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Oberoi Realty Ltd

BSE Code : 533273 | NSE Symbol : OBEROIRLTY | ISIN:INE093I01010| SECTOR: - |

NSE BSE
 

523.75

-27.55 (-5.00%) Volume 280564

10-Dec-2019 EOD

Prev. Close

551.30

Open Price

543.00

Bid Price (QTY)

0.00(0)

Offer Price (QTY)

523.75(3546)

 

Today’s High/Low 548.65 - 548.65

52 wk High/Low 641.70 - 432.05

Key Stats

MARKET CAP (RS CR) 19018.22
P/E 61.39
BOOK VALUE (RS) 169.2701972
DIV (%) 20
MARKET LOT 1
EPS (TTM) 8.52
PRICE/BOOK 3.09003007411868
DIV YIELD.(%) 0.38
FACE VALUE (RS) 10
DELIVERABLES (%) 13.22
4

News & Announcements

25-Nov-2019

DLF Ltd Spurts 3.88%, S&P BSE Realty Index index Gains 2.05%

15-Nov-2019

Oberoi Realty Ltd - Oberoi Realty Limited - Other General Purpose

14-Nov-2019

Oberoi Realty Ltd - Compliance U/R 23(9) Of SEBI LODR 2015 For H1FY20

07-Nov-2019

Realty shares in demand after FM's booster dose for the sector

14-Oct-2019

Oberoi Realty to hold board meeting

27-Aug-2019

Oberoi Realty update on IT investigation at its premises

31-Jul-2019

Oberoi Realty to conduct AGM

18-Jul-2019

Oberoi Realty to hold board meeting

Corporate Actions

Bonus
Splits
Dividends
Rights
Capital Structure
Book Closure
Board Meeting
AGM
EGM
 

Financials

Income Statement

Standalone
Consolidated
 

Peers Comparsion

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Share Holding

Category No. of shares Percentage
Total Foreign 94146279 25.89
Total Institutions 15516560 4.27
Total Govt Holding 0 0.00
Total Non Promoter Corporate Holding 1457813 0.40
Total Promoters 246174946 67.70
Total Public & others 6306639 1.73
Total 363602237 100
  • Total Foreign
  • Total Institutions
  • Total Govt Holding
  • Total Non Promoter Corporate Holding
  • Total Promoters
  • Total Public & others

