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Oberoi Realty Ltd

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

NSE BSE
 
SMC down arrow

557.40

-5.90 (-1.05%) Volume 280564

03-Mar-2021 EOD

Prev. Close

563.30

Open Price

568.40

Bid Price (QTY)

557.40(153)

Offer Price (QTY)

0.00(0)

 

Today’s High/Low 568.40 - 556.00

52 wk High/Low 628.00 - 290.00

Key Stats

MARKET CAP (RS CR) 20265.37
P/E 57.05
BOOK VALUE (RS) 176.1364916
DIV (%) 0
MARKET LOT 1
EPS (TTM) 9.77
PRICE/BOOK 3.16430737853984
DIV YIELD.(%) 0
FACE VALUE (RS) 10
DELIVERABLES (%) 39.83
4

News & Announcements

19-Feb-2021

Volumes jump at Dabur India Ltd counter

01-Feb-2021

Oberoi Realty Ltd Spurts 2.9%, S&P BSE Realty Index index Gains 1.81%

29-Jan-2021

Oberoi Realty Ltd Surges 3.16%, S&P BSE Realty Index index Gains 2.1%

25-Jan-2021

Oberoi Realty Ltd Spikes 4.62%, S&P BSE Realty Index index Rises 1.66%

18-Jan-2021

Oberoi Realty to table results

19-Dec-2020

Oberoi Realty acquires 221 key five star hotel property in Mumbai

12-Oct-2020

Oberoi Realty schedules board meeting

07-Sep-2020

Oberoi Realty to convene AGM

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 93966843 25.84
Total Institutions 16107518 4.43
Total Govt Holding 0 0.00
Total Non Promoter Corporate Holding 689830 0.19
Total Promoters 246174946 67.70
Total Public & others 6663100 1.83
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 Twenty Second Annual Report of the Company on the business and operations of the Company, together with the Audited Financial Statements for the year ended March 31, 2020.

Financial Results

The Company's performance during the financial year ended March 31, 2020 as compared to the previous financial year is summarized below: (` in Lakh)

Particulars Consolidated Standalone
2019-20 2018-19 2019-20 2018-19
Revenue from operations 2,23,763.29 2,58,249.93 61,966.20 1,02,865.55
Other income 4,835.22 7,884.68 12,419.52 12,972.43
Total revenue 2,28,598.51 2,66,134.61 74,385.72 1,15,837.98
Expenses 1,32,300.16 1,49,061.78 32,494.49 51,349.39
Profit before share of profit of joint venture (net) 96,298.35 1,17,072.83 41,891.23 64,488.59
Share of Profit/(Loss) of joint ventures (net) 590.88 689.60 - -
Profit before tax 96,889.23 1,17,762.43 41,891.23 64,488.59
Tax expenses 27,956.21 36,069.08 10,406.89 19,118.40
Other comprehensive income (net of tax) (14.02) 62.92 (14.40) 49.63
Total comprehensive income for the year 68,919.00 81,756.27 31,469.94 45,419.82

Nature OF business

The Company is primarily engaged in the activities of Real Estate Development. 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 ` 2,28,598.51 lakh as compared to

` 2,66,134.61 lakh for the previous year, representing a decrease of 14.10%; profit before tax stood at ` 96,889.23 lakh for the year under review as compared to ` 1,17,762.43 lakh for the previous year representing a decrease of 17.72%; and the total comprehensive income stood at ` 68,919.00 lakh as compared to ` 81,756.27 lakh for the previous year representing a decrease of 15.70%.

Standalone Financials

During the year under review, the total revenue stood at

` 74,385.72 lakh as compared to ` 1,15,837.98 lakh for the previous year representing a decrease of 35.78%; profit before tax stood at ` 41,891.23 lakh for the year under review as comparedto` 64,488.59lakhforthepreviousyearrepresenting a decrease of 35.04%; and the total comprehensive income stood at ` 31,469.94 lakh as compared to ` 45,419.82 lakh for the previous year representing a decrease of 30.71%.

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, 2020 is attached to the financial statements hereto.

During the year under review, Evenstar Hotels Private Limited was incorporated as a wholly owned subsidiary of Company. Save and except the same, no Company has become or ceased as a subsidiary, associate, or joint venture of your Company 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 2019-20.

Dividend

With a view to conserve resources, the Directors do not recommend any dividend for the year ended March 31, 2020 (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. Internal control systems are designed to ensure 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. Kindly refer the financial statements for the transactions with related parties entered during the year under review.

Particulars OF loans, guarantees, investments under section 186

Kindly refer the financial statements for the loans, guarantees and investments given/made by the Company as on March 31, 2020.

