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MINUTES OF THE 8TH MEETING OF THE BOARD OF DIRECTORS OF NASHIUUNICIPAL SMART CITY DEVELOP]IIENT CORPORATION(NMSCDCL) HELD ON FRIDAY, 2OTH IUIY, 2Or8 AT IT|EETINGMUNTCIPAL COMMISSIONER OFFICE, N.M.C. PURANDARE COLONY,SHARANPU& RAXMANDHI BHAVAN, NASHIK-422OO2, COUIT|ENCED Ar2.OO P.M. AND CONCLUDED AT O3.OO P.M.

DIRECTORS PRESENT:

Mr. Sitaram Kunte -Chairman and NomineeAdd. Chief Secretary (Services) General Administration Dept., Maharashtra State

Mr. Tukaram Mundhe - Additional DirectorCommissioner, Nashik Municipal Corporation

Standing Committee Chairman, Nashik Municipal Corporation

Mr. Dinkar Patil - NomineeLeader of House, Nashik Municipal Corporation

Mis. Ranjana BhansiMayor, Nashik Municipal Corporation

Mrs. Himgauri Aher

Mr. Ajay BorasteLeader of Opposition, Nashik Municipal Corporation

Mr. Bhaskarrao Mundhe

Mr. Shahu Khaire

Mr. Gurumeetsingh Bagga

Mr. Tushar Pagar

Mr. Prakash Thavil

Mr. Mahendra Shinde

- Nominee Director

- Additional Director

- Nominee Director

- Independent



- Independent Di

- Chief Executive Officer &Executive Director

- Company Secretary

WELCOME

The Chief Executive Officer welcomed all the members of the board of NaMunicipal Smart City Development Corporation Limited (NMSCDCL).

CHAIRMAN

Mr. Sitaram Kunte, Chairman of the meeting took the chair and conductedproceedings of the meeting.

ITEM NO. I:TO RECORD OF PRESENCE OF QUORUM:

The chairman noted that the quorum was present.

CHAIRMAN'S INITIALS

ITEM NO, 2:

GRANT LEAVE OF ABSENCE, IF ANY:

Leave of absence was granted to the following Director(s).

Mrs. Renu SatijaDeputy Secretary (Budget), MoUD, GoI

Mrs. Prajakta Lavangare-VermaJoint Managing Director, CIDCO

Mr. B. RadhakrishnanDlstrict Collector, Nashik

Mr. Ravinderkumar SingalPolice Commissioner, Nashik

- Nominee Director

- Nominee Director

- Nominee Director

- Nominee Director

ITEM NO. 3:

TO TAKE NOTE OF THE MINUTES OF 7TH BOARD OF DIRECTORS MEETING:

It was informed board that the draft Minutes of the 7th Board of Directors Meetingheld on 11th April, 2018 at Meeting Hall, Municipal Commissioner Office, NashikMunicipal Corporation, Rajiv Gandhi Bhavan, Purandare Colony, Sharanpur,Nashik-422002, were circulated to all directors and final minutes were entered inthe Minutes Book. Certified True Copy of the minutes were circulated to all theDirectors. The board took the note of the same.

ITEM NO. 4:

TO TAKE NOTE OF DISCLOSURE OF DIRECTORS'INTEREST FOR FY 2O18-19:

It was informed board that to note General Notices of Disclosure of Interest andchanges therein in pursuant to Section 184 of the Companies Act, 2013 read withRule 9 (1) of Companies (Meetings of Board and its Powers) Rules, 2OL4 asreceived from Shri. Shahu Khaire and Shri. Gurumeetsingh Bagga directors of thecompany in the prescribed format of Form No. MBP-I. After discussion, thefollowing resolution was passed unanimously:

RESOLUTION NO. 131

*RESOLVED THAT pursuant to Section 184 of the Companies Act, 2013 read withRule 9 (1) of the Companies (Meetings of Board and its Powers) Rules, 20L4notices of disclosure of interests received from Shri. Shahu Khaire and Shri.Gurumeetsingh Bagga directors of the company in Form No. MBP -1 disclosingnature of their interest or concern with shareholding in any other Companies, BodyCorporate or Firm or Association of Individuals for the financial year 2018-19 beand is hereby noted and be kept in the custody of Company Secretary of thecompany.

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ITEM NO. 5:

TO TAKE NOTE OF DECIARATION OF INDEPENDENCE OF TIIR.

MUNDHE:

It was informed board that as per section L 9Q) of the Companies Act, 2013, itnecessary to take note qf the declaration of independence received from ShriBhaskarrao Mundhe, Independent Director of the company. After discussion,following resolution was passed unanimously:

RESOLUTXON NO. 132

"RESOLVED THAT pursuant to Section t49(7) of the Companies Act, 20declaration of independence received from Shri. Bhaskarrao Mundhe, IndependenDirector of the company be and is hereby noted and taken on record."

ITEM NO. 6:

TO TAKE NOTE REGARDING END OF TERM OF APPOINTMENT OF COMPANSECRETARY OF NTISGDCL:

It was informed board that Mahendra Shinde, Company Secretary was appoinvide Order No. 64/2017 dated OL/0712017 and the appointment made for termone year on contract basis. Accordingly, the term of one year expired3OlAq2O18. Company Secretary vide letter dated 3LlOSl2018 informed thatthe end of term of one year he is not able to continue with NMSCDCL asSecretary.

Further the Board discussed regarding need of position and decided the termappointment may be extended with modification in remuneration for fufther 1

months. It was informed board that remuneration to the Company SecretaryPune Smaft City is Rs. 2.25 Lakh per month and Company Secretary of Aurais Rs.1.50 Lakh per month. Board also directed that considering remunerationcompany secretary in other smart city and considering market rate of Nashik cityfinalize modification in remuneration from Director, NMSCDCL & CommissioneNMC. After discussion, the following resolution was passed unanimously:

RESOLUTION ilO. 133

"RESOLVED THAT the Board be and is hereby considered and approvedextension of term of appointment of Shri. Mahendra Shinde as Company Secretafor 11 months subject to modification in remuneration from Director, NMSCDCLCommissioner NMC."

ITEM NO. 7:

TO APPRISE REGARDXNG PUBLICATION OF ADDITIONAL EXPRESSIONINTEREST FOR THE IMPLEMENTATION OF PUBLXC BICYCLE SHARIPROJECT IN NASHIK:

It was informed board that NMSCDCL had planned to introduce a Bicycle ShariSystem to provide a low-cost, environmentally friendly mobility option toresidents. To implement theInterest for selection of anOperation and maintenance ofJanuary 2018.

;

same, NMSCDCL had published an Expressionagency for supply, Installation, CommissioningPublic Bicycle sharing System at Nashik on

CHAIRMAN'S INITIALS

The objective was to implement 1000 bicycles spread over minimum 100 physicaldocking stations across the city to be implemented within a time period of twelvemonths. In response to the same, four agencies namely, Fulora Foundation,Feynman Technologies, Hero Bicycles and OLA had expressed interest andsubmitted their proposals. Based on subsequent formal evaluation process, theproject was awarded to Fulora Foundation. A Letter of Intent was also issued toFulora Foundation on 6th March 2018.

Further it was informed that it has been almost four months since the issuance ofthe Letter of Intent, however progress regarding the implementation of the projectby Fulora Foundation has not met the desired expectations and pace. The Boardwas apprised regarding the delay in the execution of the project by FuloraFoundation and the termination and blacklisting of Fulora Foundation in view of thesame. Taking cognizance of Fulora Foundation's delay in meeting the deadlines, itwas discussed during the project review meeting to reach out to various otheragencies by floating an additional Expression of Interest (EoI). While NMSCDCLintends to implement the project primarily adopting the concept of physical dockingstations it is open to consider adoption of dockless technology with due justificationand merits of that technology along with a Proof-of-Concept implementation.Mechanism such as geo-referenced dockless stations will be preferred over plaindockless system. The ratio of physical docking vs dockless stations in the overallscheme of implementation is presently proposed to be in the ratio of B0:20. Theseclauses have been recorded in the Expression of Interest as well.

