151.57 581.52

Les: Interest Income-Others 230.09 20.85 250.94

All such other expenses which are of administrative nature and not attributable to the project has been charged to Statement of

Prot & loss.

3) Payment amounting to 1004.93 Lakhs under the Head Others covered under Rail Corridor Under Construction denotes `

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 870.55 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 for providing Debt Syndication Service ̀

to the Company.

81



NOTE - 05

( in Lakh)`

As at31.03.2017Non Current

As at31.03.2018

Bank deposits

Other Deposits

4.28 4.28

Less: Provision for doubtful deposits

- -

TOTAL 4.28 4.28

Interest accrued on

- Investments - -

- Bank Deposits 1.16 50.04

- Others (specify in note) - -

Other Deposits - -

Less: Provision for doubtful deposits -

-

- -

TOTAL 1.16 50.04

OTHER FINANCIAL ASSETS

- -

Note:

Security Deposit for Telephone Line with BSNL, Raipur

Security Deposit for Electricity Connection with CSPDCL, Raipur

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

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

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

FY 2017-18 FY 2016-17

3.81 3.81

0.03 0.03

0.21 0.21

0.02 0.02

0.21 0.21

Total 4.28 4.28

( in Lakh)`

Current

Deposit includes:

82

As at31.03.2017

As at31.03.2018



NOTE 06

OTHER NON-CURRENT ASSETS

(I) Capital Advances

Less : Provision for doubtful Loans & Advances

(ii) Advances other than capital advances

(a) Security Deposit for utilities

Less :Provision for doubtful deposits

(b) Other Deposits

Less :Provision for doubtful deposits

( c) Advances to Related Parties

(d) Advance for Revenue

Less :Provision for doubtful advances

(e) Prepaid Expenses

Deferred Fair Value Loss - IND AS

TOTAL

Notes:

Capital Advances includes: FY 2017-18 FY 2016-17

Non-Interest bearing refundable advance given to FA & CAO, South EastCentral Railway (SECR) towards Compensation of Revenue Land as perClause 7 of MoU dated 03.11.2012.

R&R Compensation to FA & CAO, South East Central Railway (SECR) forPrivate Land (Refer 16.4(e) of Additional Notes on Accounts) 15,000.00 15,000.00

Expenditure towards Diversion of Forest Land and Govt. Land as per Clause6 of MoU dated 03.11.2012

5,893.73 1,584.74

Total 38,034.70 33,725.71

17,140.97 17,140.97

(1)

As at 31.03.2018

As at 31.03.2017

38,034.70 33,725.71

38,034.70 33,725.71

7,868.02 2,566.15

36.00

(35,655.91) (31,728.87)

10,282.81 4,562.99

( in Lakh)`

- -

- -

- -

- -

- -

- -

- -

-

83



2) Advance of ` 78.68 Crores to Related Parties includes payment made to IRCON International Limited amounting to ` 7,867.92 lakhs and payments made to other parties amounting to ̀ 0.10 lakhs.

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. 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 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 31.03.2018 in the absence of achievement of appointed date as per Concession Agreement. Accordingly, Deferred Fair Value Loss - IND AS of ̀ 35,655.91 lakhs has been charged to Capital Work in Progress.

4) The Prepaid Expenses includes Value of Land of ̀ 36.00 lakhs as shown below:


Lease Rent from 1.4.17 to 31.03.18 1,95,276.00


Particulars

Value of Land included in the cost of Building

Amortisation on Land upto 31.03.2017

Carrying Value as on 31.03.2017

Classication

Non-Current (Note-6)

Figures in (`)

43,93,698.00

4,02,756.00

39,90,942.00

36,00,390.00

1,95,276.00 Current (Note-8)

