GMR Infrastructure Limited - BSE

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Annexure ‘C’ to the Directors’ Report Information pursuant to Section 217(1)(e) of the Companies Act, 1956, read with the Companies (Disclosure of Particulars in the Report of the Board of Directors) Rules, 1988, as amended and forming part of the Directors’ Report for the year ended March 31, 2011. 1. Conservation of energy and technology absorption: Since the Company is not engaged in any manufacturing activity, the particulars are not applicable. 2. Foreign exchange earnings and outgo in foreign exchange during the period: The particulars relating to foreign exchange earnings and outgo during the period are: i. The Foreign Exchange earnings during the year: (Amount in Rupees) Particulars 2011 2010 Interest income 72,338,517 - ii. The details of Foreign Exchange outgo are as shown below: (Amount in Rupees) Particulars Year ending March 31, 2011 Year ending March 31, 2010 Professional and Consultancy charges 161,370,071 11,062,034 Meetings & Seminars 2,226,226 - Rates & Taxes 1,304,000 - Traveling expenses 339,978 5,209,470 Others 1,694,213 1,491,836 Total 166,934,488 17,763,340 Place: Bengaluru Date : May 30, 2011 For and on behalf of the Board Sd/- G. M. Rao Executive Chairman 26 | GMR Infrastructure Limited | 15 th Annual Report 2010-11
Report on Corporate Governance Company’s Philosophy on Corporate Governance ‘Attainment of the right results with right means’ summarises GMR’s way of Corporate Governance. For us Corporate Governance is not destination, but a journey. A journey wherein we seek to perpetually improve the conscience of the well balanced interests of all the stakeholders as we walk the miles, spend the years, do more projects and spread our presence through continents to touch more and more lives. Balancing the interests of all the stakeholders is a challenge that we constantly face in this marathon. While we go beyond the legal provisions of Corporate Governance, the report on statutory compliances in this regard are set forth below: 1. Board of Directors a. Composition of the Board The Board consists of twelve directors, including one Executive Chairman and one Managing Director. 10 Directors are Non-Executive Directors; out of them 6 are Independent Directors. The Independent Directors are professionals with high credentials, who actively contribute in the deliberations of the Board, covering all strategic policy matters and strategic decisions. The Board comprises of the following Directors: Sl. No. Name of the Director Director Identification Number (DIN) Category Number of other Directorships held in other Public Limited Companies as on 31-03-2011 # Number of committee Chairmanships / memberships held in other Public Limited Companies as on 31-03-2011 * Chairman Director Chairman Member 1 Mr. G.M.Rao 00574243 Executive Chairman 5 - - - 2 Mr. Srinivas Bommidala 00061464 Managing Director 7 5 - 6 3 Mr. G.B.S. Raju 00061686 NEPD - 5 - 1 4 Mr. Kiran Kumar Grandhi 00061669 NEPD 1 5 - 1 5 Mr. B.V. Nageswara Rao 00051167 NEPD 3 9 - - 6 Mr. O. Bangaru Raju 00082228 NED - 10 - 9 7 Mr. Arun K. Thiagarajan 00292757 NEID 1 8 1 6 8 Mr. K.R. Ramamoorthy 00058467 NEID - 9 2 4 9 Dr. Prakash G. Apte 00045798 NEID - 2 - 1 10 Mr. R.S.S.L.N. Bhaskarudu 00058527 NEID 1 4 3 2 11 Mr. Udaya Holla 00245641 NEID - 3 - 1 12 Mr. Uday M. Chitale 00043268 NEID - 5 3 2 NEPD – Non-Executive Promoter Director, NED – Non-Executive Director, NEID – Non-Executive Independent Director # Other companies do not include alternate directorships, directorships of private limited companies, Section 25 companies and companies incorporated outside India. * Committee means Audit Committee and Shareholders’ Transfer & Grievance Committee. Relationships between directors inter–se. Name of the Director Relationship Mr. G. M. Rao Father of Mr. G. B. S. Raju and Mr. Kiran Kumar Grandhi, father-in-law of Mr. Srinivas Bommidala Mr. Srinivas Bommidala Son-in-law of Mr. G. M. Rao, brother- in-law of Mr. G. B. S. Raju and Mr. Kiran Kumar Grandhi Mr. G. B. S. Raju Son of Mr. G. M. Rao, brother of Mr. Kiran Kumar Grandhi, brother-in-law of Mr. Srinivas Bommidala Mr. Kiran Kumar Grandhi Son of Mr. G. M. Rao, brother of Mr. G.B.S Raju, brother-in-law of Mr. Srinivas Bommidala GMR Infrastructure Limited | 15 th Annual Report 2010-11 | 27
Page 1 and 2: Creating a sustainable enterprise..
Page 3 and 4: Creating a sustainable enterprise
Page 5 and 6: Values and Beliefs ”The GMR Group
Page 7 and 8: • y We also won the International
Page 9 and 10: Highlights of 2010-11 Consolidated
Page 11 and 12: GMR Group “Persons constituting g
Page 13 and 14: GMR Group “Persons constituting g
Page 15 and 16: The gross revenue of your Company o
Page 17 and 18: Highways Your Company operates the
Page 19 and 20: 1. That in the preparation of the a
Page 21 and 22: Annexure ‘A’ to the Directors
Page 23 and 24: Annexure ‘B’ to the Directors'
Page 25 and 26: Annexure ‘B’ to the Directors'
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Page 31 and 32: Mr. R.S.S.L.N. Bhaskarudu, 71, Dire
Page 33 and 34: iii. The details of significant tra
Page 35 and 36: 4. Shareholders’ Transfer and Gri
Page 37 and 38: . Extra Ordinary General Meetings V
Page 39 and 40: h. Share Transfer procedure: The sh
Page 41 and 42: The voting rights on the shares out
Page 43 and 44: Secretarial Audit Report The Board
Page 45 and 46: Management Discussion and Analysis
Page 47 and 48: Revenue Mix 19% Global Econ
Page 49 and 50: Keeping with the growth of Air Pass
Page 51 and 52: study, land for the right of way an
Page 53 and 54: to Indore, Bhopal (1 flight each as
Page 55 and 56: Vijayawada toll road on NH-9. The p
Page 57 and 58: The company has also acquired major
Page 59 and 60: . Capital Reserve (Government Grant
Page 61 and 62: (Rs. in Crore) Particulars March 31
Page 63 and 64: There is a healthy distribution of
Page 65 and 66: Sector Current Tax Def tax March 20
Page 67 and 68: The company’s ERM Framework is as
Page 69 and 70: Developments in Human Resources and
Page 71 and 72: 6. Based on our audit, consideratio
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Consolidated Cash flow statement fo
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Annexure to Auditors’ Report Anne
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Balance Sheet as at March 31, 2011
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Schedules forming part of Balance S
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Schedules forming part of Profit an
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Cash flow statement for the year en
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GMR Infrastructure Limited Regd. Of
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8. Members holding shares in physic
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GMR Infrastructure Limited Regd. Of
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Printed at Manipal Press Ltd. If un
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