Contents

CHAIRMAN’S LETTER...................................................................................................... 4

COMPANY INFORMATION............................................................................................... 6

MANAGEMENT DISCUSSION AND ANALYSIS............................................................. 8

CORPORATE GOVERNANCE......................................................................................... 23

SHAREHOLDER'S INFORMATION................................................................................. 34

NOTICE............................................................................................................................. 41

DIRECTORS’ REPORT..................................................................................................... 46

AUDITORS’ REPORT....................................................................................................... 59

FINANCIALS.................................................................................................................... 62

CONSOLIDATED FINANCIAL STATEMENTS................................................................ 85

Highlights 2009-10
• Order book increases by 15% to Rs. 18,810 crore

• New orders worth Rs. 5,748 crore received during the year

• Turnover improves by 10% to Rs. 3,863 crore

• Lavasa posts turnover of Rs. 482 crore and PAT of Rs. 140 crore

• HCC Infrastructure asset portfolio expands to Rs. 5,539 crore

Annual Report 2009-10

1
 HCC'S CONTRIBUTION TO NATION BUILDING
ANDHRA PRADESH
01. Ramagundam Thermal Power Project
02. Vizag Monolith, West Wall Protection
03. Godavari Barrage at Rajahmundry
04. Papavinasam Dam
05. Chimney at Vijayawada
06. Environmental Engineering
Works at Hyderabad
07. Railway Bridge over river Godavari
08. Vijayawada Tunnel Works
09. Godavari LIS Phase I
10. Godavari LIS Phase II
11. Polavaram Project Right Main Canal
12. North South Corridor NHDP Scheme
Phase II Package AP-8 on BOT
(Annuity) basis
13. Cavern for Crude Oil Storage,
Vishakhapatnam
14. Rajiv Dummugudem
15. Pula Subbaiah Veligonda Tunnel
16. JCR Devadula LIS Phase III
17. Pranahita Chevella LIS
ASSAM
18. Brahmaputra Bridge at Amingaon
and Tezpur
19. Civil Works for Refinery at Guwahati
20. Four laning of NH-54, (AS23)
21. Single Line Tunnel No. 1 between
Dholakal and Kalmai
BIHAR
22. Sone Barrage
23. Ganga Bridge at Mokameh
24. Barauni Thermal Power Plant
25. Panchet Powerhouse
26. Rail cum Road Bridge Munger
CHATTISGARH
27. Bhilai Steel Plant
28. Bailadila Project
DELHI
29. Water and Sewage Treatment Plants
30. DMRC - Vishwa Vidyalaya to ISBT
31. DMRC - Airport Metro Express Line
Contract AMEL - C1
32. DMRC - Airport Metro Express 63. Grand Trunk Road 97. Bridge over River Ulhas
Line Contract AMEL - C6
2
33. Badarpur Elevated Highway KARNATAKA
64. Tunnel and Powerhouse at
GOA
Sharavati
34. Goa Barge Berth at Marmugoa
65. Dockwork for MPT at Mangalore
GUJARAT 66. Kadra Dam
35. Kandla Oil Jetty 67. Karnataka State Highways Project
36. 180 m high Chimney at Wanakbori 68. Cavern for Crude Oil Storage, Padur
37. Tapi Road Bridge
KERALA
38. Kakrapar Atomic Power Project
69. Tanker Terminal and Fertiliser Berth,
39. Two Cooling Towers at Cochin
Gandhinagar
70. Dam across Kulamavu
40. Gujarat State Highways Project -
71. Dam of Peppara
Mehsana to Palanpur
72. Dam across Idamalayar
41. Saurashtra Branch Canal Pumping
73. Lower Periyar Tunnel Power Project
42. Kalol Mehsana Gas Pipeline Project 74. Dam across Moozhiyar and
Veluthodu
43. Pumped Water Supply Scheme
from Kesaria to Sonaria, (NC-25) 75. Sebarigiri Dam
76. Wellington Bridge, Cochin
HARYANA
77. Lower Periyar Dam and
44. Road Bridge at Palwai
Powerhouse
45. Panipat Chimney
78. Brahmapuram Diesel Power Plant
46. Hathnikund Barrage at
Yamunanagar MADHYA PRADESH
79. Satpura TPS
HIMACHAL PRADESH
80. Tons Road Bridge
47. Chamera HEP, Stage I
81. Tons HEP
48. Nathpa Jhakri HEP
82. Road Bridge over Indravati River
49. Chamera HEP, Stage III
50. Kashang HEP MAHARASHTRA
JAMMU & KASHMIR 83. Uran Turbine and LPG Station
51. Salal HEP 84. Bhandup Water Treatment Complex
52. Udhampur - Srinagar - 85. BARC Civil Works