NOTE - 07CASH AND CASH EQUIVALENTS

(a) Balances with Scheduled Banks

- In Deposit Accounts with maturity upto 3 months

- In Current & Escrow Accounts

- In Cash Credit Accounts -

(b) Cheques, Drafts and Stamps in hand -

(c) Imprest with Employees

(d) Others

- In Deposit Accounts with maturity not exceeding 12 months

Total

(` in Lakh) As at

31.03.2018 As at

31.03.2017

1,346.16 6.02

41.05 7,677.26

1,387.21 7,683.28

84



Particulars Figures in ( ) `

Value of Land included in the cost of Building 43,93,698.00

Amortisation on Land upto 31.03.2017 4,02,756.00



Lease Rent from 1.4.17 to 31.03.18 1,95,276.00


Classication

Non-Current (Note-6) 36,00,390.00

Current (Note-8) 1,95,276.00

NOTE -08OTHER CURRENT ASSETS

As at 31.03.2018

As at31.03.2017

Advance for Revenue

Less : Provision for doubtful advances

Advance payment of statutory dues 23.08 22.48

Less : Provision for doubtful advances

23.08 22.48

Advance to Related Parties - 401.72

Advance to Employees

- - Less : Provision for doubtful advances

Advance- Others

Less : Provision for doubtful claims

Deposits- Others

Less: Provision

Input Tax Credit Receiveable 2031.24

Prepaid Expenses 2.73 1.10

Receivables- Others

Less: Provision

TOTAL 2,057.05 425.30

( in Lakh)`

- -

- -

- -

- -

- -

- -

- -

- -

-

- -

- -

- -

Notes: (1) The Prepaid Expenses includes Value of Land of 1.95 lakhs as shown below and 0.78 Lakhs towards Annual Lease ` ` Rent of the Building.

85



Share Capital( in lakh) `

Share Capital( in lakh)`

Issued during the period 16,69,450,00 16,694.50

Particulars Current Year Previous year

No. of shares No. of shares

Outstanding at the beginning of the period 306,000,000 30,600.00 13,90,550,00 13,905.50

Outstanding at the end of the period 306,000,000 30,600.00 30,60,000,00 30,600.00

Name of Shareholder Current Year Previous Year

No.of Shares held(Face value of

10 each) `

% of TotalShares

No.of Sharesheld (Face value

of 10 each) `

% of TotalShares

South Eastern Coalelds Limited and its Nominees(Holding Company)

20,57,24,800 67.23 20,57,24,800 67.23

IRCON International Limited 8,35,75,700 27.31 8,35,75,700 27.31

CSIDCL (Representing GoCG) 1,66,99,500 5.46 1,66,99,500 5.46

NOTE - 09

EQUITY SHARE CAPITAL

As at 31.03.2018

As at31.03.2017

Authorised

65,00,00,000 Equity Shares of 10/- each `

TOTAL

30,60,00,000 Equity Shares of 10/- each ` 30,600.00 30,600.00

TOTAL 30,600.00 30,600.00

65,000.00 65,000.00

65,000.00 65,000.00

Issued, Subscribed and Paid-up

( in Lakh)`

(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 preferential amounts. The distribution will be in proportion to the number of equity shares held by the shareholders.

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

86



(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 5.46% on the Balance Sheet date.

NOTE 10

OTHER EQUITY

Portion of Preference

ShareCapital

Balance as at 01.04.2016 Additions during the year

Adjustments during the year


Total comprehensive incomeduring the year

Appropriations

Transfer to/from General reserv

Transfer to/from Other reserves

Interim Dividend

Final Dividend



Balance as at 31.03.2017

Balance as at 01.04.2017 Additions during the period

Adjustments during the period


Total comprehensive incomeduring the period

Appropriations

Transfer to/from General reserve

Transfer to/from Other reserves

Interim Dividend

Final Dividend



Balance as at 31.03.2018

( in Lakh) `

Other Reserves GeneralReserve

RetainedEarnings

Non- ControllingInterests

TotalCSRReserve

CapitalReserve

CapitalRedemption

reserve

SustainableDevelopment

Reserve (26.28) (26.28)

(14.77) (14.77)

(41.05) (41.05)

(41.05) (41.05)

(15.74) (15.74)

(56.79) (56.79)