Utilization OF balance proceeds OF qualified institutions placement OF equity shares

Your Company undertook a qualified institutions placement (QIP) of its equity shares in the month of June 2018. The balance unutilized issue proceeds as on March 31, 2019 amounting to ` 56,882.16 lakh were fully utilized towards the objects of the issue during the year under review. Kindly refer the report on corporate governance for the utilization of the said QIP proceeds. 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 there were no instances of grant, vest, exercise, or lapse/cancellation of employee stock options under the Employee Stock Option Scheme of the Company. Also, as at the beginning of the year, there were no outstanding options granted. Hence, no disclosures in terms of Companies (Share Capital and Debenture) Rules, 2014 and SEBI (Employee Share Based Employee Benefits) Regulations, 2014 are required.

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

During the year under review, the Board of Directors at its meeting held on May 10, 2019, and the shareholders at the

Annual General Meeting held on August 23, 2019 approved the reappointments of Mr. Vikas Oberoi as the Managing Director of the Company for a period of 5 years commencing from December 4, 2019 till December 3, 2024; and that of Mr. Saumil Daru as Director – Finance of the Company for a period of 5 years commencing from May 10, 2019 till May 9, 2024.

Also, during the year under review, the Directors of the Company appointed Ms. Tina Trikha as an Independent Director w.e.f. April 12, 2019, and the shareholders at the Annual General Meeting held on August 23, 2019 approved her appointment as an Independent Director of the Company, for the 5 year term ending on April 11, 2024.

During the year under review, the Board of Directors at its meeting held on July 24, 2019 considered, and the shareholders at their Annual General Meeting held on August 23, 2019 approved the appointments of Mr. T.P. Ostwal, Mr. Venkatesh Mysore, and Mr. Karamjit Singh Kalsi for the second consecutive term of 5 years as Independent Directors i.e. From August 27, 2019 to August 26, 2024, from August 27, 2019 to August 26, 2024, and from July 1, 2020 to June 30, 2025 respectively.

Also, Mr. Anil Harish, an Independent Director, resigned from the Directorship of the Company w.e.f. July 24, 2019.

Save and except the above, there were no changes in the composition of Board of Directors and the Key Managerial Personnel during the year under review.

Mr. Vikas Oberoi is liable to retire by rotation at the 22nd Annual General Meeting in terms of Section 152 read with Section 149(13) of the Companies Act, 2013, and the said Director has offered himself for reappointment. The resolution for his reappointment is incorporated in the Notice of the ensuing Annual General Meeting, and the brief profile and other information as required under Regulation 36(3) of SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015 (“Listing Regulations”) relating to him forms part of the Notice of ensuing Annual General Meeting.

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. In the opinion of the Board, each of the Independent Director appointed during the year under review possess requisite integrity, expertise, and experience for acting as an Independent Director of the Company.

In view of the available time limit, those Independent Directors who are required to undertake the online proficiency self-assessment test as contemplated under Rule 6(4) of the Companies (Appointment and Qualification of Directors) Rules, 2014, are yet to undertake such test.

Disclosures related to board, committees and policies board meetings

The Board of Directors met 4 times during the financial year ended March 31, 2020 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 February 7, 2020, 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, 2020, 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 judgements 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, 2020 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 this 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 i 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 Company at https://www.oberoirealty.com/pdf/Whistle_ Blower_Policy.pdf

Fraud Reporting

During the year under review, no instances of fraud were reported by the 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. During the year under review the evaluation of every Director, every Committee, and the Board had been carried out.

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 ii attached herewith and which forms part of this report.

Payment of remuneration/commission to executive directors from holding or subsidiary companies:

None of the Managing Director, and the Whole Time Director of the Company are in receipt of remuneration/commission from any subsidiary company of the Company. The Company has no holding company.

Auditors and their reports

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

Observation of statutory auditors on statements for the year ended March 31, 2020:

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, 2020:

As required under provisions of Section 204 of the Companies Act, 2013 and pursuant to Regulation 24A of Listing Regulations, the reports in respect of the Secretarial Audit for FY 2019-20 carried out by M/s. Rathi and Associates, Company Secretaries, in Form MR-3 forms part to this report. The report in Form MR-3 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:

Pursuant to the provisions of Section 139 of Companies Act, 2013 read with the Companies (Audit and Auditors) Rules, 2014, as amended, S R B C & Co LLP, Chartered Accountants, the Statutory Auditors of the Company, hold office upto the conclusion of 24th Annual General Meeting.

Though not mandatory, as a good governance practice, a business for the ratification of the appointment of the said Statutory Auditors has been included in the notice of 22nd Annual General Meeting.