Baramulla Rail 86. SSSF Project at Tarapur
53. Uri-II HEP, Lot 1 87. Sina Aqueduct
54. Pir Panjal Tunnel (Zone-VA)
88. Panvel Creek Bridge
55. Pir Panjal Tunnel (Zone-VB)
89. Barvi Expansion Project
56. Mughal Road
90. Railway bridges over Vasai Creek
57. Sawalkote HEP
91. Bhorghat Tunnel
58. Chutak HEP, Lot 1
92. Factory Civil Works for Premier
59. Nimmo Bazgo HEP, Lot 1
Automobiles Limited
60. Kishanganga HEP
93. Ambernath/Ulhasnagar STP
JHARKAND 94. Water Treatment Plant, Pune
61. Chandil Dam 95. Underground Powerhouse, Koyna
62. Icha Dam 96. Kolkewadi Dam
Improvement Project 98. Trombay Chimney Works
99. Nhava Sheva WTP Works, Raigadh
100. Tunnel between Sewri and Futka
101. Koyna Stage IV Powerhouse
Complex
102. Tunnel between E Moses Road 165. Dhauliganga HEP
and Ruparel College, Mumbai
103. Aerated Lagoons, Mumbai
104. Bandra Effluent and Influent SIKKIM
Disposal, Mumbai
105. Housing Complex, Navi Mumbai
106. NH-3 MP / Maharashtra Border - Dhule
107. Ghatkopar High Level Tunnel, 137. Kadamparai Pumped Storage
Mumbai
108. Mumbai-Pune Expressway
109. Vaitarna Dam
110. Satara Kolhapur Road, NH-4
111. Water Supply Tunnel from 141. Upper Nirar Tunnel
Bhandup to Charkop, Mumbai
112. Bandra-Worli Sea Link
113. Gosikhurd Spillway, Nagpur
114. Lavasa, Pune
115. Pune Paud BOT Road
116. Ghodazari Branch Canal
117. Water Supply Tunnel from Maroshi
to Ruparel College, Mumbai
118. Middle Vaitarna Water Pipeline
119. Gosikhurd Hydel Scheme
120. DGNP Dry-Dock and Wharves 182. Four-laning of Bahrampore-
Construction, Mumbai
ORISSA
121. Dam at Upper Kolab
122. Road Bridge across Mahanadi
123. Syphones at Kuakhai and 154. Yamuna Hydel Project
Khushbhadra
124. Naraj Barrage, New Cuttack
125. Paradip Port Road
126. Pot Shell Fabrication Works for 158. Malvika Steel Works
Aditya Aluminium Project
127. Pot Superstructure Fabrication
Works for Aditya Aluminium Project
128. Civil and Piling Works for Aditya
Aluminium Project
PUNJAB
129. 140 m high Chimney at Ropar
130. Rail Coach Factory at Kapurthala
RAJASTHAN
131. Rajasthan Atomic Power Project,
Units I & II
132. Chambal Bridge at Dholpur
133. Rajasthan Atomic Power Project,
Units 3 & 4
134. Rajasthan Atomic Power Project,
Units 5 & 6
135. East-West Corridor Project,
Package-EW-II (RJ-7)
136. Teesta Hydroelectric Project
Stage VI
TAMIL NADU
138. Lower Mettur Barrages,
Substructure and Powerhouse
139. Chennai Ore Berth, Jetty, Wharf
140. Sewage Treatment Plant, Chennai
142. Navamalai Tunnel
143. Ennore Port-Rock Quarrying
144. Ennore Breakwater
145. Mass Rapid Transit System,
Chennai
146. Kudankulam Nuclear Power
Project, Units 1 & 2, Package III
147. Tirupur Water Supply Project
148. Chennai Bypass, Package CBP2
UTTAR PRADESH
149. Maneri Bhali Hydel Project
150. Narora Atomic Power Project
151. Rihand Dam
152. Rihand STPP
153. Shards and Ghogra Barrages
155. Gomti Aqueduct
156. Sai Aqueduct
157. Varanasi Bridge
159. Naini Cable Stayed Bridge
160. Allahabad Bypass Road, 188. Punatsangchhu Hydroelectirc
Package ABP2
161. Lucknow-Muzaffarpur National
Highway Project Package LMNHP-
EW II (WB)-1
162. Lucknow-Muzaffarpur National
Highway Project Package LMNHP-
EW II (WB)-2
163. Lucknow-Muzaffarpur National
Highway Project Package LMNHP-
EW II (WB)-3
164. Lucknow-Muzaffarpur National
Highway Project Package
LMNHP-EW II (WB)-4
UTTARAKHAND
166. Loharinag Pala HEP
WEST BENGAL
167. Farakka Barrage
168. Mahananda Barrage
169. Kolkata Metro
170. Teesta Barrage
171. Haldia Docks Project
172. Environmental Engineering Works
at Kolkata
173. Kalyani Bridge
174. Earthworks for Farakka STPP
175. Dauk Barrage
176. RCC Chimney for Kolaghat TPS
177. Underwater works for KTPP
178. Golden Quadrilateral Road
Project - Kolaghat to Kharagpur
179. Purulia Pumped Storage Project
180. Teesta Low
Dam HEP Stage IV, Lot I
181. Elevated Road Corridor from
Park Circus to E.M. Bypass,
Kolkata
Farraka Section of NH-34
183. Four-laning of Farraka-Raiganj
Section of NH-34
184. Four-laning of Raiganj-Dalkhola
Section of NH-34
BHUTAN
185. Kurichu Hydroelectric Dam Project
186. Tala Hydroelectric Project,
Package C-1
187. Tala Hydroelectric Project,
Package C-4
Project-Powerhouse
189. Dagachhu Hydro Power Plant
(Civil Works), 114 MW