87



NOTE 11

BORROWINGS

As at 31.03.2018 As at 31.03.2017

Term loan

From Banks

Consortium of Banks (Indian Bank, Lead Bank) 83,886.25

Total (A) 83,886.25

From Other Parties

South Eastern Coalelds Limited 9,600.00 9,600.00

Interest (Net of TDS) 3,595.32 2,609.56

Less: Repayment 13,195.32 -

Total (A) - 12,209.56

IRCON International Limited 3,900.00 3,900.00

Interest (Net of TDS) 1,393.45 998.07


Total (B) - 4,898.07

CSIDCL 1,500.00 1,500.00

Interest (Net of TDS) 454.03 308.18


Total (C) - 1,808.18

Total (Principal Component) 15,000.00 15,000.00

Total (Interest Net of TDS Component) 5,442.80 3,915.81


Grand Total - 18,915.81

CLASSIFICATION 1

Secured 83,886.25 -

Unsecured 18,915.81

Term loan

From Other Parties

South Eastern Coalelds Limited 25,600.00 19,200.00

Interest (Net of TDS) 2,998.99 1,357.15


Total (A) - 20,557.15

IRCON International Limited 10,400.00 7,800.00



Total (B) - 7,868.67

CSIDCL 4,000.00 3,000.00



Total (C) - 3,049.97

-

-

( in Lakh)`

-

88



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 stipulates 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; © 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;

Total (Principal Component) 40,000.00 30,000.00

Total (Interest Net of TDS Component) 3,872.93 1,475.79


Grand Total 31,475.79 -

CLASSIFICATION 1

Secured - -

Unsecured - 31,475.79

As at 31.03.2018 As at 31.03.2017

( in Lakh)`

89



(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.

(2)The Company has entered into Long Term Loan Agreement for availing unsecured loan amounting to 150.00 Crores from `the Promoter Companies viz., SECL, IRCON and CSIDC in proportion to the shareholding pattern at 12% interest rate per annum with compounding at quarterly rests. The repayment period of loan shall be of 05 years, excluding the time involved for construction of project i.e., Moratorium Period not exceeding ve years from the date of the loan Agreement.

(3)The Company has entered into Short Term Loan Agreement for availing Unsecured Loan amounting to 500.00 Crores from `the Promoter Companies viz., SECL, IRCON and CSIDC in proportion to the shareholding pattern respectively at a rate linked to SBI MCLR as on 01.05.2016 with a spread of 50 basis points which comes to 9.65% per annum with compounding at quarterly rests. Loan amounting to 400.00 Crores out of 500.00 Crores has been received by the Company. The repayment period of ̀ `loan shall be within 6 months of the Financial Closure of Phase-I Project of CERL or within 1 year from the date of the signing of this loan agreement, whichever is earlier.

(4)One of the conditions stipulated in the Sanction Letter of the Banks was to repay the Existing Debt provided by the Promoters (along with accrued interest thereon) in lieu of Senior Debt prior to rst disbursement. Accordingly, CERL Board at its 27th Meeting held on 20.07.2017 decided to repay the existing Debt obtained from Promoters. Therefore, with the directive of CERL Board, the Company repaid the entire Debt along with Accrued Interest thereon obtained from Promoter Companies from the initial drawdown obtained from Consortium of Banks during the period under review.

90



NOTE - 12

OTHER FINANCIAL LIABILITIES

As at 31.03.2017 As at 31.03.2018

Non Current

Security Deposits

Earnest Money

Others

Total

Current

For Expenses

Directional & General Charges 433.00 -

Consultancy Charges 0.54 1,697.83

Construction Charges 2,418.25 3,534.47

Vehicle Hire Charges 0.02 0.70Printing Charges 0.18-

Travelling Expenses 0.06 0.94

Meeting Expenses 0.15 0.07

Ofce & Workshop Repair & Maintenanace 0.43 0.29Electricity Charges 0.09 0.12

Telephone Charges 0.07 0.03Legal Fee 2.57 -

Provision for Audit Fees & Expenses 3.67 5.76

Security Deposits 1.83 1.75

Earnest Money Deposits 0.22 0.54

Others liabilities 40.20 30.59

TOTAL 2,468.10 5,706.27

NOTE - 13

OTHER CURRENT LIABILITIES

As at 31.03.2017 As at 31.03.2018

Statutory Dues:

Income Tax deducted/collected at Source 45.17 147.12

Total 45.17 147.12

( in Lakh)`

- - - -

- -

- -

( in Lakh)`

Notes :

1. Other Liabilities includes expenditure amounting to 13.53 Lakhs (Previous Year 24.37 Lakhs) incurred by SECL (Holding ` `company) on behalf of the company.

2. Other Liabilities includes expenditure amounting to 26.67 Lakhs (Previous Year 6.22 Lakhs) incurred by IRCON ` `International Limited on behalf of the company.