Cost auditors:

In respect of FY 2019-20, your Company is required to maintain cost records as specified by the Central Government under section 148(1) of the Companies Act, 2013 for the Construction industry, and accordingly such accounts and records are made and maintained by your Company.

The said cost accounts and records are also required to be audited 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 accordingly as per the recommendation of the Audit Committee, the Board of Directors at its meeting held on May 10, 2019, appointed M/s. Kishore Bhatia & Associates, Cost Accountants, as the Cost Auditors of the Company for FY 2019-20.

In respect of FY 2020-21, 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:

annual Return:

Pursuant to the provisions of Section 134(3)(a) of the Companies Act, 2013, the Annual Return for the financial year ended March 31, 2020 is available on the website of the Company at www.oberoirealty.com, under the section ‘Investor Corner', ‘Notices/Others'.

The extract of the Annual Return for the financial year ended March 31, 2020 made under the provisions of Section 92(3) of the Act is attached as annexure iii hereto and 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)

Particulars 2019-20 2018-19
Materials 6.88 54.60
Capital Goods 173.65 63.17

Expenditure in Foreign currency (on payment basis)

Particulars 2019-20 2018-19
Foreign Travel 275.72 23.16
Professional Fees 1,013.94 635.11
Others 1,174.09 1,205.13

Earnings in Foreign Currency (on receipts basis)

Particulars 2019-20 2018-19
Sale of residential units - 2.53
Hospitality services 5,297.19 5,970.56

Compliance with secretarial standards

The Company is in compliance with the mandatory Secretarial Standards.

Unclaimed and Unpaid dividends, and transfer of shares to iepf

Kindly refer section on Corporate Governance, under head ‘Unclaimed and Unpaid Dividends, and transfer of Shares of IEPF' for the amounts of unclaimed and unpaid dividends lying with the Company.

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.

Pursuant to Section 124 of the Companies Act, 2013 read with the Investor Education Protection Fund Authority (Accounting, Audit, Transfer and Refund) Rules, 2016 (“Rules”), all dividends remaining unpaid or unclaimed for a period of 7 years and also the shares in respect of which the dividend has not been claimed by the shareholders for 7 consecutive years or more are required to be transferred to Investor Education Protection Fund in accordance with the procedure prescribed in the Rules. Accordingly, during FY 2019-20, the Company has transferred to IEPF the unclaimed and unpaid dividend pertaining to FY 2011-12 of ` 21,198. Further, during FY 2019-20,146 shares were transferred to IEPF authority as dividend in respect of those shares had not been claimed by the shareholders for 7 consecutive years. The details of the shares so transferred are available on the website of Company.

Members can claim from IEPF their dividend entitlements and/or shares transferred to IEPF by following the required procedure.

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.

Internal Complaint Committee

The Company has complied with the provisions relating to the constitution of Internal Complaint Committee (“ICC'') as required under The Sexual Harassment of Women at Workplace (Prevention, Prohibition and Redressal) Act, 2013 [14 of 2013].

Separate ICC 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.

Neither were any complaints filed during FY 2019-20 under the provisions of the said Act, nor were any complaints outstanding as at the beginning of the year under review at the real estate division of the Company. During the year under review, 1 complaint was filed with the ICC of WMGC under the provisions of the said Act, which was disposed off during the year under review. No complaints were outstanding as at the beginning and end of the year under review.

Corporate Governance

The report on Corporate Governance and also the report of 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 Reporting

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, 2020 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 https://www. Oberoirealty.com/pdf/Dividend-Distribution-Policy.pdf

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 of directors

Vikas Oberoi
Chairman & Managing Director
DIN: 00011701
Mumbai, July 14, 2020
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 Director2019
Bindu OberoiDirector2019
Tilokchand P OstwalIndependent Director2019
Bhaskar KshirsagarCompany Secretary2019
Venkatesh MysoreIndependent Director2019
Saumil DaruDirector2019
Karamjit Singh KalsiIndependent Director2019
Tina TrikhaAddtnl Independent Director2019

Oberoi Realty Ltd Listing Information

Listing Information
BSE_500
BSE_200
BSEDOLLEX
CNX500
BSEMID
CNXMIDCAP
BSEREALTY
CNXREALTY
CNX200
BSEALLCAP
GOODSSERVI
MID150
LMI250
MSL400
NFTYMC150
NFTYMSC400

Oberoi Realty Ltd Finished Product

Product NameUnit Installed
Capacity
Production
Quantity
Sales
Quantity
Sales
Value
Income from Projects NA 000299.3191
Rent NA 000185.1522
Revenue from Hospitality NA 000130.625
Other Operating Revenue NA 0004.5657
Rooms/Restaurants/Banquet & OtNA 0000

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