Projects completed in the year
Projects in progress
New Projects
BOT Projects
3
 Chairman's Letter
Dear Shareholder,
As I write this letter, the world has avoided what could
have been its worst depression in the last 100 years.
But it is far from being ‘business as usual’. Although the
United States is expected to grow its real GDP by a bit
over 3% in 2010, the same cannot be said about most
of the developed world. The Economist poll puts Euro
Zone growth at a mere 1.3% for 2010. Japan will grow
by 1.9%. The United Kingdom will be lucky to post 1.3%
GDP growth. Greece is bankrupt and S&P has sharply cut
its sovereign credit rating. Its GDP is expected to contract
by 2.5%. Spain, too, may contract this year.
Equally, we are seeing a clear shift in geographical plays.
China achieved 8.7% GDP growth in 2009, and is expected
to grow at somewhere between 9.7% and 10% in 2010.
India should clock 7.2% to 7.5% growth in 2009-10, and
then cross 8% in 2010-11. And Brazil is slated to grow
at over 5.5% in 2010. In simple terms, the three major
emerging economies - Brazil, India and China - have not
only shrugged off the slowdown remarkably quickly, but
are also poised to deliver significantly higher GDP growth
in the next few years. Even The Economist, not prone to
overstatement, has written, “It is hardly news that the
world’s centre of gravity is shifting towards emerging
markets... Emerging countries are no longer content to
be sources of cheap hands and low cost brains. Instead
they too are becoming hotbeds of innovation, producing
breakthroughs in everything...” [The Economist, leader,
17th April, 2010 p.9].
This is an India whose growth will have to be driven by
infrastructure investments. Until 2007-08, there was
rapid growth in infrastructure activity. That changed
dramatically for the worse in 2008-09, and continued to
be muted for most of 2009-10. Thankfully, infrastructure
has again taken off from the last quarter of 2009-10,
especially with investments in highways and power
projects. And it is strengthening further going by what we
are seeing of 2010-11.
Thus, while we see significant growth in 2010-11, the fact
is that your Company’s financial results for 2009-10 have
been muted. Here is a brief summary:
HCC’s order book grew by 15% to Rs. 18,810 crore
during the year.
Income from operations increased by 10% to Rs. 3,863
crore in 2009-10.
EBITDA (before profits from JV and other income)
increased by 3% to Rs. 443 crore.
PAT (including profit from JVs and other income) estimated at $25 billion annually - and your Company
of Rs. 81 crore in 2009-10 is not comparable to intends to create a niche for itself by addressing the
2008-09 due to one-time write-offs during 2009-10, Indian customer’s needs for top class, green and well-
and extraordinary gains in the previous year.
Although profits were subdued, there are several positive
takeaways from 2009-10 that augur well for the future.
Let me share some of these with you.
4
First, the landmark Bandra-Worli Sea Link Project
was completed during the year, and today both the
carriageways are open to traffic. It was inaugurated in
June 2009 by Smt. Sonia Gandhi, Chairperson of the
UPA. An iconic structure, not only for Mumbai but the
whole country, the Sea Link was awarded the ‘Most
Outstanding Bridge - National Award’ by the Indian
Institution of Bridge Engineers (IIBE) in 2009.
Second, there was a sizeable growth in your Company’s
order book, which stood at Rs.18,810 crore as on
31st March, 2010. Indeed, it has crossed Rs.23,000
crore, including Rs.4,390 crore worth of orders where
HCC is the L1 bidder.
Third, you may recall that in July 2009, your Company
raised over Rs.480 crore through qualified institutional
placement (QIP). These funds have been used to reduce
HCC’s debt, thereby bringing down the interest burden
and enabling your Company rationalise its debt-equity
and interest service coverage ratios. In effect, HCC has
unencumbered its balance sheet.
Fourth, the environment of subdued growth allowed
your Company to focus on improving its processes and
systems, which has resulted in greater organisational
productivity and better efficiency in project management.