91



NOTE 14

OTHER INCOME

For the YearEnded 31-03-2018

For the YearEnded 31-03-2017

Other Income

Liability/Provisions Write back

Interest From Bank Deposits

Interest Received from Income Tax

0.10 -

- -

- -

Total 0.10 -

( in Lakh)`

NOTE 15



Consultancy Charges

Legal Expenses

Books & Periodicals

Website Charges

Ofce Contingent Expenses

Meeting Expenses

Publication Expenses

Auditor's Remuneration & Expenses

Internal Audit & Other Audit Fees Expenses

1.64

0.24

0.10

-

1.22

3.43

1.17

-

0.92

0.15

5.92

14.77

1.99

0.12

0.01

0.34

0.57

6.42

1.83

1.29

-

3.27

15.84

- For Audit Fees

- For Exps.

Total

( in Lakh)`OTHER EXPENSES

92



NOTE – 16: ADDITIONAL NOTES TO THE FINANCIAL STATEMENTS FOR THE YEAR ENDED 31st MARCH, 2018

1. Fair Value measurement

(a) Financial Instruments by Category

Fair values of nancial assets and liabilities measured at amortised cost

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

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

31st March, 2018

FVTPL FVTOCI Amortized cost

FinancialAssets

Deposits &receivable

35,655.91 - 2,378.79

Cash &cash equivalents -

- - 1,387.21 - - 7,683.28

FinancialLiabilities

Borrowings - - 83,886.25 - - 50,391.60

Trade payables - - 2,466.05 - - 5,703.98

Security Depositand Earnest

money - - 2.05 - - 2.29

Other Liabilities - - - - - -

31st March, 2018 31st March, 2017

Carrying Amount Fair Value Carrying Amount Fair Value

Financial Assets

Deposits & Receivables 35,655.91 2,378.79 31,728.87 1,996.84

Financial liabilities

Borrowings

Security Deposit and Earnest money

-

-

-

-

-

-

-

-

31st March, 2017

FVTPL FVTOCI Amortized cost

31,728.87 - 1,996.84

( in Lakh)`

93



(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 shareof equity in the JVC shall correspond to the value of land (Revenue Land and Forest Land) provided by the State Government or 10% whichever is more. If the value of land provided by GoCG exceeds 10% of the equity, the shareholding percentage of GoCG and SECL shall stand modied accordingly.

Capital Structure of the company is as follows:

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

At present Seven Employees of SECL and Two Employees of IRCON have been deputed in the Chhattisgarh East Railway Limited and Chhattisgarh East-West Railway Limited for execution of the project of laying of Rail Lines. As per Clause 16 (b) of MoU dated 03.11.2012, expenses related to Salary, TA/DA etc. are accounted for in the books of the Company based on the Debit Notes received from SECL & IRCON for the employees deputed from the respective parent companies. The employees are deputed by parent companies to 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: NIL

b)Commitments

Estimated amount of contracts remaining to be executed on capital account and not provided for:

` 246.04 Crores

31.03.2018 31.03.2017

Equity Share capital 30,600.00 30,600.00

Preference share capital - -

Long term debt 83,886.25 18,915.81

( in Lakh)`

94



4. Other Information

a) Provisions

The position and movement of various provisions except those relating to employee as on 31.03.2018 are given below:

b) Certain expenses to the tune of 30.95 Lakhs incurred by the Company during the FY 2017-18, on behalf of `Chhattisgarh East-West Railway Limited (CEWRL) has been reimbursed by CEWRL vide decision taken at the 1st Meeting of the Board of Directors of the Company dated 05.04.2013.

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.

d) Earnings per share

Note 3:-Property, Plant and Equipment:Impairment of Assets :

- - - - -

Note 4:- Capital Work in Progress :Against CWIP :

5,698.15 -

-

3,235.92 - 2,462.23

Note 6:- Other Non-Current Assets :Advance:

Note 8:- Other Current Assets :Advance Payment Against Statutory Dues:Other Receivables:

