NBCC (India) Limited — Annual Report 2021

Jul 14, 2021

No./NBCC/BS/BSENSE/2021-22

July 14, 2021

National Stock India of Exchange Ltd. th Plaza, Exchange Floor, 5 C/ Plot 1,G no. Block - Bandra Kurla Complex (E),Mumbai-400051 Bandra	Limited, BSE Jeejeebhoy Phiroze Floor 25, Street, Towers, Dalal Mumbai-400 001
NBCC/EQ NSE Symbol:	Scrip Code: 534309

Sub: Disclosure of Related Party Transaction

Sir,

Pursuant to the Regulation 23(9) of the Securities and Exchange Board of India (Listing Obligations and Disclosure Requirements) Regulations, 2015, kindly find enclosed herewith the disclosure of Related Party Transactions of NBCC on Standalone and Consolidated basis for the period ending March 31, 2021 at Annexure-1.

The aforesaid information is also available on the website of the company at http://www.nbccindia .com/webEnqlish/annou ncementNotices.

This is for information and record.

Thanking you,

Yours Sincerely, . -"'" ::~:t_~c (India) Limited /@5VS5 i] / ] 6 =«g en s?kl} *e l epti Gambhir ^k NEW DELL Rj ?* Company secretary %3)<<⁴ F-4984 '(/+ °' ,~·-...?··

ENCL.: a/a

CIN-L7489DL1960GOI003335

NBCC Bhawan, Lodhi Road, New Delhi - 110 003 Tel. EPABX : 91-11-43591555, 24367314-15

NBCC (INDIA) LIMITED Notes to the Standalone Financial Statements forthe year ended 31st March, 2021.

Note -40

As required by Ind AS, "Related Party Disclosure" are given below-Related party transactions :

1 Key Managerial Personnel (KMP)
A. Whole Time Directors/Chief Financial Officer/ Company Secretary	B. Independent Directors	C. Government Nominee Directors
1. Shri Pawan Kumar Gupta (Chairman-cum-Managing Director)	1. Dr. Jyoti Kiran Shukla	1. Shri Kamran Rizvi
2. Shri Rajendra Chaudhari, Director (Commercial) (Tenure Extended for one year w.e.f June 10, 2020)		2. Shri Shyam Sunder Dubey
3. Shri Neelesh M Shah, Director (Projects)
4. Smt. B. K. Sokhey, (Director Finance & CFO)
5.Smt Deepti Gambhir (Company Secretary)

Details relating to the parties referred to in item No ^A &^B above·

		Forthe year	ended on March	31, 2021
Key Managerial Personnel	Short Term Employee Benefits	Post Employment Benefits	Other Long Term Employee Benefits	Total Remuneratio n	Sitting Fees	0/s Loans (Gross I Advance Receivables)
A. Whole Time Directors / Chief Financial Officer / Company Secretary
[Shni Pawan Kumar Gupta	53.61	5.85	7.80	67.26	-
Shni Rajendra Chaudhari	59.46	6.07	6.66	72.19	-
Shni Neelesh M Shah	55.41	5.62	5.97	67.00	-
Smt B.K. Sokhey	48.65	4.95	4.96	58.56	-
Smt Deepti Gambhir	25.09	2.89	4.38	32.36	-	-
C. Independent Directors
Dr. Jyoti Kiran Shukla					3.95
Total	242.22	25.38	29.77	297.37	3.95	-

Details relating to the parties referred to in item No ^A & ^B above:

	Forthe year ended on March 31, 2020
Key Managerial Personnel	Short Term Employee Benefits	Post Employment Benefits	Other Long Term Employee Benefits	Total Remuneratio n	Sitting Fees	O/s Loans (Gross/ Advance Receivables)
A. Whole Time Directors / Chief Financial Offi cer/ Company Secretary
Shri Pawan Kumar Gupta	23.46	2.72	(0.21)	25.97	-	-
Shri Rajendra Chaudhari	54.08	5.58	6.14	65.80	-	-
Shri Neelesh M Shah	50.93	5.23	7.71	63.87	-	. -
Smt. B. K. Sokhey	28.40	2.95	6.67	38.02	-
Smt Deepti Gambhir	23.23	2.69	2.11	28.03	-
• CFO
Smt Baldev Kaur Sokhey	12.97	1.44	3.99	18.40	-	-
C. Independent Directors
Dr. Jyoti Kiran Shukla					2.85
Shri Ashok Khuranna					0.80
Shri Rajendrasinh G. Rana					0.45
Maj. Gen. Tajuddin Maulali Mhaisale					0.80
Shri Sai Ram Mochaela					1.30
Shri C.R.Raju					0.80
Shri C.Subba Reddy					0.20
Total	193.07	20.61	26.41	240.09	7.20	-