About Oberoi Realty Ltd

Oberoi Realty Ltd is a Mumbai based real estate development company. It is focused on premium developments in the residential, office space, retail, hospitality and social infrastructure verticals. In the real estate space, Oberoi Realty is an established brand with an impeccable track record. Its primary aim is to build aspirational developments for its customers with distinctive designs, functional aesthetics and quality finishes that translate into landmark projects through its mixed-use and single-segment developments. Oberoi Realty Ltd was incorporated on May 8, 1998 as a private limited company with the name Kingston Properties Pvt Ltd. In February 20, 2002, the company acquired the land at Goregaon, Mumbai from Ciba Specialty Chemicals (India) Ltd. Also, they acquired the land at Goregaon, Mumbai from Novartis India Ltd. In April 8, 2003, Oberoi Mall Pvt Ltd became a wholly owned subsidiary of the company. In February 10, 2005, the company acquired the development rights at Andheri (West), Mumbai from Excel Industries Ltd and Shroff Family Charitable Trust for the development of property. In March 31, 2005, the company entered into Master Asset Purchase Agreement with Tulip Hospitality Services Ltd, Tulip Hotels Pvt Ltd, Dr. Ajit Kerkar and SRPL for acquisition of Hotel Tulip Star at Juhu, Mumbai from Tulip Hospitality Services Ltd. In September 26, 2005, the company acquired a land at Mulund, Mumbai from GlaxoSmithKline Pharmaceuticals Ltd. In October 18, 2005, they acquired the land at Andheri (East), Mumbai from Madhu Fantasy Land Pvt Ltd and Avinash Bhosale. In December 21, 2006, Oberoi Constructions Pvt Ltd became a wholly owned subsidiary of the company. In January 14, 2007, SSIII, a company owned by a real estate fund advised by US registered investment advisers which are wholly-owned subsidiaries of Morgan Stanley Inc, invested Rs 6,750 million in the company. SSIII subscribed to 279,777 equity shares and 783 preference shares for Rs 5,967 million and Rs 783 million respectively in the company. In January 2, 2008, the company entered into Hotel Operating Services Agreement with Starwood Asia Pacific Hotels & Resort Pte Ltd for operating The Westin Mumbai - Garden City hotel at Goregaon (East), Mumbai. In September 23, 2009, the company entered into a joint venture agreement with Skylark Build and Shree Vrunda Enterprises for the development of the free-sale component under slum rehabilitation scheme at Annie Besant Road, Worli, Mumbai. In October 2009, the name of the company was changed from Kingston Properties Pvt Ltd to Oberoi Realty Pvt Ltd. In December 2009, the company was converted in to a public limited company and the name was changed to Oberoi Realty Ltd. On 29 October 2010, Oberoi Realty launched an Office Space project 'Oberoi Prisma' situated at Jogeshwari-Vikroli Link Road, Andheri (East), Mumbai. The project is being developed by Oberoi Constructions Private Limited, a wholly owned subsidiary of the Company. On 23 August 2011, Oberoi Realty announced that it has appointed Samsung C&T Corporation as its general contractor for the iconic high rise mixed use project in Worli, Mumbai, to be developed under Oasis Realty (a joint venture between Sahana and Oberoi Realty). Samsung CET Corporation, one of the finest construction and engineering companies, has constructed many of the world's tallest landmark building projects Like the Burj Khalifa in UAE and the Petronas Tower in Malaysia. The proposed high rise mixed use development at Worli, Mumbai has three phases comprising of a residential tower, commercial office space and a luxury hotel. The project is scheduled to be completed phase-wise over a period of 53 months. On 29 September 2011, Oberoi Realty announced that the company has purchased 5 lakh equity shares of Rs 10 each fully paid up and 3.62 lakh 1% Non-cumulative Non-Convertible Preference Shares - Series I of Rs 10 each fully paid up of I-Ven Realty Limited from India Advantage Fund I, acting through its Investment Manager ICICI Venture Funds Management Company Limited. Further, Oberoi Realty Limited has also invested in optionally convertible debentures issued by I-Ven Realty Limited. Consequent to the transaction, Oberoi Realty holds 50% stake in the equity share capital and preference share capital (Series I) in I-Ven Realty Limited and 50% of the optionally convertible debentures in I-Ven Realty Limited. On 25 March 2014, Oberoi Realty announced that it has been declared as the highest bidder at the auction of about 25 acres of land parcel owned by Tata Steel Limited and located on the Western Express Highway in Borivali (East), a western suburb in Mumbai. The company said that it is awaiting a detailed communication for the next steps in the process. The sale will be concluded after receipt of the requisite approvals. On 8 May 2014, Oberoi Realty announced that The Ritz-Carlton will be the hospitality partner for its iconic mixed used development project at Worli, Mumbai, to be developed by Oasis Realty, a joint venture between Sahana and Oberoi Realty. This mixed-use development consists of two high-rise towers; The Ritz-Carlton, Mumbai and Residences-managed by The Ritz-Carlton. On 12 January 2015, Oberoi Realty announced the launch of residential projects Eternia and Enigma, at Mulund, the central suburb of Mumbai. The projects are located on the arterial LBS Road in one of Mumbai's fastest growing suburb. Singapore-based architects, HB Design will design the developments. The Preferential Allotment Committee of the Board of Directors of Oberoi Realty at its meeting held on 20 July 2015 approved the allotment of 1.1 crore Equity Shares to Aranda Investments (Mauritius) Pte Ltd, a deemed Foreign Portfolio Investor, at a price of Rs 295 per Equity Share aggregating to Rs 324.50 crore. On 28 October 2015, Oberoi Realty announced the launch of its residential project 'Sky City' at Borivali, Mumbai. Spread across 25 acres of land, the project will consist of multiple towers of up to 60 storeys each. On 15 September 2016, Oberoi Realty announced that in respect of Commerz II office space project, the company has till date entered into definitive agreements pursuant to which the cumulative carpet area leased now exceeds 25% of the total carpet area of the project. During the financial year ended 31 March 2017, Oberoi Realty commenced sales of its prestigious mixed use development project at Worli - Three Sixty West. In September 2017, Oberoi Realty was selected as a successful bidder, by GlaxoSmithKline Pharmaceuticals Limited, for the land admeasuring approximately 60 acres located at Thane, Maharashtra. The proposed purchase of land is subject to compliance with the term and conditions of the bid, including receipt of all statutory and regulatory approvals from the concerned authorities. The Qualified Institutional Placement (QIP) committee of the company at its meeting held on 21 June 2018 approved the issue and allotment of 2.4 crore Equity Shares of face value Rs 10 each to eligible qualified institutional buyers at the issue price of Rs 500 per Equity Share against the floor price of Rs 509.29 per Equity Share, aggregating to Rs 1200 crore.

Oberoi Realty Ltd Chairman Speech

Our developments are conceptualized based on the needs of our customers and have an element of contemporary design that appeals to the new-age customer.

Dear Shareholders,

The new year has been momentous for India in more ways than one. The general elections this year construed a big win for growth and stability. The government that had brought in ground-breaking reforms and policy changes, particularly in the real estate industry, is once again back at the helm with an emphatic mandate. Reforms like GST, Insolvency code, RERA, and other similar initiatives have put the country on an accelerated path.

The year FY 2018-19 brought in consolidation to the real estate sector, as the central government's transformative agenda of the previous few years started to take effect. The long-term impact of these regulatory measures has been largely positive, leading to stronger governance, transparency, and compliance. Moreover, the Maharashtra Government's sustained emphasis on developing infrastructure and improving connectivity has boosted the market and led to renewed optimism.