36,291.86

22.484.28

9,610.86

44.00 43.40

45,902.72

23.084.28

Sl. No. Particulars For the year ended

31.03.2018 For the year ended

31.03.2017

I) Net prot after tax attributable to Equity Share Holders (15,74,410.63) (14,77,052.00)

ii) Weighted Average no. of Equity Shares Outstanding 30,60,00,000 29,68,52,329

iii) Basic and Diluted Earnings per Share in Rupees (Face value

.10/- per share) `0.00 0.00

-

- -

-

-

Provisions Opening

Balance as on01.04.2017

Additionduring the

year

Write back/Adj. during

the year

Unwinding ofdiscounts

ClosingBalance as

on 31.03.2018

( in Lakh)`

95



e) Related Party Disclosures

(i) Key Managerial Personnel

1) Shri A.P. Panda, Chairman

2) Dr. R.S. Jha, Director

3) Shri Kuldip Prasad, Director

4) Shri Deepak Sabhlok, Director

5) Shri S.L. Gupta, Director

6) Shri Sunil Mishra, Director

7) Shri Abhijit Narendra, Director

8) Shri Jagata Nand Jha, Chief Executive Ofcer

9) Shri Rajneesh Narain, Chief Financial Ofcer

10) Shri Anand Amirtharaj Joseph, Company Secretary

(ii) Remuneration of Key Managerial Personnel

(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.

ii)

Sl. No. Payment to Chief Executive Ofcer, ChiefFinancial Ofcer and Company Secretary

For the year ended31.03.2018

For the year ended31.03.2017

I)

Short Term Employee BenetsGross SalaryPerquisitesMedical Benets

45,31,127.00 49,97,852.31

Post-Employment BenetsContribution to P.F. & other fund - - Termination Benets (Paid at the timeof separation)Leave EncashmentGratuity

TOTAL 45,31,127.00 49,97,852.31

iii)

- -

- -

96



Sl. No Name of the Company Nature of

relationship

Amount of transactions during the year

Total Closing Balanceas on

31.03.2018 Loan withAccruedInterest

Constructionand

ConsultancyCharges

Others

1 South Eastern

Coalelds Limited

HoldingCompany

93.20 - 0.65 93.85 0.14

2 IRCON

International Limited

AssociateCompany

36.44 185.95 53.53 275.92

Payable: 48.00Receivable:

78.68Net : (30.68)

(iv) Taxation:

The Company has deposited an amount of 28.06 Lakhs towards the Corporate Advance Tax has been towards its projected `taxable income for the FY 2017-18. Further, 15.94 lakhs TDS has been deducted by the Bank and IRCON on Interest Income. `Accordingly, Tax Provision of 43.40 lakhs has been made for the FY 2017-18 on the projected taxable income.`

(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).

( in crore)`

97



(viii) Statement of Project Financing as on 31-03-2018

(ix) 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 the Companies (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

(x) Status of Legal cases

A Writ Petition has been led during FY 2016-17, before the Hon’ble High Court o f Chhattisgarh, in which inter-alia, the Company has been made a party, claiming inadequate quantum of R&R Compensation.

Sources of Fund Amount

( in Lakhs) `Amount

( in Lakhs) `Application of Funds

Amount( in Lakhs)`

Promoters Contribution Civil Engineering Works 44,745.79

Equity Share Capital 30,600.00 Signalling & Telecom Works 841.00

Reserves & Surplus (56.79) Electrical Works 8,040.77

Promoters Equity 30,543.21 Mechanical Works 0.00

Other Fees Payable to PMC 9,546.91

Loan from Banks Total Escalable Costs (Adjusted forInation)

63,174.47

Indian Bank 23,169.00 Deposits Towards Land 38,034.70

Canara Bank 8,801.30 Preliminary and Financing Charges 3,047.89

Corporation Bank 14,082.00 Contingency 0.00

Dena Bank 7,214.00 Margin Money 0.00

Vijaya Bank 7,005.00 Interest During Construction (IDC) 12,130.92

United Bank of India 8,658.00 Total Costs 1,16,387.98

Oriental Bank of Commerce 7,214.00

Indian Overseas Bank 7,742.95 Less: Liability Accounted for ason 31.03.2018

2,513.27

Total Loan From Banks 83,886.25

Interest Income 832.46

Sources of Funds 1,15,261.92 Total Costs 1,13,874.71

Balance 1,387.21

98



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. (x) As per IND AS 17, Disclosures for Operating Lease relating to future minimum lease payments under non-cancellable operating leases for each of the following periods are as under:

(I) not later than one year : 1,95,276.00 ̀ (ii) later than one year and not later than ve years : 7,81,104.00 ̀ (iii) later than ve years : 28,19,286.00 ̀

The Future minimum lease payments relates to Annual Ground Rent payable to CSIDCL. The one-time payment of lease rent has been made to CSIDCL at the time of agreement and has been shown under Prepaid Expenses under Note 6 & 8.