Page 27 of 41

NBCC (INDIA) LIMITED

Notes to the Standalone Financial Statements forthe year ended 31st March, 2021.

2. Relationship with Entities Details of Joint Ventures UV) / Associate Entities NCC - MHG NBCC - AB Real Estate Development Construction Corporation of Rajasthan Limited NCC R. K. Milen Details relating to the parties referred to in item No. ² above:

Details relating to the parties referred to in item No. 2 above:		For the year ended on March 31, 2021		(
Particulars	NBCC - MHG	NBCC - AB	REDCC	NBCC - R.K. Millen
(Al Nature of Transaction :
Amount Received	-	-	-	-
Amount Paid	-	-	4.75	-
Advances for works	-	-	-	-
Share of Profit from J .V	14.00	-	-
Repayment of Investments	-	-	-
(Bl Outstanding Balances:
Amount Receivable (Payable)	-	1,060.59	5.30	- (

Details relating to the parties referred to in item No. ² above:

Forthe year ended on March 31, ²⁰²⁰ Particulars NBCC - R.K. NBCC - MHG NBCC - AB REDCC Millen {Al Nature of Transaction : Amount Received 257.49 - - - Amount Paid - - 5.12 - Advances for works - Share of Profit from ^J .V 63.00 - Repayment of Investments - - {Bl Outstanding Balances: Amount Receivable (Payable) 1,060.59 0.55 -

Notesto the Standalone Financial Statementsfor the year ended 31st March, 2021.

3. Relationship with Entities

Details of Subsidiaries NBCC Services Limited (NSL)*

NBCC Engineering & Consultancy Limited (NECL)*

NBCC Environment Engineering Limited (NEEL)*

NBCC International Limited (NIL)*

Hindustan Steelworks Construction Limited (HSCL)* HSCC (INDIA) Limited (HSCC)

NBCC Gulf L.L.C* NBCC DWCLLC- Dubai

The company is ^a government company under the aegis of Ministry of Housing and Urban Affairs. 61. 75% of the share holding in the company as at March 31, 2021 is held by President of India.

The Company is having six fully owned subsidiary and two partly owned subsidiary over which government exercise direct/indirect control by holding more than 50% of the voting power.

In accordance with para 25 of Indian Accounting Standard (Ind As - 24) Related Party Disclosure, no disclosure is required for Subsidiary Companies/ Joint Venture Entities which can be treated as state controlled enterprises( i.e ownership by Central/ State Government. directly or Indirect ly, is more than 50% of voting rights )

The company generally enter into transactions with the subsidiary companies at arm's length price in the normal course of business which incl udes the purchase and sale of properties, rendering of services and secondment of employees.

• The provisions of section 203 of The Companies Act. 2013 regarding appointment of KMP are not applicable to the companies.

Details of significant transactions relating to the parties referred to in item No. ³ above:

Forthe year ended on March 31, 2021 Particulars NSL NECL NEEL NIL NBCC Gulf NBCC HSCL HSCC L.L.C* DWC LLC Total (A) Nature of Transaction : Sale of Real Estate Property 1,131.10 1,131.10 Receipt of Secondment Charges 150.62 162.39 45.78 7.37 366.16 Other Receipts 222.00 154.63 41.46 3.29 421.38 Dividend Received 140.00 956, ⁷⁶ 199.82 - 1,062.16 2,358.74 Sale of Services 3,142.90 55.31 3,198.21 Purchase of Services 185.78 155.60 341.38 Adva nce Given lease Rent received 2.38 1.65 1.65 5.68 Interest on Loan - - Am ount Written Off 737.16 - 737.16 Adva nce Maintenance Fees 54.20 165.94 220.14 Am ount Paid 503.62 11.30 157.62 672.54 [Amount Received 3,330.41 1.94 1.94 197.38 91.98 14.58 3,638.23 (BJ Outsta nding Balances : Am ount Receivable/ (Payable) (2,319.39) 2.96 0.49 0.49 (23.61) 32.79 (158.86) (2.04) (2,467.17)

• The company lost its control over the subsidiary companies NBCC Engineering & Consultancy Limited (NECL) and NBCC Gulf LLC w.e.f. 19.02.2021 and 02.07.2020 respectively.