As part of the evaluation process of the Expression of Interest, bidders proposingdockless technology need to undertake Proof of Concept (PoC) for at least fivebicycles at minimum two locations for a period of two days in Nashik. Fufther,mobile application and re-distribution of bicycles also need to be demonstrated. Ithas been clearly documented in the Expression of Interest that the bidders have tobear all the expenses related to the Proof of Concept.Important dates regarding the Expression of Interest are as follows:o Last Date of Submission of Proposals: Wednesday, 25th July 2018 till 15:00 hrs.o Date of Presentation: Thursday,26th July 2018 from 15:00 hrs. Onwards.o Proof of Concept for shortlisted bidders: On 30th and 31st July 2018.The board took the note of the same.

ITEM NO, 8:

TO APPRISE EXPENDITURE FOR THE QUARTER ENDED ON JUNE 18:

It was informed board that as per decision in the last board meeting statement ofexpenditure for each quarter is to be placed before board for appraisal of theboard. Accordingly, NMSCDCL has prepared statement as per below showingexpenditure incurred during quafter April 18 to June 18.

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NASHIK MUNICIPAL SMART CITY DEVELOPMET{T CORPORATION LIMITED

Quarterly Expenditure Statement for the Period 1 April 2Ol8 To 3O lune 2018

Adveftisement Expenses 3,60,241.00

Conveyance & Travelling Expenses 51,565.00

Salary Expenses 11,11,349.00

Other Admin Expenses 2,87,989.00

Electricals & Instal lation 5,09,873.00

Furniture & Interior Work 17,81,904.00

Fixed Assets 1,73,950.00

Total (A) 42176,871.OO

Project -Works

Repair & Renovation to KalidasKalamandir

3,35,69,677.O0

Erecting of electric Crematorium atAmardham Nashik

L,28,43,725.00

Development of Nehru Garden 22,24,853.O0

Total (B) 4186t38r255.OO

Total A+B 5129r151125.OO

The board took the note of the same.

ITEM NO. 9:

TO APPRISE THE STATUS OF SMART CITY PROJECTS:

It was informed board that total of 54 projects are being executed with a

value as INR 2315.09 Crore. Below is the snapshot of the same as per the soof funds:

A. Summary of projects is as follows:

TotalValue in INR Crore 2315.09

Total Proiects 54

Completed ttExecution 15

Tendered 5

DPR Preparation 23

&,CHAIRMAN'S INITIALS

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I source of Funds I category | ruumber oi pioiecr I varues of II I I lproiectsl

I smart City Funds I Reo-Retrofitting I tl | 739.6s I

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I lPancity I a 1 s76.67 1

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The representatives of Project Management Consultant presented the list of 54projects categorized as per four source of funds viz. Smart City Funds,Convergence, Public Private Partnership and Corporate Social Responsibility.Tabulated summary of the same is as follows:

B. Projects to be executed through Smaft City Funds:

s.No.

Project Name Category Cost as perSmart CityProposal inINR Crore

Cost as peractual WorkOrder in INR

Crore

Final Valueto be

consideredin INR

Crore

Status ofProject

Remarks

1_ Renovation of KalidasKalamandirAuditorium

ABD-Retrofitting

5.64 9.55 9.55 Completed None

2 Renovation ofMahatma Phule

Kaladan ExhibitionCenter

ABD-Retrofitting

L.L2 3.31 3.31 Completed None

3 Renovation of NehruGarden

ABD-Retrofittins

o.4s L.25 L.25 Execution None

4 Construction ofElectric crematorium

ABD-

Retrofitting2.25 2.07 2.O7 Execution None

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CHAIRMAN'S INITIALS

Project Name Cost asper

SmartClty

Proposalin INR

Crorelmplementation of 1.1kms stretch pilot Smart

Road

ABD.Retrofitting

Execution Additional projectcarved out of

Developmentincluding

beautification andinfrastructurecomponents in

Retrofittins area

lnstallation of Roof TopSolar Panels

Central Command andControl Center

Godavari RiverfrontDevelopment including


Retrofittine area

ABD-Retrofitting

lnstallation ofmechanical gates on

Godavari river

DPR

preparationClubbed with



Laser and fountainshow at Godavari river

ABD-Retrofitting

DPR

preparationClubbed with



Godavari RiverfrontDevelopment including

beautification andinfrastructurecomponents inGreenfield area

-

TIME

I

Costas peractualWorkOrderin INR

Crore

FinalValue to

beconsldered

in INRCrore

I

' C. Projects to be executed through PPP mode:

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Redevelopment ofMajor and Minor Roads

with lnfrastructureUtility Services

lncluding Water Supplyand Sewerage inRetrofitting Area

ABD-Retrofitting

322.75 DPR

preparationAdditional project

carved out ofGodavari Riverfront



Retrofittins area.Pan City ICT project of

installation ofAutomated Meter

Readers and SCADA

Project Name Status ofProject

Costas peractualWorkOrderin INR

Crore

Cost asper

SmartCity

Proposalin INR

CroreProcurement of

garbage collectionvehicles for solid waste

Pan CityICT-based SmartParking Managementfor On-street and Off-

Street locations

Execution Project wasoriginally part ofSmart City Funds

However, it isbeing undertaken

on PPP basis.

Estimated cost is

as perConcessionaire's

proposal.

Further, an

additional tenderfor further 28locations is on

the anvil.LED streetlight projectwith advertisement

rights

TenderedPan City This project wasactually

restricted toABD-Retrofittingarea. But in viewof larger benefits,

coveage wasincreased to pan

city

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6 Construction of publictoilets

ABD-Retrofitting

3.38 0 3.38 DPR

PreparationEarlier tender has

been cancelled.Revised way

forward to bedecided in duecourse of time.

7 Underground parkingat Shivaji Stadium

ABD.Retrofitting

L21.O5 0 121.O5 DPR

PreparationThe project may

get cancelled andalternate

location/s arebeine identified.

8 Automated multilevelparking at Plot no.P167, P485, P486

ABD-Retrofitting

L6.26 0 L6.26 DPR

PreparationOnly one out of

three sites is

feasible forimolementation.

9 Re-development andcommercialization ofNimani bus terminal

Pan City LL.29 0 lL.29 DPR

Preparationlf feasible, site tobe clubbed withCity Bus Service

Proiect10 Re-development and

commercialization ofDwarka bus terminal

Pan City 54.2 0 54.2 DPR


Proiecttt Re-development and

commercialization ofNashik Road bus

terminal

Pan City 33.87 0 33.87 DPR


ProiectL2 Automated multilevel

parking at YashwantMandai

ABD.Retrofitting

10.16 0 10.16 DPR

Preparation

13 ln-situ slumrehabilitation project

ABD-Retrofitting

30.82 0 30.82 DPR

Preparation

Total 349.31 568.91

D. Projects to be executed through convergence mode

sNo.

Proiect Name ExecutingAgency

Category ProposalCost

asperscP

Cost asper WorkOrder INR

Crore

Final Valueto be

consideredin INR Crore

Status of Project

1 Four-laning of Nashik-Pune highwav

NHAI Pan City 336.16

0 336.16 Completed

2 Renovation ofSarkarwada heritage

building

Archaeolo

cvDepartment, State

Government

ABD-Retrofitti

ng

9.59 0 4.5 Completed

3 Audit of city's waterdistribution system

NashikMunicipalCorporatio

n

ABD-Retrofitti

ng

3.29 2.96 2.96 Completed

4 Renovation andmodernization of

33/11 kV Sub Stations

MSEDCL ABD-Retrofitti

ng

0.14 0 0.14 Execution

CHAIRMAN'S INITIALS

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Capacity enhancementof Low Tension sub-

station

Provisioning of solarpanels on government

buildings

lnstallation of RingMain Unit,

Sectionaliser, Autoreclosures, Fault

lndicators etc.