HCC has developed an excellent IT system which
covers its head office, 44 major projects, key suppliers
and vendors as well as operations of its subsidiaries
including HCC Infrastructure, HCC Real Estate and
Lavasa Corporation. Your Company has also adopted an
integrated approach towards quality, environment, health
and safety, with the objective of creating a culture of
continuous improvements that can enhance product and
deliver quality while maintaining the highest standards
of environment protection and safety. HCC adheres to
the stringent standards stipulated by ISO 9001:2008 for
quality; ISO 14001:2004 for the environment; and BS
OHSAS 18001:2007 for occupational health and safety.
Fifth, in March 2010, your Company made its first
international acquisition by taking a controlling stake of
66% in Karl Steiner AG (KSAG) of Switzerland. KSAG is a
total services contractor, and is engaged in planning and
developing real estate projects, as well as undertaking
construction and renovation work. It has several
landmark works to its credit, and is the second largest
total services contractor in the Swiss market. The KSAG
acquisition should help HCC to capture both local market
opportunities and also provides a presence for European
expansion. KSAG’s expertise in total services contracting
will also allow HCC to undertake the development and
construction of world-class, high-end residential and
commercial spaces on a turnkey basis in India. This is
one of the fastest growing segments in India - currently
integrated spaces for living, work and leisure.
Sixth, HCC Infrastructure has done well. It services
your Company’s forays in the Design, Build, Finance,
Operate and Transfer (DBFOT) business.
HCC Infrastructure started its operations two years ago.
In the last year itself, it has grown its portfolio from
Rs.2,300 crore to over Rs.5,500 crore. The assets
under management include six NHAI road concessions,
of which one is operational. Your Company plans
to grow its road portfolio to Rs.15,000 crore in
the next 24 to 30 months.
Seventh, HCC Real Estate has shown promise. The
commercial complex, ‘247 Park’ at Vikhroli (West) in
Mumbai, was completed during the course of 2009-10.
Even in a depressed commercial real estate market, over
75% of 247 Park’s leasable area has been leased out.
The building was awarded Leadership in Energy
and Environmental Design (LEED) Gold Certification
- the largest stand-alone building in India to receive this
honour. In addition, construction activities are soon
expected to commence on the Company’s land parcel
in Vikhroli (East).
Eighth, Lavasa has been progressing at a rapid pace.
Set amidst seven hills of the Sahyadri range with a
60 km. lake front, Lavasa is free India’s first planned hill
city that will offer state-of-the-art modern amenities in
a tranquil and scenic setting. Dasve, Lavasa’s first town,
will be ready later this year. Over the next 12 years a wide
range of residential and commercial facilities, backed by
tie-ups with premier education institutes, an extensive
range of tourist and family entertainment activities, and
business opportunities for non-polluting industries,
will be created at Lavasa.
Following the soft inauguration of the city in 2009,
Lavasa has started gaining traction as an independent
enterprise. It has already completed pre-sales of more
than Rs.1,100 crore, thus evolving from a magnificent
vision to a business that is already generating financial
returns. Given its initial success, the project has been
expanded to 18,000 acres versus the earlier plan of
developing 12,500 acres. This covers five towns,
and the Central Business District (CBD). Lavasa has
reached its point of inflexion.
To recapitulate, 2009-10 was a slow year for your
Company. However, it was also a year that allowed the
management to focus on ‘nuts and bolts’ and prepare
for more aggressive multi-pronged growth. In large
part, most of these enablers are in place. And I believe
that HCC is better positioned to leverage the economic
upswing of 2010-11 than ever before.
My congratulations to HCC’s employees for steering your
Company in what was a difficult year. And, as always,
thanks for your support.