At Oberoi Realty, we have always embraced challenges and capitalized on opportunities; this has been made possible thanks to our continued focus on technology, sustainability, quality, and by fostering an inclusive work culture. Our developments are conceptualized based on the needs of our customers and have an element of contemporary design that appeals to the new-age customer. The spaces we create are built using the latest construction methodologies that involve the convergence of global and local practices. Our focus on design and execution coupled with strong corporate governance practices has supported us to meet the expectations despite subdued market sentiments.

With a vision to be a thought leader in transforming the real estate landscape of India, we look forward to the corporatization of the sector by collaborating with

global talent to reach global standards and bringing in international best practices to India in design, construction, safety and quality.

As always, I am glad that our commitment to follow our vision has rewarded us amply, with our company bagging multiple recognitions, both at domestic and international platforms. The appreciation is an affirmation of the work we have done; it also puts more positive pressure on us to push the envelope to continue to create value for all our stakeholders.

I would like to thank you for reposing your faith in your organization and standing by us. We have the resources, the determination, and the resilience to live up to the highest standards and we will continue to work together with all our stakeholders to create a better tomorrow for us all.

Wishing you all an exemplary year ahead!

Best Wishes,

Vikas Oberoi

Chairman & Managing Director

   

Oberoi Realty Ltd Company History

Oberoi Realty Ltd is a Mumbai based real estate development company. It is focused on premium developments in the residential, office space, retail, hospitality and social infrastructure verticals. In the real estate space, Oberoi Realty is an established brand with an impeccable track record. Its primary aim is to build aspirational developments for its customers with distinctive designs, functional aesthetics and quality finishes that translate into landmark projects through its mixed-use and single-segment developments. Oberoi Realty Ltd was incorporated on May 8, 1998 as a private limited company with the name Kingston Properties Pvt Ltd. In February 20, 2002, the company acquired the land at Goregaon, Mumbai from Ciba Specialty Chemicals (India) Ltd. Also, they acquired the land at Goregaon, Mumbai from Novartis India Ltd. In April 8, 2003, Oberoi Mall Pvt Ltd became a wholly owned subsidiary of the company. In February 10, 2005, the company acquired the development rights at Andheri (West), Mumbai from Excel Industries Ltd and Shroff Family Charitable Trust for the development of property. In March 31, 2005, the company entered into Master Asset Purchase Agreement with Tulip Hospitality Services Ltd, Tulip Hotels Pvt Ltd, Dr. Ajit Kerkar and SRPL for acquisition of Hotel Tulip Star at Juhu, Mumbai from Tulip Hospitality Services Ltd. In September 26, 2005, the company acquired a land at Mulund, Mumbai from GlaxoSmithKline Pharmaceuticals Ltd. In October 18, 2005, they acquired the land at Andheri (East), Mumbai from Madhu Fantasy Land Pvt Ltd and Avinash Bhosale. In December 21, 2006, Oberoi Constructions Pvt Ltd became a wholly owned subsidiary of the company. In January 14, 2007, SSIII, a company owned by a real estate fund advised by US registered investment advisers which are wholly-owned subsidiaries of Morgan Stanley Inc, invested Rs 6,750 million in the company. SSIII subscribed to 279,777 equity shares and 783 preference shares for Rs 5,967 million and Rs 783 million respectively in the company. In January 2, 2008, the company entered into Hotel Operating Services Agreement with Starwood Asia Pacific Hotels & Resort Pte Ltd for operating The Westin Mumbai - Garden City hotel at Goregaon (East), Mumbai. In September 23, 2009, the company entered into a joint venture agreement with Skylark Build and Shree Vrunda Enterprises for the development of the free-sale component under slum rehabilitation scheme at Annie Besant Road, Worli, Mumbai. In October 2009, the name of the company was changed from Kingston Properties Pvt Ltd to Oberoi Realty Pvt Ltd. In December 2009, the company was converted in to a public limited company and the name was changed to Oberoi Realty Ltd. On 29 October 2010, Oberoi Realty launched an Office Space project 'Oberoi Prisma' situated at Jogeshwari-Vikroli Link Road, Andheri (East), Mumbai. The project is being developed by Oberoi Constructions Private Limited, a wholly owned subsidiary of the Company. On 23 August 2011, Oberoi Realty announced that it has appointed Samsung C&T Corporation as its general contractor for the iconic high rise mixed use project in Worli, Mumbai, to be developed under Oasis Realty (a joint venture between Sahana and Oberoi Realty). Samsung CET Corporation, one of the finest construction and engineering companies, has constructed many of the world's tallest landmark building projects Like the Burj Khalifa in UAE and the Petronas Tower in Malaysia. The proposed high rise mixed use development at Worli, Mumbai has three phases comprising of a residential tower, commercial office space and a luxury hotel. The project is scheduled to be completed phase-wise over a period of 53 months. On 29 September 2011, Oberoi Realty announced that the company has purchased 5 lakh equity shares of Rs 10 each fully paid up and 3.62 lakh 1% Non-cumulative Non-Convertible Preference Shares - Series I of Rs 10 each fully paid up of I-Ven Realty Limited from India Advantage Fund I, acting through its Investment Manager ICICI Venture Funds Management Company Limited. Further, Oberoi Realty Limited has also invested in optionally convertible debentures issued by I-Ven Realty Limited. Consequent to the transaction, Oberoi Realty holds 50% stake in the equity share capital and preference share capital (Series I) in I-Ven Realty Limited and 50% of the optionally convertible debentures in I-Ven Realty Limited. On 25 March 2014, Oberoi Realty announced that it has been declared as the highest bidder at the auction of about 25 acres of land parcel owned by Tata Steel Limited and located on the Western Express Highway in Borivali (East), a western suburb in Mumbai. The company said that it is awaiting a detailed communication for the next steps in the process. The sale will be concluded after receipt of the requisite approvals. On 8 May 2014, Oberoi Realty announced that The Ritz-Carlton will be the hospitality partner for its iconic mixed used development project at Worli, Mumbai, to be developed by Oasis Realty, a joint venture between Sahana and Oberoi Realty. This mixed-use development consists of two high-rise towers; The Ritz-Carlton, Mumbai and Residences-managed by The Ritz-Carlton. On 12 January 2015, Oberoi Realty announced the launch of residential projects Eternia and Enigma, at Mulund, the central suburb of Mumbai. The projects are located on the arterial LBS Road in one of Mumbai's fastest growing suburb. Singapore-based architects, HB Design will design the developments. The Preferential Allotment Committee of the Board of Directors of Oberoi Realty at its meeting held on 20 July 2015 approved the allotment of 1.1 crore Equity Shares to Aranda Investments (Mauritius) Pte Ltd, a deemed Foreign Portfolio Investor, at a price of Rs 295 per Equity Share aggregating to Rs 324.50 crore. On 28 October 2015, Oberoi Realty announced the launch of its residential project 'Sky City' at Borivali, Mumbai. Spread across 25 acres of land, the project will consist of multiple towers of up to 60 storeys each. On 15 September 2016, Oberoi Realty announced that in respect of Commerz II office space project, the company has till date entered into definitive agreements pursuant to which the cumulative carpet area leased now exceeds 25% of the total carpet area of the project. During the financial year ended 31 March 2017, Oberoi Realty commenced sales of its prestigious mixed use development project at Worli - Three Sixty West. In September 2017, Oberoi Realty was selected as a successful bidder, by GlaxoSmithKline Pharmaceuticals Limited, for the land admeasuring approximately 60 acres located at Thane, Maharashtra. The proposed purchase of land is subject to compliance with the term and conditions of the bid, including receipt of all statutory and regulatory approvals from the concerned authorities. The Qualified Institutional Placement (QIP) committee of the company at its meeting held on 21 June 2018 approved the issue and allotment of 2.4 crore Equity Shares of face value Rs 10 each to eligible qualified institutional buyers at the issue price of Rs 500 per Equity Share against the floor price of Rs 509.29 per Equity Share, aggregating to Rs 1200 crore.