Archaeologv

Department, State

Government

Renovation ofSundarnarayan Temple

ExecutionRemark-

Off-streetsite is

consideredunder ICT-

based SmartParking


n

ABD-

Retrofitting

Concretization ofBhalekar School ground

for ICT based SmartParking.

lnstallation of City wideCCTV cameras

IT

Department, State

Government

Pan City bus serviceproject on PPP mode


n

Training of guides, set-up of lnformation

Centers andpromotion and supportfor Homestay concept

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77 Re-development ofShivaji Garden

NashikMunicipal

Corporation

ABD.Retrofitti

n8

1.69 0 1.69 DPR

PreparationRemark-

This project waloriginally

planned underCSR, but will

now beexecuted underAmrut Scheme

Total 688.62 548.51

E. Projects to be executed under CSR mode:

I

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e

f

s'No

Proiect Name Category OriginalFundin

tSource

ProposalCost asper scP

Cost as

per WorkOrder

INR Crore

FinalValueto be

consideredin INR

Crore

Status o

Proiecl

L Development ofwater fountain

over HolkarBridge

ABD.Retrofitting

CSR L.4t 0.95 0.95 Completr d

2 Development ofHistory Museum

Pan City csR 2.25 2 2 Completr d

3 Development ofTraffic Park forchildren andassociated

training center

Pan City csR t.L2 4 4 Complett d

4 Beautificationbelow Mumbai-

Nashik NH-3

flyover

Pan City CSR 1.69 1.5 1.5 Completr d

5 Development ofPandit Nehru bio

diversitv park

Pan City csR 15.66 L2 t2 Completr d

6 lslandbeautification ofAshok Stambh

junction

ABD-

RetrofittingCSR 0.s6 0 0.56 DPR

Preparati, n

During the appraisal of projects status Shri. Gurumeet Bagga suggested tcchildren's play area in the Nehru Garden. To this, Hon. Municipal Commissionerclarified that there was no provision for development of play area and that fundsare already utilized for the planned development works of Nehru Garden. In futureif required, a play area can be developed through the funds of Nashik MunicipaCorporation. Shri. Shahu Khaire also suggested to remove encroachments in thtvicinity of the garden. Hon. Municipal Commissioner given instructions to ACtTraffic regarding handing over of LHS from Ashok Stambh to Trambak Naka fotPilot Smart Road in at one glance so as to complete the work fast.

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As regards the convergence projects, respective agencies such as MSEDCL, MTDCand MSRTC were also directed to expedite the process of sharing of the requireddetails expected from them.

ITEM NO. 1O:

TO CONSIDER AND APPROVE THE EXTENSION OF TERM OF APPOINTMENTAS CHIEF FINANCIAL OFFICER:

It was informed board that Shri. B. G. Nirmal, Chief Financial Officer (CFO) wasappointed vide Order No. 62l2OL7 dated Ot/07/2017and the appointment made forterm of One year on contract basis. Accordingly, the term of one year expired on30/06{2ALB. Chief Financial Officer vide letter dated t4/O6l2}t8 requested forextension of appointment Chief Financial Officer. Further the Board discussedregarding need of position and decided the term of appointment may be extendedfor fufther 11 months. After discussion, the following resolution was passedunanimously:

RESOLUTION NO. I34

"RESOLVED THAT the Board be and is hereby considered and approved theextension of term of appointment of Shri. B.G. Nirmal as Chief Financial Officer for11 months."

ITEM NO. 11:

TO CONSIDER AND APPROVE KEEPING BOOKS OF ACCOUNTS OTHER THANREGISTERED OFFICE:

It was informed board that the company has started its administrative office atLoknete Panditrao Khaire Panchavati Divisional Office, 4th Floor, MakhmalabadNaka, Panchavati, Nashik - 422003, Maharashtra.

As per Section 128 of the Companies Act 2013, every company shall prepare andkeep at its registered office books of account and other relevant books and papersand financial statement for every financial year. Provided all or any of the books ofaccount aforesaid and other relevant papers may be kept at such other place inIndia as the Board of Directors may decide. Accordingly, it is proposed to keepbooks of account and other relevant books and papers and financial statement ataforesaid address. After discussion, the following resolution was passedunanimously with modification :

RESOLUTION NO. 135

*RESOLVED THAT Pursuant to Section 128(1) of the Companies Act, 2Ot3,Consent of Board of Directors of the Company be and is hereby accorded forkeeping and maintaining books of account and other relevant books and papers andfinancial statement for every financial year of the Company at Loknete PanditraoKhaire Panchavati Divisional Office, 4th Floor, Makhmalabad Naka, Panchavati,Nashik * 422OO3, Maharashtra with immediate effect."

*RESOLVED FURTHER THAT Chief Executive Officer and Company Secretary ofthe Company be and are hereby authorized severally for giving Notice to Registrarof Companies in Form AOC - 5 and do all the acts, deeds and things which arenecessary to give effect to the aforesaid resolution."

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ITEII NO. 12:

TO CONSIDER AND APPROVE SITTING FEES OF SHRI.MUDHE, INDEPENDENT DIRECTOR;

It was informed board that As per section !49 (9) read with Section 197(5) ofCompanies Act, 2AL3, independent director may receive remuneration by waysitting fee, reimbursement of expenses for participation in the Board and othmeetings.

Shri. Bhaskarrao Mudhe appointed as an Independent (Non-Executive) Directorthe company. He is also member of Audit Committee. Independent Directorto attend Board as well Audit Committee meeting as and when scheduled. Itnecessary to honor his services as an Independent Director by giving himfees as against attendance of board and committee meetings. In recognition ofcdntribution and experience for the benefit of the company, it is proposed tositting fees of Rs. 10,00O/- for attendance at each meeting of Board of Diincluding committee meeting along with reimbursement of expensesparticipation including executive class Air fare & accommodation in well-hotel or of the level up to 5 star for attending the meetings of the company.

It was also informed board that other Smaft Cities like Aurangabad Smaft CityPune Smart City are paying sitting fees of Rs. 10,000/- to Independent DirectorsFurther all board members discussed and proposed, "to pay sitting feesRs.10,000/- for attendance at each meeting of Board of Directors includcommittee meeting along with reimbursement of expenses for particiincluding executive class Air fare & accommodation in well-furnished hotel or oflevel up to 5 star for attending the meetings of the company", to Shri. BhaskaMudhe and Shri. Tushar Pagar, Independent Directors of the company.discussion, the following resolution was passed unanimously:

RESOLUTXON, I!tO. 136

'RESOLVED THAT pursuant to section 149(9) and Section 197(5) ofCompanies Act, 2OL3, consent of board of directors of the company be andhereby accorded to remunerate Shri. Bhaskarrao Mudhe and Shri. Tushar P

Independent directors by way of paying sitting fees of Rs. 10,0001- for attendanat each meeting of Board of Directors including committee meeting along wreimbursement of expenses for participation including executive class Air fareaccommodation in well-furnished hotel or of the level up to 5 star for attendingmeetings of the company."

Shri. Bhaskarrao Mudhe and Shri. Tushar Pagar, Independent Directors, beiinterested director, did not participate in the discussion.

ITEM NO. 13;

TO COI{SIDER AND APPROVE INCREASE XN AUTHORISED SHARE CAPITAL:

It was informed board that as per Smart City Mission Guidelines clause no. 10.4The State Government and the ULB will determine the paid-up capital requiremeof the SPV commensurate with the size of the project, commercial financinrequired and the financing modalities. Initially, to ensure a minimum capitalfor the SPV, the paid-up capital of the SPV should be such that the ULB's share is aleast equal to Rs.100 crore with a matching equity contribution by State, thepaid up capital of the SPV will thus be Rs. 200 crore.

9CHAIRMAN'S INITIALS

Accordingly, it is proposed to increase in Authorized capital to accommodate thepaid up share capital of the SPV to Rs. 200 crore. It is necessary to alter clause 5th

of the Memorandum of Association of the company to reflect the increasedauthorized share capital of the company.

The expenses for increase in Authorized capital will be approx. Rs.2,11,00,000/-(approx.Rs.1,91,09,000/- Fees of Registrar of Companies and approx.Rs.19,99,500/- stamp duty for increase in paid-up share capital).