11) 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 13 form part of the Balance Sheet as at 31st March, 2018 and 14 to 15 form part of Statement of Prot & Loss for the year ended 31st March, 2018 and Note – 16 represents Additional Notes to the Financial Statements.

Signature to Note 1 to 16.

Sd/- Sd/- Sd/- Sd/- (Anand A. Joseph) (Rajneesh Narain) (Kuldip Prasad) (A.P. Panda)Company Secretary Chief Financial Ofcer Director Chairman DIN: 07463640 DIN: 06664375

As per Our Report on Even DateFor, Agrawal Gupta & Associates

Chartered AccountantsICAI Firm Regn No. 005244C

Sd/- (CA MADAN MOHAN GUPTA)

Date: 23.04.2018 (Partner) Place: Raipur Mem. No. 074090

99



Statement of Unaudited/ Audited Results for the Quarter ended 31.03.2018, Quarter ended 31.12.2017,

Quarter ended 31.03.2017, Year Ended 31.03.2018, Year Ended 31.03.2017.

PART - I

For the QuarterEnded

31.03.2018

For the QuarterEnded

31.12.2017

Unaudited Unaudited Unaudited Unaudited Audited

For the Quarter Ended

31.03.2017

For the YearEnded

31.03.2018

For the YearEnded

31.03.2017

Revenue From OperationsOther Operating Revenue (Net)Revenue from Operations (A+B)Other Income

Particulars

Revenue from Operations

A B (I) (II)

----

---

----

---

----

(III) Total Income (I+II) - 0.10

(IV) EXPENSES

- 0.10 -

Excise Duty

Employee Benets Expense

Power Expense

Corporate Social Responsibility Expense

Repairs

Contractual Expense

Finance Costs

Depreciation/Amortization/ Impairmentexpense

Provisions

Write off

Cost of Materials Consumed

Changes in inventories of nishedgoods/work in progress and Stockin trade

- --- -

- --- -

- --- -

- --- -

- --- -

- --- -

- --- -

- --- -

- --- -

- --- -

- --- -

- --- -

- --- -

- --- -

Other Expenses 4.53 2.72 7.63 15.84 14.77

(VI) Exceptional Items

(VII) Prot before Tax (V-VI) (4.53) (2.62) (7.63) (15.74) (14.77)

(VIII) Tax expense

(IX) Prot for the period from continuingoperations (VII-VIII)

(4.53) (2.62) (7.63) (15.74) (14.77)

(X) Prot/(Loss) from discontinuedoperations

(XI) Tax exp of discontinued operations

(XII) Prot/(Loss) from discontinuedoperations (after Tax) (X-XI)

(XIII) Share in JV's/Associate's prot/(loss)

(XIV) Prot for the Period (IX+XII+XIII) (4.53) (2.62) (7.63) (15.74) (14.77)

Total Expenses(IV) 4.53 2.72 7.63 15.84 14.77

(V) Prot before exceptional items andTax (III-IV)

(4.53) (2.62) (7.63) (15.74) (14.77)

- --- -

0.100.10

ANNEXURE I OF SEBI (LODR), 2015

( in Lakh)`

100



(XVII)

(1) Basic 0.00 0.00 0.00 0.00 0.00

(2) Diluted

(XVIII) Earnings per equity share (fordiscontinued operation):

(XIX) Earnings per equity share (fordiscontinued & continuing operation):

(1) Basic

(2) Diluted

Earnings per equity share (for continuing operation):

0.00 0.00 0.00 0.00 0.00

(1) Basic

(2) Diluted

0.00 0.00 0.00 0.00 0.00

0.00 0.00 0.00 0.00 0.00

Other Comprehensive Income

A (i) Items that will not be reclassiedto prot or loss

(ii) Income tax relating to items that willnot be reclassied to prot or loss

B (i) Items that will be reclassied toprot or loss

(ii) Income tax relating to items that willbe reclassied to prot or loss

(XV) Total Other Comprehensive Income

(XVI)