Details of significant transactions relating to the parties referred to in item No. ³ above:

(in Lakhs)

(in Lakhs)

Particulars		Forthe year ended on March 31, 2020
	NSL	NECL	NEEL	NIL	HSCL	HSCC	NBCC Gulf L.L.e	NBCC DWC LLC	Total
(A) Nature of Transaction :
Receipt of Secondment Charges	171.18	39.71			169.98	80.43	0.11	2.47	463.88
Other Receipts	222.93	38.51			216.93	68.40	0.13
Dividend Received	350.00				1,178.10	5,489.22		1.24	548.14
Sale of Services	1,437.27					55.31			7,017.32
Purchase of Services	2,895.88	7.56	-		186.92				1.492.58
Loan Repaid along with Interest		30.52							3,090.36
Advance Given					49.57				30.52
Loan disbursed		80.00					-		49.57
Lease Rent received		2.60	1.65	1.65					80.00
Interest on Loan		2.62				-			5.90
Advance Maintenance Fees									2.62
Investment in Subsidiary						221.25	-		221.25
Amount Paid	2,173.00	35.10	-					58.68	58.68
Amount Received	382.95				109.00		5.89		2,322.99
(B) Outstanding Balances :			1.94	1.94	291.05	123.05	175.88	58.68	1,035.49
Amount Receivable/ (Payable)	(1,818.90)	726.32	0.49	0.49	(130.28)	41.63	(157.64)	6.62	(1,331.26)

Disclosures in respect of transactions with identified related parties are given only for such period during which such relationships existed.

Page 29 of ⁴¹

NBCC (INDIA) LIMITED

Notes to the Consolidated Financial Statements forthe year ended 31st March, 2021.

Note -45 As required by Ind AS "Related Party Disclosure" are given below Related party transactions :
1. Relationship with Entities Ventures UV) / Associate Entities Details of Joint 1. NBCC- MHG	2. NBCC - AB
3. NBCC - R.K. Millen 2. Relationship with Entities	4. Real Estate Development & Construction	Corporation of Rajasthan Limited
Details of Subsidiaries 1. NBCC Services Limited (NSL) 3. NBCC Environment Engineering Limited (NEEL) 5. HSCC (INDIA) Limited (HSCC) 7. NBCC Gulf L.L.C#	2. NBCC Engineering & Consultancy 4. NBCC International Limited 6. Hindustan Steelworks Construction Limited (HSCL) 8. NBCC DWC LLC- Dubai	Limited (NECL) * (NIL)
* The group lost its control over the subsidiary company NBCC Engineering & Consultancy # The group lost its control over the subsidiary company NBCC Gulf LLC w.e.f. 02.07.2020	Limited	(NECL) w.e.f. 19.02.2021.
3. Key Managerial Personnel (KMP)
Parent Company :
A. Whole Time Directors/Chief Financial Officer/ Company Secretary	B. Independent Directors	C. Government Nominee Directors
Shri Chairman-cum-Managing Kumar Gupta, Pawan 1. Director	1. Dr. Jyoti Kiran Shukla	1. Shri Kamran Rizvi
2. Shri Rajendra Chaudhari, Director (Commercial)		2. Shri Shyam Sunder Dubey
3. Shri Neelesh M Shah, Director (Projects)
4. Smt. B. K. Sokhey, Director Finance
5. Smt Deepti Gambhir (Company Secretary)
Key Managerial Personnel (KMP)
Subsidiary Company :
NBCC Services Limited:
A. Whole Time Directors/ Chief Financial Officer/ Company Secretary	B. Parent Nominee Directors
1. Shri Novman Ahmed, CEO 2. Shri Amarnath Mourya, CFO	1. Shri Neelesh M Shah, Chairman Rakesh Gupta, Director 2. Shri Mukat Bihari 3. Shri Singhal, Director 4. Smt. B. K. Sokhey, Director	(w.e.f. February 1, 2021) ( Upto January 31, 2021)
Hindustan Steelworks Construction Limited
A. Whole Time Directors/ Chief Financial Officer/ Company Secretary	B. Independent Directors	C. Government Nominee Directors
1. Shri TL N Reddy, Managing Director (w.e.f March 1, 2021)	1. Shri. Pennathur Subramanian Prabhakar	Gupta, Chairman 1. Shri Pawan Kumar
Chaudhari, additional 2. Shri Rajendra Director Managing charge (upto March 1, 2021)		2. Shri Rahul Kashyap, Director (MOUD, DD)
3. Shri Rajendra Chaudhari, Director (Finance), Additional Charge (w.e.f August 17, 2020 upto February 16, 2021) 4. Smt. B K Sokhey, Director (Finance), Additional Charge (upto August 16 ,2020)
5. Shri K.P Mahadeva Swamy, Chief Executive Officer
6. Shri S S Pakhiaraj, Chief Financial Officer w.e.f 25th May 2019
7. Smt. Ruchi Gupta, Company Secretary (w.e.f August 10 2018)