Board discussed that as per mission guidelines, its State and ULB to determineshare capital of the company and hence it is necessary to take decision on theissue, after consideration of pros and cons of increase in authorized and paid upshare capital. If company wants to raise funds from market then increase in paidup share capital may be considered. So board needs to consider possibility ofraising of funds from market and then board can take decision on increase inarithorized and paid up share capital.

All board members discussed the item and decided to defer this resolution.

ITEM NO. 14:

TO DISCUSS AND DECIDE UPON THE ISSUE OF INCOME TAX;

It was informed board that as per discussion held in the last board meeting,information regarding income tax is to be paid or not on interest amount earned orthere is any way forward to save income tax on interest amount earned, iscollected from other smart city.

As per the guidelines on Smart Cities Mission, the implementation of the Mission atthe City level will be done by a Special Purpose Vehicle ('SPV') created for thepurpose. The SPV will be a limited company incorporated under the Companies Act,2013 at the city-level, in which the State/UT and the Urban Local Body will be thepromoters having 50:50 equity shareholding. Being Public Limited Company, thecompany is liable to pay income tax on the profits as per the provisions of IncomeTax Act 1961.Tax rate is 25o/o to 30o/o on the total income plus surcharge plusHealth and Education Cess.

Fufther as per section 115J8 of Income Tax Act 1961, A company shall be liable topay MAT @ 18.5olo of book profit (plus surcharge and Health and Education Cess asapplicable) where the normal tax liability of the company is less than 18.5o/o ofbook profit.

NMSCDCL has earned interest income on grants received for execution of capitalprojects. The issue arising for consideration is whether the interest income will bechargeable to tax or the same can be netted off against the Capital work-in-progress, which will go to reduce the cost of project. NMSCDCL intends to set offthis interest income against the Capital work-in-progress ('CWIP') appearing in thebooks of account on account of the partially completed capital projects. There is nospecific provision for the abovementioned adjustment under the Income-tax Act,1961. However, there are few court rulings in which the issue has been deliberated.

The decision, of the Hon'ble Karnataka High Court in the case of CIT v. KarnatakaUrban Infrastructure Development & Finance Corporation, is in computing the totalincome of the assesse for any previous year the interest accrued on bank depositscannot be treated as an income of the assessee as the interest is earned out of themoney given by the Government of India for the purposeMega-city scheme.

of implementation of

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In case of NMSCDIL, il is equally applies to the facts of NMSCDCL as it is atso::ff::I ^f:p1-pr_-gly"rnment

ior implementation of smart cities MissirLI[IE5 MISSIOSchemes of the GoI and the grant received from Gol / State G;rt.7 ULB for capittfj:l?*: y::fTf,Tiily,p:ik..d pendins ,iitisition rrom wntriint"."rt income wareceived which again witl'oe ploughed rir.r. to i*[tement and futfit;i:"fi:];;Plan.

Pune smart city has obtained opinion from Firm of chartered Accountaregarding tax implications on interest income received on funds earmarkedij_?*l ,:::lir:l-:::"tj_A: per. opinion ii ii possibte to take a view thatvrew fnainterest income earned on deposits earmarteo [o be utilized ]; Emart citymay not be liable to tax.

Pun-e and Nagpur smaft city going on the same line and chartered Accountant

, NMSCDCL is also of the same view.

account on account of the partially corpl;ted.ipitil'ploil&is'!'':, !

After discussion, the following resolution was passed unanimously:

RESOLUTTO.I{ NO. 137

"RESOLVED THAT the consent of Board be and is hereby accorded todetailed disclosure in the Financial statement along with basis of acctreatment of interest earned on project grants and the interest income beoff against the capital work-in-progress, which will go to reduce the cost of prc

ilX,,H j:^:::_:T- :I: JlTr"r,- income asainst the capirat work_in-prosv, ^-tt t-Pt tJ!('cwIP') appearing in the books of account on account of the partially complcapital projects.,,

ITEM NO, 15:

TO APPROVE FINANCIAL STATE]IIE]{T As oN 31sT uARcH 2oI8:

*:::,ll*il_":i1tfa.t as per section 134 (1) of the companies Act, 2013,^LL,

U.VJ.J/ Llfinancial statement shall be approved by the -Board

of Directors before they a:j::.*:_::n:.,-f:.-r tl1 ao.aro at teasr by the chairperson of the company where IHsr I y Yvt tE;t E:is authorized by the Board or by two directors out of which one shall be managi

:j:"":r:::1i:r_1'ef Executive officer, if he is a director in the company, the chYe.tf I Ltrg rvtllFinancial officer and the company secretary of the company, wherever they aappointed, for submission to the auditor for his report thereon.

Financial statement for the financial year ended on 31st March 201g is prepared fr:r-.Ttfyl,,ol^tlu-^p:I9. or directon oi inu

'companv. rhe copv or financistatement wiil be presented before thturoiioii;'ffi";;;;;"ril ,,"n",|Jthereon' After discussion, the following resolution was passed unanimously:

During the discussion, board instructed to seek writing opinion from statu*:lL'qg^rn:..o:!1ll:. Irke detaired-Jir.r"rr* in the Financiar sratement awith basis of accounting treatment of interest_ earned on JffJ:r;Trffiil#f:X1rt,1,",I".^l?,r:::l i:::ry-:1n u9 1#lg "n "g,inii ul" i"pitar work-inprogress, which wiil go to reduce the cost of proSect and can be set ;#TlrHJ;l.3T:- ::':T:.:!-"jlP1t1 1g1.-in-p..srytJ rifwlP') appearins in the books

v.).

CHAIRMAN'S INITIALS

-1

RESOLUTION NO. 138

"RESOLVED THAT pursuant to sectionfinancial year ended on 31st March 2018hereby approved."

134(1) the financial statement for theas placed before the meeting be and is

"RESOLVED FURTHER THAT pursuant to section 134(1) of the Companies Act,2Ot3, Mr. Sitaram Kunte, Chairman - Director, Mr. Tushar Pagar, IndependentDirector and Mr. Prakash Thavil, CEO along with Company Secretary and ChiefFinancial Officer of the company be and are hereby authorized to sign the financialstatement before presenting to the Auditors of the company for their reportthereon."

ITEM NO. 16:

TO CONSTDER AND APPROVE LIMTTS (DELEGATTON) OF AUTHORITYMANUAL:

It was informed board that NMSCDCL has approved Financial ManagementGuidelines vide resolution no. 0B/NOV/2017 passed in board meeting dated02/fi/zAU. Financial Management Guidelines includes Delegation of Powers inpara no. 7.1. However, considering the existing delegation of powers it is proposedand necessary to modify the same to encourage decision making at the appropriatelevel and reduce the paper movement to the minimum. Accordingly, prepared theLimits (Delegation) of Authority Manual ('LqM). Further modifications was proposedin LAM at point no. 2.5 and 5.8 and the same may be modified. After discussion,the following resolution was passed unanimously with modification:

RESOLUTION NO. 139

*RESOLVED THAT the Limits (Delegation) of Authority Manual ('LAM') for thecompany-NMSCDCL be and is hereby considered and approved with modifications."

"RESOLVED FURTHER THAT the Limits (Delegation) of Authority Manual ('LAM')for the company-NMSCDCL be and is hereby approved to be replaced in place ofDelegation of Powers in para no. 7.1 of Financial Management Guidelines."

ITEM NO. 17r

TO CONSIDER AND APPROVE CHANGE IN NAME OF BANKING ACCOUNT:

It was informed board that NMSCDCL is maintaining banking account with Yes BankLtd., Nashik Branch having account number- 002194600000141. The name ofaccount is "NMC Smaft City Nidhi." The account is opened before the incorporationof NMSCDCL. The account is presently operation for Administrative and OfficeExpenditure (A&OE). It is proposed to change the name of said account to "A&OE-NMSCDCL Account." After discussion, the following resolution was passedunanimously:

RESOLUTION NO. 14O

"RESOLVED THAT the Board be and is hereby considered and approved thechange in name of banking account from "NMC Smart City Nidhi' To "A&OE-NMSCDCL Account" having account number- 002194600000141 with Yes Bank Ltd.,Branch Nashik." L

(.I I \IIi\I.\\'S I\ I I'I,.\I S

*RESOLVED FURTHER THAT Chief Executive Officer and Chief Financial Officerthe Company be and is hereby authorized jointly or severally to do al! such actsdeeds and things as may be necessary in this regard."