Total Comprehensive Income for theperiod (XIV+XV) (Comprising Prot(Loss) and Other ComprehensiveIncome for the period)

Prot attributable to:



Other Comprehensive Incomeattributable to:



Total Comprehensive Incomeattributable to:



(4.53) (2.62) (7.63) (15.74) (14.77)

- - - - -

- - - - -

- - - - -

- - - - -

- - - - -

- - - - -

- - - - -

- - - - -

- - - - -

- - - - -

- - - - -

- - - - -

- - - - -

- - - - -


COMPANY SECRETARY






DIN No - 06664375






101



-

-

-

-

-

-

-

-

-

-

-

-

- -

-

-

-

-

- -

- -

- -

- -

- -

- -

EQUITY AND LIABILITIES

Equity

(a) Equity Share Capital 30,600.00 30,600.00

(b) Other Equity (56.79) (41.05)

Equity attributable to equityholders of the company 30,543.21 30,558.95

Non-Controlling Interests - -

Total Equity (A) 30,543.21 30,558.95

( in Lakh) `

31.03.2018 31.03.2017

(2) Current Assets

(a) Inventories

(b) Financial Assets

(i) Investments

(ii) Trade Receivables

(iii) Cash & Cash equivalents 1,387.21 7,683.28

(iv) Other Bank balances

(v) Loans

(vi) Other Financial Assets 1.16 50.04

(c) Current Tax Assets (Net)

(d) Other Current Assets 2,057.05 425.30

Total Current Assets (B) 3,445.42 8,158.61

Total Assets (A+B) 116,942.73 86,803.93

ASSETS Non-Current Assets

(a) Property, Plant & Equipments 89.50

(b) Capital work in progress

(c) Exploration and Evaluation Assets

(d) Other Current Assets

(e) Intangible assets under development

(f) Investment Property

(e) Intangible assets

(f) Intangible assets under development

(g) Financial Assets

(i) Investments

(ii) Loans

(iii) Other Financial Assets

(h) Deferred tax assets (net)

(i) Other non-current assets

Total Non-Current Assets (A)

(1)

4.28 4.28

10,282.81 4,562.99

113,497.31 78,645.32

103,120.72 73,945.38

ANNEXURE IX OF SEBI (LODR), 2015

102



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

Liabilities

(1) Non-Current Liabilities (a) Financial Liabilities

(i) Borrowings 83,886.25 18,915.81

(ii) Trade payables -

(iii) Other nancial liabilities -

(b) Provisions -

(c) Other non-current liabilities -

Total Non-Current Liabilities (B) 83,886.25 18,915.81

(2) Current Liabilities

(a) Financial Liabilities

(i) Borrowings

(ii) Trade payables

(iii) Other Financial Liabilities 2,468.10 5,706.27

(b) Other Current Liabilities 45.17 147.12 (c) Provisions

Total Current Liabilities (C) 2,513.27 37,329.17

Total Equity and Liabilities (A+B+C) 116,942.73 86,803.93

( in Lakh) `

31.03.2018 31.03.2017

-

-

-

-

-

-

-

-

- 31,475.79

- -


COMPANY SECRETARY






DIN No - 06664375






103



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, 2018 and that to the best of our knowledge and belief :

� These statements do not contain any materially untrue statement or omit any material fact or contain statements that might be misleading;

� These statements together present a true any fair view of the company’s affairs and are in compliance with existing accounting standards, applicable laws and regulations.

• To the best of our knowledge and belief, no transactions entered into by the company during the

year ended 31st March, 2018 are fraudulent, illegal or violative of the company’s code of conduct.

• We accept responsibility for establishing and maintaining internal controls for nancial reporting and we have evaluated the effectiveness of internal control system of the company pertaining to nancial reporting and we have disclosed to the audit, deciencies in the design or operation of such internal controls, if any, of which they are aware and the steps they have taken or propose to take to rectify these deciencies.

• We have indicated to the auditors that:

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

reference;

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

� We are not aware of any instance of signicant fraud with involvement therein of the management or an

employee having a signicant role in the company’s internal controlsystem over nancial reporting.

Sd/- Sd/-

(Rajneesh Narain) (J.N. Jha)

Date: 23.04.2018 Chief Financial Ofcer Chief Executive Ofcer

104

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