Oberoi Realty Ltd Directors Reports

To

The Members, Oberoi Realty Limited

Your Directors have pleasure in presenting the Nineteenth Annual Report of the Company on the business and operations of the Company, together with the Audited Financial Statement for the year ended March 31, 2017.

Financial Results

The Company's performance during the financial year ended March 31, 2017 as compared to the previous financial year is summarized below: ( ` in Lakh)

Particulars

Consolidated

Standalone

2016-17 2015-16 2016-17 2015-16
Revenue from operations 1,11,374.39 1,41,614.71 89,071.20 1,18,352.69
Other income 4,729.80 4,276.70 5,837.01 16,561.47
Total revenue 1,16,104.19 1,45,891.41 94,908.21 1,34,914.16
Expenses 59,874.50 79,567.13 47,295.00 66,842.35
Profit before tax 56,229.69 66,324.28 47,613.21 68,071.81
Tax expenses 18,684.86 22,928.18 15,548.24 18,313.57
Share of Profit / (loss) of associates / joint ventures (net) 313.93 159.50 - -
Profit after tax 37,858.76 43,555.60 32,064.97 49,758.24
Other comprehensive income/ (expenses) 22.48 (28.05) 20.52 (7.54)
Total Comprehensive Income for the year 37,881.24 43,527.55 32,085.49 49,750.70

The above is an extract from the financial statements prepared in accordance with the Indian Accounting Standards as notified under section 133 of the Companies Act, 2013 read with Rule 3 of the Companies (Indian Accounting Standards) Rules, 2015 by the Ministry of Corporate Affairs, as amended by the Companies (Indian Accounting Standards) Rules, 2016.