ITEM NO. 18:

TO CONSIDER AND APPROVE THE APPOINTMENT OF M/S,ADVISORS LIMITED rN CONSORTIUM WITH M/S. WAREE ENELIMITED FOR THE DESIGN, ENGINEERING, ENERGY SUPPLYINSTALTATION, TESTING, COMMISSIONTNG, SYNCHRONIZING ANMAINTENANCE OF POWER GRID CONNECTED ROOFTOP SOLARSVSTEMS ON NET METERING BASIS ON THE ROOFS OF VARIOUS PUBBUILDINGS IN THE CITY OF NASHIKI

It was informed the Board that NMSCDCL had published the tender regardingabove project on 3rd May 2018 with the final bid submission deadline as 12th Ju2018. Four bids were received out of which one bidder was disqualified duringtechnical evaluation stage.Basis the decision of the Bid Evaluation Committee, commercial bids werefor the three qualified bids on 30th June 2018. The details of the commercial bidreceived are as follows:

Sr.No

Bidder's Name Levelised Rate perunit in INR

Ranking

1 M/s. Sanqam Advisors Limited. 4.59 L12 M/s. Palwe Pest Control Pvt. Ltd. 5.41 L23 M/s. Adora Enerqv Pvt. Ltd. 5.62 L3

Thus, M/s. Sangam Advisors Ltd. is the L1 bidder on the basis of thelevelised tariff at INR 4.59 per unit. M/s. Sangam Advisors Ltd. Callednegotiation however he denied for lower levelised tariff.

The representatives of Project Management Consultant shared the details regardithe tender for the said project and presented the calculations highlightingsavings for Nashik Municipal Corporation by way of implementing rooftop solapanels. After discussion, the following resolution was passed unanimously:

RESOL.UTION NO. 141

"RESOLVED THAT Board be and is hereby considered and ratified the bidfor "Design, Engineering, Energy Supply, Installation, Testing, CommissioningSynchronizing and Maintenance of Power Grid Connected Rooftop Solar PV Systeon Net Metering Basis on the roofs of various Public Buildings in the City of Nashand the Letter of Intent and subsequent Work Order upon compliancecontractual obligations may be issued to "M/s. Sangam Advisors Limitedconsortium with M/s. Waree Energies Limited."

*RESOLVED FURTHER THAT Chief Executive Officer of the Company be andhereby authorized to do all such acts, deeds and things as may be necessary in thiregard."

CHAIRMAN'S INITIALS

ITEM NO. 19:

TO CONSIDER AND APPROVE DETAILED PROJECT REPORT (DpR) ANDREQUEST FOR PROPOSAL (RFP) FOR 'REDEVELOPMENT OF MAJOR ANDMINOR ROADS WITH INFRASTRUCTURE UTILITY SERVICES INCLUDINGWATER SUPPLY AND SEWERAGE IN ABD RETROFITTING AREA' PROJECT:

It was informed the board that one of the major projects in the Smart City Proposalis the re-development of major and minor roads, upgradation of water supply,sewerage and storm water drainage networks, construction of Elevated ServiceReservoir and ensuring 24x7 water supply in the ABD Retrofitting area. Below arethe high level scope of activities to be undertaken in the proposed project:

Part A: Major and Minor Roadsr O Redevelopment of major and minor roads of total length 36 kms in the ABD

Retrofitting area including street lighting, visual improvement, undergroundcabling etc.

Part B: 24x7 Water Supply to ABD Retrofitting and surrounding areas. Construction of five ESRs in and around ABD Retrofitting areao Laying of new distribution mains and replacement of old ones of total length

of 91 kms

Paft C: Upgradation and augmentation of Water Treatment Plants. Upgradation and augmentation of Water Treatment Plants at Bara Bungalow

and Panchvati.o Construction of sumps, pump houses and Master Balancing Reservoirs (MBR)

at Bara Bungalow and Panchvati. Construction of Transmission mains from MBRs to ESRs and distribution

system of total length of nine kms

Part D: Sewerage. Laying of new sewer lines of total length 33 kms and retrofitting of old ones

The details of the approved technical sanction amount and the associated period foreach of the sub-components is as follows:Packages Name of

workEstimated

Cost asper DPR

(rNRCrore)

EstimatedCost asper RFP

(rNRCrore)

Constru-ction

Period

DefectLiabilityPeriod

o&MPeriod

Part A Major andMinor roadincludingvisualimprovementand streetliqhtinq

t79.35L72.O4

30 (thirty)months

Sixty(60)

months

NotApplicable

Part B 24*7 watersupply to ABDandsurroundingareas

98.2195.83

Sixty(60)

months

NotApplicable

(.I I.\IIt\I,\\'S INIl IAI S

Partc

Upgradation andAugmentation ofWater TreatmentPlant

40.L7 39.00

NotApplicable

Sixty (60)months

PartD

Setting up ofSeweraqe Network 16.66 15.89

Sixty (60)months

NotApplicable

Grand Total 334.39 322.76

Technical sanction was provided to Rs.334.39 Includes GST, Royalty, ContingencyThe commercial format adopted for the tender is 81 format (percentage basis).

The representatives of Project Management Consultant made a detaipresentation to the Board covering the various components of the project viz. Marld Minor Roads, 24x7 Water Supply network, Sewerage networkaugmentation and upgradation of Water Treatment Plants. Discussions wereregarding the increase in the project's cost beyond the initial smart city proposal. Iwas explained that this was owing to increase in additional components relatedconstruction of Elevated Service Reservoirs (ESR) and Master Balancing Reservoi(MBR) and augmentation and upgradation of Water Treatment Plants.discussion, the following resolution was passed unanimously:

RESOLUTION NO, 142

"RESOLVED THAT the Board be and is hereby considered and approved theand RFP for the 'Redevelopment of Major and Minor Roads with InfrastructuUtility Services Including Water Supply and Sewerage in ABD Retrofitting Areaproject."

*RESOLVED FURTHER THAT Chief Executive Officer of the Company be andhereby authorized to do all such acts, deeds and things as may be necessary inregard."

ITEM NO. 2O:

TO CONSIDER AND APPROVE THE REVISED DETAILED PROJECT(DPR) AND REQUEST FOR PROPOSAL (Rrp) FOR GODAVARTDEVELOPMENT INCLUDIilG BEAUTIFICATION AND INFRASTRUCTUCOMPONENTS IN ABD AREA:

It was informed the Board that NMSCDCL had earlier published a tenderGodavari Riverfront Development including beautification and infrastructucomponents in ABD Retrofitting Area on EPC basis on 9th January 2018. However,no response was received for the same despite two extensions. Thereafter, basubsequent review of the project and taking into consideration the concerns ofprospective bidders, the revised RFP has been documented. The revised scopework along with the associated contract period is now as below:

CHAIRMAN'S INITIALS

The commercial format adopted for the tender is 81 format (percentage basis). Therepresentatives of Project Management Consultant made a detailed presentation tothe Board covering the revised theme, design and various interventions proposedunder the Godavari Riverfront Development project. Shri. Gurumeet Baggasuggested that all proposed interventions shall be developed taking in tocognizance the frequent floods experienced during monsoon.

He also suggested to avoid constructions of pillars and allied civil structures thatcould lead to possible stampeded like situations. Hon. Chairman of the Boarddirected all the pafticipants to ensure adeguate change/revision in design in view ofthis suggestion. Suggestions were also put forward regarding deployment ofbattery operated vehicles to reduce vehicular traffic near Ram Kund Area. Afterdiscussion, the following resolution was passed unanimously:

RESOLUTION NO. 143

"RESOLVED THAT the Board be and is hereby considered and approved therevised DPR and RFP for the 'Godavari Riverfront Development includingbeautification and infrastructure components in ABD Retrofitting Area'project."