NBCC (INDIA) LIMITED

Notes to the Consolidated Financial Statements forthe year ended 31st March, 2021.

HSCC India Limited
A. Whole Time Directors/ Chief Financial Officer/ Company Secretary	B. Independent Directors	C. Government Nominee Directors
1. Shri Gyanesh Pandey, Managing Director	1. Smt. Vinod Panthi	1. Shri Pawan Kumar Gupta, Chairman
2. Shri. Suresh Chandra Garg, Director {Engineering)	2. Dr. Jyoti Kiran Shukla (w.ef April 27, 2020)	3,5mt. D Thara
3. Shri M.C Bansal, Chief Finance Officer
4. Smt Sonia Singh, Company Secretary
NBCC Engineering & Consultancy Limited	NBCC Gulf L.L.C
A. Whole Time Directors/ Chief Financial Officer/ Company Secretary	A. Parent Nominee Directors
1. Smt. Annu Garg, CEO 2. Shri Abhay Prasad, CFO	Yogesh Sharma, 1. Shri 2. Shri Rajendra 3. Shri Hrishikesh	Director Chaudhari Kumar
8. Parent Nominee Directors Neelesh M Shah, Chairman 1. Shri Shri 2. Shri Rakesh Garg, Director (w.e.f. June 12, 2020) 3. Shri M. B. Singhal, Director 4. Shri N. P. Aggarwal, Director { Upto April 30, 2020)
NBCC International Limited	NBCC Environment Engineering Limited	NBCC DWC-LLC
A. Whole Time Directors/ Chief Financial Officer/ Company Secretary	A. Parent Nominee Directors	A. Parent Nominee Directors
1. Shri 5. Mohan Kumar, CEO	1. Shri Rajendra Chaudhari, Chairman	1. Shri Yogesh Sharma, Director
B. Parent Nominee Directors	Yogesh Sharma, 2. Shri Director
Rajendra Chaudhari, 1. Shri Chairman	3. Shri M.B. Singhal, Director
Yogesh Sharma, 2. Shri Director Hrishikesh Kumar, 3. Shri Director (w.e.f January 22, 2021) 4. Smt. B. K. Sokhey, Director (upto January 22, 2021)		- "),