Nature of Business

The Company is engaged in the activities of Real Estate Development and Hospitality. On the real estate development front, the Company develops residential, commercial, retail and social infrastructure projects. There was no change in nature of the business of the Company, during the year under review.

Financial Performance

Consolidated financials

During the year under review, your Company's consolidated total revenue stood at ` 1,16,104.19 Lakh as compared to

` 1,45,891.41 Lakh for the previous year, representing a decrease of 20.42%; profit before tax stood at ` 56,229.69 Lakh for the year under review as compared to ` 66,324.28 Lakh for the previous year representing a decrease of 15.22%; and the total comprehensive income stood at ` 37,881.24 Lakh as compared to ` 43,527.55 Lakh for the previous year representing a decrease of 12.97%.

Standalone financials

During the year under review, the total revenue stood at ` 94,908.21 Lakh as compared to ` 1,34,914.16 Lakh for the previous year representing a decrease of 29.65%; profit before tax stood at ` 47,613.21 Lakh for the year under review as compared to ` 68,071.81 Lakh for the previous year representing a decrease of 30.05%; and the total comprehensive income stood at ` 32,085.49 Lakh as compared to ` 49,750.70 Lakh for the previous year representing a decrease of 35.51%.

Report on performance and financial position of subsidiaries, associates and joint venture companies

The performance and financial position of each of the subsidiaries, associates and joint venture companies for the year ended March 31, 2017 is attached to the financial statements hereto.

No company has become or ceased as subsidiary, associate and joint venture, during the year under review.

Transfer to Reserves

It is not proposed to transfer any amount to reserves out of the profits earned during FY 2016-17.

Dividend

Despite macro-economic headwinds, sluggish industry volume numbers and increased costs, there is an overall improvement in business/ investment sentiment, and taking into consideration the stable performance of your Company and in recognition of the trust in the management by the members of the Company, the Directors are pleased to recommend a dividend at the rate of ` 2 per equity share, i.e. 20% of the paid up Equity Share Capital for the year ended March 31, 2017 (previous year:

` 2 per Equity Share, (i.e. 20%) of the paid up Equity Share Capital).

Deposits

During the year under review, your Company neither accepted any deposits nor there were any amounts outstanding at the beginning of the year which were classified as ‘Deposits' in terms of Section 73 of the Companies Act, 2013 read with the Companies (Acceptance of Deposit) Rules, 2014 and hence, the requirement for furnishing of details of deposits which are not in compliance with the Chapter V of the Companies Act, 2013 is not applicable.

Disclosures under Section 134(3)(l) of the Companies Act, 2013

Except as disclosed elsewhere in this report, no material changes and commitments which could affect the Company's financial position, have occurred between the end of the financial year of the Company and date of this report.

Internal Financial Controls

The Internal Financial Controls with reference to financial statements as designed and implemented by the Company are adequate. During the year under review, no material or serious observation has been received from the Statutory Auditors and the Internal Auditors of the Company on the inefficiency or inadequacy of such controls.

Internal Control Systems

Adequate internal control systems commensurate with the nature of the company's business and size and complexity of its operations are in place and have been operating satisfactorily. Internal control systems comprising of policies and procedures are designed to ensure reliability of financial reporting, timely feedback on achievement of operational and strategic goals, compliance with policies, procedure, applicable laws and regulations and that all assets and resources are acquired economically, used efficiently and adequately protected.

Disclosure of orders passed by regulators or courts or tribunal

No significant and material orders have been passed by any Regulator or Court or Tribunal which can have impact on the going concern status and the Company's operations in future.

Particulars of contracts or arrangements with related parties

All the transactions/contracts/arrangements of the nature as specified in Section 188(1) of the Companies Act, 2013 entered by the Company during the year under review with related party(ies) are in ordinary course of business and on arm's length. Further none of such transactions/contracts/arrangements are material (i.e., satisfying the criteria provided in first provisio of section 188(1) of the Companies Act, 2013) in nature. Hence, no particulars in form AOC-2 are furnished.

Particulars of loans, guarantees, investments under Section 186

The particulars of loans, guarantees and investments given/ made during the financial year under review and governed by the provisions of Section 186 of the Companies Act, 2013 has been furnished in Annexure I attached herewith and forms part of this report.

Disclosure relating to equity shares with differential rights

The Company has not issued any equity shares with differential rights during the year under review and hence no information as per provisions of Rule 4(4) of the Companies (Share Capital and Debenture) Rules, 2014 is furnished.

Disclosure relating to sweat equity shares

The Company has not issued any sweat equity shares during the year under review and hence no information as per provisions of Rule 8(13) of the Companies (Share Capital and Debenture) Rules, 2014 is furnished.