*RESOLVED FURTHER THAT Chief Executive Officer of the Company be and ishereby authorized to do all such acts, deeds and things as may be necessary in thisregard."

ITEM NO. 21:

TO CONSIDER AND APPROVE DPR AND RFP FOR RENOVATION OF PANDITPALUSKAR AUDITORIUM:

It was informed the board that as part of the Smart City Proposal, renovation ofPandit Paluskar auditorium is proposed with an estimated cost of INR 2.25 crores.Once renovated, the auditorium will become a premier site and aid in organizingfunctions and events promoting local talent. The proposed renovation includes thefollowing:

. Civil work: Renovation of existing hall, green rooms, sewer systems andimplementing barrier-free approach

. Auditorium Chairs: Replacement of existing chairs with new t76Tip up lowback chairs with wooden handles

. Acoustical Work: Installation of acoustical gripper panel and Acoustic Dooro Stage Drapery: Providing stage curtain, curtain valance, operated gear

arrangement etc. % _

aiiiir\il \r's r N n'rAr s

Name of work Estimated costin INR Crore

6 (six) months withO&M Period for trashskimmer of 3 (three)

Cleaning of river Godavariin retrofitting andgreenfield area in Nashik

t2,75,OO,637

1 (one) year withO&M Period 3 (three)years

Installation ofpneumatically operatedautomated mechanical

17,38,85,056

Beautification Worksrequired near GodavariRiver at Nashik,Maharashtra

1 (one) year withO&M Period 3 (three)years

Approximately 50Crore.

I

o Electrical and Electronics works: Installation of wiring, laying of variostage lights, CCTV cameras, panels, led floodlights etc.

o Audio Systemr Installation of speakers, amplifiers, mixers, microphand speaker-microphone cable.

o Air Gonditioning: Installation of centralized air conditioning system.o Horticulture: Preparing lawn, flower beds, shrubbery, ornamental

plants, climbers and garden soil.

The cost estimates is arrived at INR 2.33 Crores. Thus, there is an additionalof INR 0.08 crores which can be accommodated from the Smart City Projectas per strategy to be finalized to meet the deficit.

Sr.No.

Item Cost GST

1 Civil Work 57.05.030 1026905.42 Acoustical Work 42,64,893 767680.743 Staqe Drapery Work 11,40,803 205344.544 Audio System 2L,22,350 3820235 Staqe Liqht Work 7,62,093 L37176.746 Electrical Work 24,48.548 293825.767 Air Conditioner Svstem 14.03.910 296305.6B Chairs 743,604 1338489 Fire 12,t5,667 218820.06

10 Garden (Horticulture) 7,06,096 L27097.28Tota! Cost 1,98,06,894 3461929,84

GST Tax 34,61,929.84Testinq Charoes 60,450

Total Cost of project 2,3B,29,273.84

The representatives of Project Management Consultant made a detailepresentation regarding the project and its constituent components. It wasto the Board that the approved cost as per Smart City proposal was INR 2.2Crore. However as per the agreed design and development works, the estimacost is INR 2.33 Crore.

After discussion, the following resolution was passed unanimously:

RESOLUTION NO. 144

-

"RESOLVED THAT the Board be and is hereby considered and approvedhigher/revised estimated project cost of INR 2.33 Crore."

"RESOLVED FURTHER THAT the Board be and is hereby considered anapproved the DPR and RFP for the renovation of Pandit Paluskar auditorium."

'RESOLVED FURTHER THAT Chief Executive Officer of the Company be andhereby authorized to do all such acts, deeds and things as may be neqessary in thregard."

CHAIRMAN'S INITIALS

ITEM NO. 22:

TO SEEK IN.PRINCIPLE APPROVAL FOR SKILL DEVELOPMENT PROGRAM INCOLLABORATION WITH MAHARASHTRA STATE SKILL DEVELOPMENTSocIEw (MssDS)r

It was informed the board that Nashik Municipal Corporation, through its ownfunds, is planning to sign a MoU with Maharashtra State Skill Development Society(MSSDS) to impart skill development training through Vocational Training Providers(WPs) for 6000 eligible candidates representing women and SC/ST/VJNT/NTcategories.

One of the projects to be executed through the Smart City Funds is thedevelopment of a Skill Development Center with an estimated budget of IRN 18.06crores. With the aim of holistic economic development of Nashik and making it atrlty Stitt City, NMSCDCL intends to ensure adequate collaboration with indlstry,academia and government and ensuring appropriate forward and backwardlinkages with the stake holders. NMSCDCL would identify around tentatively 2000candidates from general category and impart training through MSSDS. Theobjective is to ensure that the right candidates are identified for the right trade andare enrolled in the right training institutes. For this, MoU will be signed withMSSDS.

As a step towards this, one consultative workshop was held on 3'd July 2018involving the pafticipation of industry, academia, MSSDS and government agenciesand focused to seek their support towards refining the course curriculum,mentoring candidates, delivering special sessions and facilitating on-the-jobtrainings. Likewise, NMSCDCL would be conducting workshops across the citytowards the latter half of July 2018 for the youth to understand their needs,inviting applications and assessing them (through an assessment test). Based onthe industry requirements, needs of students and assessment result, candidateswould be selected and assigned trades and institutes. The whole training would beoutcome based with focus on learning and job/entrepreneurship. Practicalknowledge will be given due importance and steps would be taken to ensure thatthe training programs have adequate practical sessions. Approximately INR 5crores out of INR 18.06 crores will be allocated for this training related component.Hon. Municipal Commissioner explained the vision of Nashik Municipal Corporationand Nashik Municipal Smart City Development Corporation Limited in this regard.After discussion, the following resolution was passed unanimously:

RESOLUTION NO. 145

"RESOLVED THAT the Board be and is hereby provide in-principle approval to theproposed initiatives regarding imparting training to youth in collaboration withMSSDS'

'RESOLVED FURTHER THAT Chief Executive Officer of the Company be and ishereby authorized to do all such acts, deeds and things as may be necessary in thisregard."

(.I I,\IIi\I.\\'S I\ I I'IAI S

ITEM NO. 23:

TO SEEK IN.PRTNCIPLE APPROVAL FOR DEVELOPMENT OF A MUUUTILIW CEilTER TO FOSTER SKILL DEVELOPMENT CENTE& START-UINNOVATION, INCUBATION AND SERVE AS A CENTRAL LIBRARY:

It was informed board that one of the projects to be executed through the SmaCity Funds is the development of a Skill Development Center with an estibudget of IRN 18.06 crores. NMSCDCL intends to would build a state of the a

multi utility centre that would function as Startup Hub, Incubation CenterInnovation Hub, R&D Hub and Central Library. It is proposed to develop a G+4G+5 structure for the same. Approximately INR 10 Crore is proposed forfor civil activities and associated IT and non-IT infrastructure.

The balance of approximately INR 3 crores will be utilized for providing thefor commencing the operations in the initial period. However, appropriate revenmodel will be worked out to generate revenue from sources such as rentalallocation of co-working space and buying equity stake in start-ups amongoptions with the aim to ensure that the future operations and maintenaactivities lend financial support to the overall functioning of the proposed mutility center and the model sustains in the long run.

The proposed initiatives will have the following components:

A. Staft-up Hub

In order to truly achieve the city's economic and social development goal,is crucial to nufture start-up culture in the city to find innovative solutionand keep the city vibrant. The objective of the Start-up hub will beprovide state-of'the-aft facilities and suppoft in forming a viable busiplan for Start-ups, Accelerators and provide collaboration platformVenture Capitalists, Investors and Mentors.

The Staft-ups would be suppofted in both the stages viz- Incubation (forperiod of 2 to 3 years) and Acceleration (for a period of 4 to 8 months).Acceleration stage would be primarily to focus on revenue generation aspect.

B. Innovation Lab/Research & Development LabUnder this, focus will be to identify challenges that impact societyinnovate solutions, services or products that address them. The prime focuwill be to drive innovation and ensure that a defined number of patentsfiled through the Innovation Lab. While there would be no restriction towarda specific technology or sector, a special emphasis will be laid outemerging technologies such as Artificial Intelligence and Machine Learning.