	Details relating to the	Kev Managerial Personnel				( in Lakhs)
			For the year ended on March 31, 2021
Key Managerial Personnel	Short Term Employee Benefits	Post Employment Benefits	Other Long Term Employee Benefits	Total Remuneratio n	Sitting Fees	O/s Loans (Gross/ Advance Receivables)
		Parent Company
Directors I Chief Financial Officer / A. Whole Time Company Secretary
Shri PK Gupta	53.61	5.85	7.80	67.26
Shri Rajendra Chaudhari	59.46	6.07	6.66	72.19	-
Shri Neelesh Shah	55.41	5.62	5.97	67.00		-
Smt Baldev Kaur Sokhey	48.65	4.95	4.96	58.56	-
Smt Deepti Gambhir	25.09	2.89	4.38	32.36		-
B. Independent Directors
Shri Jyoti Kiran Shukla, (wef 1st Aug-19)	-		-		3.95
Total	242.22	25.38	29.77	297.37	3.95
		HSCC (India) Limited
Directors / Chief Financial Officer / A. Whole Time Company Secretary
Sri Gyanesh Pandey, Managing Director	46.38	7.20	(0.77)	52.81	-
Sri Suresh Chandra Garg, Director (Engineering)	33.91	5.31	3.08	42.30
Sri Mahesh Chand Bansal, Chief Financial Officer	30.48	-	-	30.48
Smt. Sonia Singh, Company Secretary	6.52	1.24	0.38	8.14	-
Smt. Vinod Panthi					0.60
Dr. Jyoti Kiran Shukla					0.50
	117.29	13.76	2.69	133.73	1.10
Total
		NBCC Services Limited
Mr Novman Ahmed, Chief Eexcutive Officer	30.31	2.95	3.41	36.66	-
Shri Amarnath Mourya, Chief Financial Officer	26.39	2.76	3.20	32.35	-
Total	56.70	5.71	6.61	69.01	-
	Hindustan	Steelworks Construction	Limited
Shri TLN Reddy, Managing Director (w.e.f. March 01, 2021)	2.56	0.40	0.34	3.30	-
Chief Shri Puttaswamy Kellanbally, Mahadevaswamy Executive Officer	22.55	2.85	3.32	28.72
Shri S Pakiaraj,Chief Financial Officer	17.40	1.71	2.28	21.39
(Independent Prabhakar Subramaniam Shri Pennathur Director)					2.25 -
Total	42.51	4.96	5.94	53.41	2.25

NBCC ( INDIA) LIMITED

Notesto the Consolidated Financial Statements for the year ended 31st March, 2021.

-

Notesto the Consolidated Financial Statements for the year ended 31st March, 2021.

HSCL-SIPL arrangement is not in the nature of 'Joint Venture'. The arrangement has also been discontinued and hence lacks commercial substance and economic reality. There is no Board of Directors for the said arrangement and the arrangement has not been legally incorporated as an SPV. Thus the arrangement does not fall within the definition of 'subsidiary' u/s 2(87) of the Companies Act ²⁰¹³ and consequently provisions of section 129(3) of the Companies Act 2013 on consolidation of financial statements will not be attracted in this case.

The company is ^a government company under the aegis of Ministry of Housing and Urban Affairs. 61.75% of the share holding in the company as at March 31, 2021 is held by President of India.

The Company is having six fully owned subsidiary and two partly owned subsidiary over which government exercise direct/indirect control by holding more than 50% of the voting power.

In accordance with para ²⁵ of Indian Accounting Standard (Ind As - 24) Related Party Disclosure, no disclosure is required for Subsidiary Companies/ Joint Venture Entities which can be treated as state controlled enterprises( i.e ownership by Central/ State Government, directly or Indirectly, is more than 50% of voting rights )

The company generally enter into transactions with the subsidiary companies at arm's length price in the normal course of business which includes the purchase and sale of properties, rendering of services and secondment of employees.

Details relating to the parties referred to in item No. ¹ above:

Details relating to the parties referred to in item No. 1 above:				( in Lakhs)
	For the		year ended on March 31, 2021
Particulars	NBCC - MHG	NBCC - AB	REDCC	NBCC - R.K. Millen
Nature of Transaction :
Amount Received	-
Amount Paid	-	-	4.75
Advances for works	-	-
Share of Profit from J.V	14.00	-	-
Repayment of Investments
(B) Outstanding Balances:
Amount Receivable (Payable)	-	1,060.59	5.30

				(Zin Lakhs)
	For the year ended on March 31, 2020
Particulars	NBCC - MHG	NBCC - AB	REDCC	NBCC - R.K. Millen
Nature of Transaction :
Amount Received	257.49			-
Amount Paid	-	-	5.12	-
Advances for works	-			-
Share of Profit from J.V	63.00	-
Repayment of Investments	-		-	-
(BJ Outstanding Balances:
Amount Receivable (Payable)		1,060.59	0.55	-