Disclosure relating to Employee Stock Option Scheme and Employee Stock Purchase Scheme

During the year under review, the unexercised portion of employee stock options vested in Option Grantees on May 4, 2013 expired on May 4, 2016 for non-exercise within the Exercise Period. Further, during the year under review, certain Option Grantees have exercised 2,31,581 options vested in them.

In compliance with the provisions of Rule 12(9) of the Companies (Share Capital and Debenture) Rules, 2014 and SEBI (Employee Share Based Employee Benefits) Regulations, 2014, the details of Employee Stock Option Scheme as on March 31, 2017 are furnished in Annexure II attached herewith and forms part of this report.

Disclosures in respect of voting rights not directly exercised by employees

There are no shares held by trustees for the benefit of employees and hence no disclosure under Rule 16(4) of the Companies (Share Capital and Debentures) Rules, 2014 has been furnished.

Matters related to Directors and Key Managerial personnel

Board of Directors and Key Managerial Personnel

There was no change in the composition of Board of Directors and the Key Managerial Personnel during the year under review.

Declarations by Independent Directors

Pursuant to the provisions of sub-section (7) of Section 149 of the Companies Act, 2013, the Company has received individual declarations from all the Independent Directors confirming that they fulfill the criteria of independence as specified in Section 149(6) of the Companies Act, 2013.

Disclosures related to Board, Committees and Policies

Board Meetings

The Board of Directors met 5 times during the financial year ended March 31, 2017 in accordance with the provisions of the Companies Act, 2013 and rules made there under. All the Directors actively participated in the meetings and provided their valuable inputs on the matters brought before the Board of Directors from time to time. Additionally, on December 23, 2016, the Independent Directors held a separate meeting in compliance with the requirements of Schedule IV of the Companies Act, 2013 and the provisions of SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015.

Director's Responsibility Statement

In terms of Section 134(5) of the Companies Act, 2013, in relation to the audited financial statements of the Company for the year ended March 31, 2017, the Board of Directors hereby confirms that:

a. in the preparation of the annual accounts, the applicable accounting standards had been followed along with proper explanations relating to material departures, wherever applicable;

b. such accounting policies have been selected and applied consistently and the Directors made judgments and estimates that are reasonable and prudent so as to give a true and fair view of the state of affairs of the Company as at March 31, 2017 and of the profits of the Company for the year ended on that date;

c. proper and sufficient care was taken 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;

d. the annual accounts of the Company have been prepared on a going concern basis;

e. internal financial controls have been laid down to be followed by the Company and that such internal financial controls are adequate and were operating effectively;

f. proper systems have been devised to ensure compliance with the provisions of all applicable laws and that such systems were adequate and operating effectively.

Nomination and Remuneration Committee

A Nomination and Remuneration Committee is in existence in accordance with the provisions of sub-section (1) of Section 178 of the Companies Act, 2013. Kindly refer section on Corporate Governance, under head ‘Nomination, Remuneration, Compensation and Management Development Committee' for matters relating to constitution, meetings, functions of the Committee and the remuneration policy formulated by this Committee.

Audit Committee

An Audit Committee is in existence in accordance with the provisions of Section 177 of the Companies Act, 2013. Kindly refer section on Corporate Governance, under head ‘Audit Committee' for matters relating to constitution, meetings and functions of the Committee.

Corporate Social Responsibility Committee

As per the provisions of Section 135 of the Companies Act, 2013, a Corporate Social Responsibility (CSR) Committee constituted by the Board of Directors exists.

For details of the composition of the Committee, the CSR policy and other relevant details that are required to be disclosed under the provisions of Section 134(3)(o) of the Companies Act, 2013 and the Companies (Corporate Social Responsibility Policy) Rules, 2014, kindly refer Annexure III attached herewith and which forms part of this report.

Other Board Committees

For details of other board committees, kindly refer the section on Corporate Governance.

Vigil Mechanism for the Directors and Employees

In compliance with the provisions of Section 177(9) of the Companies Act, 2013, the Board of Directors of the Company has framed the "Whistle Blower Policy" as the vigil mechanism for Directors and employees of the Company.

The Whistle Blower Policy is disclosed on the website of the Company at http://www.oberoirealty.com/pdf/Whistle_Blower_Policy.pdf

Fraud Reporting

During the year under review, no instances of fraud were reported by the Statutory Auditors of the Company.

Risk Management Policy

The Board of Directors of the Company has put in place a Risk Management Policy which aims at enhancing shareholders' value and providing an optimum risk-reward tradeoff. The risk management approach is based on a clear understanding of the variety of risks that the organization faces, disciplined risk monitoring and measurement and continuous risk assessment and mitigation measures.

Annual Evaluation of Directors, Committee and Board

The Nomination and Remuneration Committee of the Board has formulated a Performance Evaluation Framework, under which the Committee has identified criteria upon which every Director, every Committee and the Board as a whole shall be evaluated.

Particulars of Employees and Remuneration

The information as required under the provisions of Section 197(12) of the Companies Act, 2013 and Rule 5 of the Companies (Appointment and Remuneration of Managerial Personnel) Rules, 2014, are set out in Annexure IV attached herewith and which forms part of this report.