Domain specific labs would be set-up for undertaking researchdevelopment activities. Hackathons would be planned to provide a platfofor generating solutions for real-life problems and city requirements.

C. Central LibraryIt is proposed to set-up a central library with reading spacelaptops/computers in defined cubicles to be provided for either free of costat a nominal fee. The focus will be on providing e-books, journals, magazineperiodicals, research databases and newspapers in electronicspanning across multiple domains for reading. Printing and

CHAIRMAN'S INITIALS

facility would be provided at nominal cost.

tIliI-1, n I I I rvt 1,.

photocopying

Zby

D. Skill Development Center

On account of the proposed MoU with MSSDS, the courses will be conductedat the training centers of the Vocational Training Providers. However, anyadditional trainings as per the requirements of the Nashik MunicipalCorporation or NMSCDCL can be conducted at the proposed multi utilitycenter.

Infrastructure Com ponents

The multi-utility center will have the following infrastructure components:o Co-working spaces. Lounge. Dug-out meeting rooms

' o Conference Roomo Canteen. Central Library. Recreation Room. InnovationLaboratories. Information Technology components

o Computers/laptopso Printing and photocopying facilitieso Internet/Wi-Fio Phone connectiono Video Conference facilityo Security and surveillance

. Washrooms

Possible Sources of fundso Allotted Smart City Funds. MSSDS Funds. Grant from State Government through Start-Up Maharashtrao Private Sector funds through CSR. Maharashtra State Government Support

Legal and Governance Structure

A separate not-for-profit Section B company could be incorporated whereinNMSCDCL would hold majority shareholding in the company. Similar approach hasbeen adopted in Bhopal. A governance structure could be established involving theparticipation of members from academia, technical organizations, privatecompanies and industry associations. Workshops will be arranged on the followingaspects:

. Domain/Technology specific workshops

. Legal and Company Registration related workshopo Mentorship workshop. Investor Workshop

Operational Model

Since the purpose of the multi-utility center is to support development of the entirecity across multiple domains, it is recommended that the Staft-up and InnovationHub be open to accommodate all sectors and need not be restricted to anypafticular domain or technology.

The operations could be either managed by own resources to be appointed inproposed company or it could be outsourced to a project management partner.prime activities to be carried out would include setting and running operationsthe hub, focus on tie-ups, fund raising, incubation support and facilitate requiactivities to support start-ups.

A suitable exit policy will also be defined that could be based on any offollowing:

. Completion of the initial duration agreed upon, provided no extensiongranted

o Unable to develop proof of concept in the provided period of timeincubation or innovation

. If the company has secured substantial funding where it no longer requi' supporto Change in the management team

Financial Mgdel

1. Incubation Perioda. Provide free services for first year of incubationb. Subsequently, all services to be charged nominally up to

stage by taking a guarantee of 1- 5o/o of revenues ucommencement of operations

2. Acceleration Perioda. Charge 1-5o/o of equity, depending on host of services provided

3. Co-working spacea. Charge modest monthly fees for co-working space approx. INR 2500

3000 per month4, Central Library

a. Nominal charges levied for access to e-books, journals, periodicalsresearch databases etc. along with printing and photocopying faciliti

The Chief Knowledge Officer and the representatives of Project ManagemeConsultant explained the various constituent components of the project as aboveFurther, Hon. Municipal Commissioner also proposed to develop the ICommand & Control Center on the top floor of the proposed center. The finanmodel was also discussed in brief and it was proposed to explore optionsleverage national and state level programs to fund the initiative. As regardslegal framework to be adopted, the Board suggested to continue the projectNashik Municipal Smaft City Development Corporation Limited. After discussion,following resolution was passed unanimously:

RESOT.UTION NO. 146

"RESOLVED THAT the Board be and is hereby provide in-principle approval toproposed initiatives regarding development of startup, incubation & learning centto foster Skill Development Center, Start-ups, Innovation and serve as a

Library."

*RESOLVED FURTHER THAT Chief Executive Officer of the Company be andhereby authorized to do all such acts, deeds and things as may be necessary in thregard."

CHAIRMAN'S INITIALSv

ITEM NO. 24:

TO CONSIDER THE FINANCES OF NMSCDCL AND APPROVE THEMECHANISM TO MEET THE SHORTFALL OF FUNDS TO UNDERTAKEPROJECTS THROUGH SMART CITY FUNDS:

It was informed board that the source of funds for execution of various projects arecategorized as Smaft City Funds (Central Government + State Government +Nashik Municipal Corporation), Convergence (through other state/nationalagencies), Public Private Partnership and Corporate Social Responsibility.

There are 19 projects to be executed through the Smart City Funds, the estimatedcost for which is INR 1076.66 crores. The below table gives the details and presentstatus of those projects:

sNo.

ProjectName

Category Cost asper

SmartCity

Proposal inINR

Crore

Costasper

actualWork0rder

inINR

Crore

FinalValueto beconsideredin INRCrore

Status ofProject

Remarks

1 Renovationof KalidasKalamandirAuditorium

ABD-Retrofitting

5.64 9.5s 9.55 Completed None

2 Renovationof MahatmaPhuleKaladanExhibitionCenter

ABD-Retrofitting

L.L2 3.31 3.31 Completed None

3 Renovationof NehruGarden

ABD-Retrofitting

0.45 L.25 1.25 Execution None

4 Constructionof Electriccrematorium

ABD-Retrofitting

2.25 2.O7 2.O7 Execution None

5 Renovationof PanditPaluskarAuditorium

ABD-Retrofitting

2.25 0 2.25 DPRpreparation

None

6 Installationof Roof TopSolar Panels

Pan City 4.74 0 0 Tendered Project isbeing

undertakenon RESCO

model (PPP)7 skill

developmentprogram forNashik

Pan City 18.05 0 18.06 DPRpreparation

None

B SmartParkingManagementfor On-streetand Off-Streetlocations

Pan City 4.52 0 0 Execution Project isbeing

undertakenon PPP basis.

__Y_CI I A IIt\,i.\ N'S IN ITI AI,S

INITIALS

CentralCommandand ControlCenter

L32.17L32.L7

438.52 DPRpreparation

GodavariRiverfrontDevelopment includingbeautification andinfrastructurecomponentsinRetrofittingarea

ABD-Retrofitting

ABD-Retrofitting

19.19Installationofmechanicalgates onGodavaririver

DPRpreparation

Clubbed withGodavariRiverfront


beautificationand

infrastructurecomponents

inRetrofitting

areaLaser andfountainshow atGodavaririver

Clubbed withGodavariRiverfront


beautificationand


inRetrofitting

area

ABD-Retrofitting

DPRpreparation

22.86

Green fieldinfrastructuredevelopment

However, the funds for the execution of projects to be made available by CentralGovernment, State Government and Nashik Municipal Corporation is only INR 935Crore excluding the Administrative & Office expenses. The table below gives thedetails of the same:

vCI I AIIIM.\N'S IN ITI ALS

GodavariRiverfrontDevelopment includingbeautification andinfrastructurecomponentsin Greenfieldarea

ABD-Greenfield

77.42 77.42 DPRpreparation

Implementation of 1.1kms stretchpilot SmartRoad

L6.27L6.27 ExecutionABD-Retrofitting

Additionalproject

carved out ofGodavariRiverfront


beautificationand


inRetrofitting

areaRedevelopment of Majorand MinorRoads withInfrastructure UtilityServicesIncludingWaterSupply andSewerage inRetrofittingArea

ABD-Retrofitting

Additionalproject

carved out ofGodavariRiverfront


beautificationand


inRetrofitting

area.

322.7s DPRpreparation

282.2Pan City ICTproject ofinstallationofAutomatedMeterReaders andSCADA

ABD-Retrofitting

DPRpreparation

282.2

1L20.75 1076.66

The matter related to shortfall of funds to the tune of INR 141 crore toprojects through Smart City Funds as deliberated. Hon. Municipal Commissiorsuggested that Municipal Bonds and Land Monetization through Town PlannScheme can be possible source of funds. Further, option to raise funds thRing Road proposal can also be explored. Hon. Chairman suggested thatvarious approaches should be discussed internally and placed before the aof the Board durlng the next meeting.