Payment of remuneration / commission to Managerial personnel from holding or subsidiary companies:

None of the managerial personnel i.e. the Managing Director and the Whole Time Director of the Company are in receipt of remuneration/commission from the holding or subsidiary company of the Company.

Auditiors and their reports

The matters related to Auditors and their Reports are as under:

Observations of statutory auditors on financial statements for the year ended March 31, 2017:

The auditor's report does not contain any qualification, reservation or adverse remark or disclaimer or modified opinion.

Secretarial Audit report for the year ended March 31, 2017:

As required under provisions of Section 204 of the Companies Act, 2013, the report in respect of the Secretarial Audit carried out by M/s. Rathi and Associates, Company Secretaries in Form MR-3 for the FY 2016-17 forms part to this report. The said report does not contain any adverse observation or qualification or modified opinion requiring explanation or comments from the Board under Section 134(3) of the Companies Act, 2013.

Statutory Auditors appointment:

In terms of provisions of Section 139 of Companies Act, 2013 read with the Companies (Audit and Auditors) Rules, 2014, as amended, M/s. P. Raj & Co., Chartered Accountants, the existing Statutory Auditors shall vacate their office on the conclusion of ensuing Nineteenth Annual General Meeting. The Audit Committee and the Board of Directors has recommended to the members of the Company, the appointment of S R B C & Co LLP, Chartered Accountants, as the next auditors, and if approved by the members S R B C & Co LLP shall hold office from the conclusion of Nineteenth (19th) Annual General Meeting till the conclusion of the Twenty Fourth (24th) Annual General Meeting subject to ratification of such appointment by members at every AGM in accordance with the provisions of said Section.

Necessary resolution for appointment of the said S R B C & Co LLP as auditors of the company is included in the Notice of Annual General Meeting for seeking approval of members.

Cost Auditors:

Pursuant to the provisions of Section 148 of the Companies Act, 2013, read with notifications/ circulars issued by the Ministry of Corporate Affairs from time to time and as per the recommendation of the Audit Committee, the Board of Directors at their meeting dated April 29, 2016, appointed M/s. Kishore Bhatia & Associates, Cost Accountants, as the Cost Auditors of the Company for FY2016-17. The Cost Audit Report for FY2016-17 will be filed within the period stipulated under the Companies Act, 2013.

In respect of FY2017-18, the Board based on the recommendation of the Audit Committee has approved the appointment of M/s. Kishore Bhatia & Associates, Cost Accountants as the cost auditors of the Company. A resolution for ratification of the remuneration to be paid for such appointment is included in the notice of the ensuing Annual General Meeting.

Other Disclosures

Other disclosures as per provisions of Section 134 of the Act read with Companies (Accounts) Rules, 2014 are furnished as under:

Extract of Annual Return:

Pursuant to the provisions of Section 134(3)(a) of the Companies Act, 2013, Extract of the Annual Return for the financial year ended March 31, 2017 made under the provisions of Section 92(3) of the Act is attached as Annexure V attached herewith and which forms part of this Report.

Conservation of energy, technology absorption and foreign exchange earnings and outgo:

The particulars as required under the provisions of Section 134(3) (m) of the Companies Act, 2013 read with Rule 8 of the Companies (Accounts) Rules, 2014 in respect of conservation of energy and technology absorption have not been furnished considering the nature of activities undertaken by the Company during the year under review.

The details of foreign exchange earnings and outgo during the year under review is as under:

Value of Imports (on C. I. F. Basis)

( ` in Lakh)

Particulars 2016-17 2015-16
Materials 1,360.46 809.70
Capital Goods 6.64 219.11

Expenditure in Foreign currency (on payment basis)

Particulars 2016-17 2015-16
Foreign Travel 2.40 9.94
Professional Fees 179.43 422.29
Others 1,148.17 990.59

Earnings in Foreign Currency (on receipts basis)

Particulars 2016-17 2015-16
Sale of residential units 88.12 274.73
Hospitality services 5,656.71 5,660.44

Unclaimed Shares

Out of the Equity Shares allotted to the successful applicants in the IPO concluded in the month of October 2010, 200 unclaimed Equity Shares are pending for credit to the demat accounts of the respective allottees, which shares stands transferred to the unclaimed shares demat suspense account in accordance with the requirements of (erstwhile) Listing Agreement and SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015.

The requisite disclosures under SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015 in respect of the unclaimed shares are as under:

Particulars No. of shareholders No. of shares
Aggregate number of shareholders and the outstanding shares in the suspense account lying at the beginning of the year 2 200
Number of shares transferred to the suspense account during the year Nil Nil
Number of shareholders who approached the Company for transfer of shares from suspense account during the year Nil Nil
Number of shareholders to whom shares were transferred from suspense account during the year Nil Nil
Aggregate number of shareholders and the outstanding shares in the suspense account lying at the end of the year 2 200

The voting rights in respect of the above 200 equity shares are frozen. No corporate benefits in the nature of bonus, split, rights had accrued on the aforesaid 200 equity shares.