ITEM NO. 25:

TO CONSIDER AilD APPROVE THE PAYMENT TERMS OFMANAGEM ENT CONSULTANTS:

It was informed board that In the last board meeting held on tL/O412018, boadiscussed the issue regarding payment of PMC and decided that payment in caseProportionate the Deliverables' cost separately as per the Project Value defined i

SCP after actual deliverables completed be considered and in case of paymetowards project supervision, contract management and monitoring, thedirected to present detailed working in the next meeting, after which it willfinalized.Accordingly, Project Supervision, contract management and monitoringpayment is agreed to PMC as per deliverables linked payment schedule applicafor ABD retrofitting / PAN city / Green filed projects.

The payment should be finalized according to completed work / deliverables.of Completed Work / deliverables should be certified by Engineer in Chief /Urban Planner / Chief Knowledge Officer as per concern subject.

Fufther it was proposed that the 600lo palment linked towards the same shoulddivided in to paft monthly fixed payment and the balance should be linkedattainment of milestones. The value of the project could be mapped to that defiin the Smaft City proposal. Further, the milestones for individual projects needbe defined appropriately in mutual agreement between NMSCDCL and the PrqManagement Consultants. The board directed Project Management Consultantsthe NMSCDCL to work out detailed calculations regarding the same and presentapproval of the Board in the next meeting.

ITEM NO. 26:

TO DISCUSS AND DECIDE THE ISSUE OF TRANSFER OF FUNDSMAHARASHTRA INFORTTIATION TECHNOLOGY CORPORATION (MAHA-FOR IMPLEMENTATION OF ICT COMPONENT OF NASHIK SMART CITY:

It was informed board that As per the Smart City Proposal, following ICT initiativ,are proposed with an allocation of Rs. 45.43 Crores as follows:

CHAIRMAN'S INITIALS

A&OE: Centre to keep @ 2o/o

A&OE: State to keep @ 2olo

A&OE: @5olo that is reimbursable uponsubmission of UC

Thus total available for execution of

The tender for Selection of Master System Integrator (MSI) for implementation ofvarious integrated smaft ICT solutions at Nashik was floated by NMSCDCL on 2nd

January 2018. Later, directions were received from Depaftment of IT, GoM datedgth January 2018 to cancel the tender and transfer the project to MahaIT.Accordingly, tender was cancelled on 10th January 2018.

Thereafter, MahaIT has floated the tender for Implementation of Safe and SmartCity Nashik on 7th March 2018 covering amongst others, the components ofNMSCDCL's smart features and installations. Simultaneously vide letter dated 20thMarch 2018, MahaIT has demanded transfer of funds allocated for the ICTcomponent of the Smart City Mission immediately to MahaIT. In view of the above,following agenda was included for the approval of the Board of Directors in themeeting held on 1lth April 2018:

1 Whether NMSCDCL can transfer the allocated fund of Rs. 45.43 Crores to'MahaIT.

2 Whether the transfer of funds will be done as per the payment stages againstphysical progress defined in the RFP floated by MahaIT or as one timeimmediate transfer as demanded by MahaIT.

The Board discussed the issue, considered and approved the transfer of theallocated fund of INR 45.43 crores to MahaIT and that the fund transfer shall bedecided after having required correspondence with MahaIT in this regard and byfollowing the prescribed guidelines of the Smaft City Mission.

However, in a subsequent letter dated 2nd May 2018, Additional Secretary, MOHUAhas shared a letter mentioning the following:1. All smart city mission projects need to be executed by SPV only and not by anyother agency2. All works related to the Smart City Funds should be done by SPV only and not byCorporations at the state level.3. In case the state government wants to use para-statal, the funding has to beprovided by the state government and mission funds should not be used.

It was also informed that the meeting held with Joint Secretary, MoHUA at Pune on4th June 2018 wherein it was proposed to have a possible tripartite agreementbetween Maha IT, SPV and the prospective Implementation Agency.

In view of the above latest communication from Additional Secretary, MOHUA,requested guidance from the Board for way forward. The board discussed and theHon. Chairman suggested Commissioner, NMC & Director, NMSCDCL should write aletter to the Hon. Chief Secretary and seek his guidance regarding the same.

ITEM NO. 27r

TO TRANSACT ANY OTHER BUSINESSESPERMISSION OF THE CHAIR AND WITH THEMAJORITY DIRECTORS OF THE COMPANY:

WITH THECONSENT OF

1) TO CONSTDER AND APPROVE TNCLUSION OF TWO PROJECTS OFNATIONAL HIGHWAY AUTHORITY IN THE OVERALL SMART CITYPORTFOLIO OF PROJECTST

It was informed board that Under convergence category, originally one project wasidentified for implementation. This project was construction of four-lane highwaybetween Nashik and Pune and was to be executed by National Highway Authority ofIndia's Nashik Division. The said project has been completed at a gost of INR3L2.96 Crores. Cb--

I

However, there are two projects that are presently being executed withinmunicipal limits by National Highway Authority of India's Project ImpleUnit, Nashik. Brief etails of the same are as below

Particulars Details

Project Name Balance/Road Safety works in Six laning of Pimpalgaon-Nashik-Gonde section from 380 km to 440 km of NH-3 on EPC Basis

Scheme NHDP Phase III

Location Km 415.235, Km 420.55, Km 414.872, Km 419.3 and Km 427.96of NH-3

Estimated/ActualCost

INR 25,41,57,650

Scope of work

1. Reconstruction of existing Godavari river major bridge at Km4L5.235(Estimated cost is INR 7, 76, 33, 386)2. Providing Subway for pedestrian crossing near SBI Chowk Km420.55 across main carriage way and service road.3. Providing subway for pedestrian crossing near PanchvatiCollege, Km 4L4.872 across main carriage way and service roadTotal of 2 and 3 is INR 3,6L,43,4734. Providing subway for pedestrian crossing near Kamod NagarKm 419.380 (Estimated5. Providing VUP and PUP at Viholi(Estimated cost INR 12,34,40,573)

INR L,69,4O,2L8)village, Km 427.966

Current Status Work in progress. Physical progress is 31o/o and financial progressis INR 16 crore.

Start date 20th June 2017

Proposed EndDate 19th December 2019

Pafticulars Details

Project Name Balance/Additional works in Six laning of Pimpalgaon-Nashik-Gonde section from 380 km to 440 km of NH-3 on EPC Basis

Scheme NHDP Phase III

Location Km 412.588 to Km 410.14 of NH3

Estimated/ActualCost INR 311.80 Cr.

Scope of work Construction of flyover from K. K. Wagh College (Km 412.588) toHotel Jatra junction (Km 410.14) with ramp

Current Status Appointment date has been recently fixed. Mobilization ofcontractor is in progress.

Start date 23rd April 2018

Proposed EndDate 22nd October 2020 *

CHAIRM NITIAI,S

The representatives of Project Management Consultant presented the details of thetwo projects being executed by National Highway Authority of India's ProjectImplementation Unit, Nashik within the municipal limits. Hon. MunicipalCommissioner highlighted that the two pr{ects will help improve the mobilityaspect within the city which is also in important factor towards making the citymore liveable. Further, the Directors also highlighted that inclusion of the twoprojects in the overall Smaft City proposal will help to record the progress made bythe city in terms of infrastructure projects. The Board approved the inclusion ofthese two projects in the overall Smart City Proposal and directed the ProjectManagement Consultant to update the MIS portal accordingly. After discussion, thefollowing resolution was passed unanimously:

nlsolurron no. raz

"RESOLVED THAT the Board be and is hereby considered and approved theinclusion of two projects as above executed by National Highway Authority, in theoverall Smart City Proposal and be updated the MIS poftal accordingly."

VOTE OF THANKS:

The meeting was concluded with vote of thanks to chair.

Date: o e\Oa[c-o(Bplace: N .ffil E/-

'-nffitKCHAIRMAN

MR. SITARAM KUNTE

(.T I,\II{\I-\ \'S IN II'IAI.S

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