Unclaimed and Unpaid Dividends

As on March 31, 2017, amounts of ` 15,099, ` 18,640, ` 38,836, ` 39,654, ` 56,486 and ` 44,618 are lying in the unpaid equity dividend account of the Company in respect of the dividends for FY 2010-11, FY 2011-12, FY 2012-13, FY 2013-14, FY 2014-15 and FY 2015-16 respectively. Members who have not yet received/ claimed their dividend entitlements are requested to contact the Company or the Registrar and Transfer Agents of the Company.

Service of documents through electronic means

Subject to the applicable provisions of the Companies Act, 2013, all documents, including the Notice and Annual Report shall be sent through electronic transmission in respect of members whose email IDs are registered in their demat account or are otherwise provided by the members. A member shall be entitled to request for physical copy of any such documents.

Internal Complaint Committee

The Internal Complaint Committee (‘'ICC'') of the Company as required under The Sexual Harassment of Women at Workplace (Prevention, Prohibition and Redressal) Act, 2013 exists for the real estate division as well as the hospitality division ‘Westin Mumbai Garden City' ("WMGC"). The Company is strongly opposed to sexual harassment and employees are made aware about the consequences of such acts and about the constitution of ICC.

During the year under review, 4 complaints were filed with the ICC of WMGC under the provisions of the said Act, of which one was pending disposal at the end of year, which however stands disposed of as on date this report.

Corporate Governance

The report on Corporate Governance and the certificate from the Statutory Auditors regarding compliance with the conditions of Corporate Governance have been furnished in the Annual Report and forms a part of the Annual Report.

Management Discussion and Analysis Report

The Management Discussion and Analysis report has been separately furnished in the Annual Report and forms a part of the Annual Report.

Business Responsibility Report

In compliance with the Regulation 34(2)(f) of the SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015 read with SEBI circular dated December 27, 2015, the Business Responsibility Report for the financial year ended March 31, 2017 has been separately furnished in the Annual Report and forms a part of the Annual Report.

Dividend Distribution Policy

In compliance with the Regulation 43A of the SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015, the Dividend Distribution Policy formulated by the Company is available on the website of the Company www.oberoirealty.com.

Acknowledgements and Appreciation:

Your Directors take this opportunity to thank the employees, customers, suppliers, bankers, business partners/associates, financial institutions and various regulatory authorities for their consistent support/ encouragement to the Company.

Your Directors would also like to thank the Members for reposing their confidence and faith in the Company and its Management.

For and on behalf of the Board
Vikas Oberoi
Chairman & Managing Director
DIN: 00011701
Mumbai, May 4, 2017
Registered Office
Oberoi Realty Limited
Commerz, 3rd Floor,
International Business Park, Oberoi Garden City,
Off Western Express Highway, Goregaon (East),
Mumbai 400 063
CIN: L45200MH1998PLC114818
Telephone No.: (022) 6677 3333
Fax No.: (022) 6677 3334
Mail : cs@oberoirealty.com
Website: www.oberoirealty.com

   

Oberoi Realty Ltd Company Background

Vikas OberoiVikas Oberoi
Incorporation Year1998
Registered OfficeCommerz 3rd Flr International,Business Park Goregaon (East)
Mumbai,Maharashtra-400063
Telephone91-22-66773333,Managing Director
Fax91-22-66773334
Company SecretaryBhaskar Kshirsagar
AuditorS R B C & Co LLP
Face Value10
Market Lot1
ListingBSE,MSEI ,NSE,
RegistrarLink Intime India Pvt Ltd
C-101 247 Park ,L B S Marg ,Vikhroli West ,Mumbai-400083

Oberoi Realty Ltd Company Management

Director NameDirector DesignationYear
Vikas OberoiChairman & Managing Director2018
Bindu OberoiDirector2018
Tilokchand P OstwalDirector2018
Anil HarishDirector2018
Bhaskar KshirsagarCompany Secretary2018
Venkatesh MysoreDirector2018
Saumil DaruDirector2018
Karamjit Singh KalsiDirector2018

Oberoi Realty Ltd Listing Information

Listing Information
BSE_500
BSE_200
BSEDOLLEX
CNX500
BSEMID
CNXMIDCAP
BSEREALTY
CNXREALTY
CNX200
BSEALLCAP
GOODSSERVI
MID150
LMI250
MSL400

Oberoi Realty Ltd Finished Product

Product NameUnit Installed
Capacity
Production
Quantity
Sales
Quantity
Sales
Value
Income from Projects NA 000731.4577
Rent NA 000155.0065
Revenue from Hospitality NA 000135.1351
Other Operating Revenue NA 0007.0562
Rooms/Restaurants/Banquet & OtNA 0000

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