Yours sincerely,

Ajit Gulabchand
Chairman and Managing Director

5
 Company Information

BOARD OF DIRECTORS BANKERS

Ajit Gulabchand ICICI Bank Ltd.

Chairman & Managing Director
Punjab National Bank
Y. H. Malegam
State Bank of India
Rajas R. Doshi
IDBI Bank Ltd.
D.M. Popat
Ram P. Gandhi Indian Bank

Prof. Fred Moavenzadeh Oriental Bank of Commerce

Sharad M. Kulkarni
The Jammu & Kashmir Bank
Nirmal P. Bhogilal
Canara Bank
Anil C. Singhvi
State Bank of Patiala
K.G. Tendulkar
(Dy. Managing Director up to Union Bank of India
7th November, 2009)
Bank of Baroda

COMPANY SECRETARY Vijaya Bank

Vithal P. Kulkarni
ING Vysya Bank Ltd.

AUDITORS Standard Chartered Bank

K.S. Aiyar & Co., Chartered Accountants
The Federal Bank Ltd.

ADVOCATES & SOLICITORS The Hong Kong & Shanghai Corporation Ltd.
Mulla & Mulla & Craigie Blunt & Caroe,
Axis Bank Ltd.
Kanga & Co.
Exim Bank of India

State Bank of Travancore

Bank of Maharashtra

DBS Bank Ltd.

State Bank of Bikaner & Jaipur

Catholic Syrian Bank

REGISTRAR & SHARE TRANSFER AGENT

TSR Darashaw Ltd.
6-10 Haji Moosa Patrawala Industrial Estate,
20, Dr. E. Moses Road, Mahalaxmi, Mumbai - 400 011

REGISTERED OFFICE
Hincon House, Lal Bahadur Shastri Marg
Vikhroli (West), Mumbai - 400 083

6
Harsh working terrain - Nimoo Bazgo Hydro Power Project,
Leh-Ladakh, Jammu & Kashmir

7
 Management Discussion and Analysis
The Business Environment
While there are encouraging signs for the global economy
with some stabilisation in international financial markets
and two quarters of positive growth in the US, much of
the developed world still continues to witness negative
or very low real GDP growth. Uncertainties continue
to haunt the global economic landscape. Business
sentiments, while better than before, still remain muted.
9.7
10
9
8
6
0
2005-06 2006-07 2007-08 2008-09 2009-10
The positive is the resilience shown by the Indian
economy. To be sure, growth fell fairly sharp from three
years of 9% or more to 6.7% in 2008-09. However, the
upswing started in 2009-10. As matters stand today, the
Central Statistical Organisation is predicting 7.2% GDP
growth in 2009-10. Many believe that it will be bettered.
Chart A plots the data. A couple of points need to be
made: First, India has recovered better than any large
economy barring China; Second, growth is still lower than
what the nation had got used to.
Construction activities have a strong correlation with
economic growth as well as investor sentiments. As
discussed in last year’s Annual Report, uncertainties
about the economy and subdued business sentiment infrastructure and construction industry.
had stalled large capital outlays in infrastructure
development in 2008-09. In addition, there was a full-fledged project execution. Hence, there was not
liquidity crunch in the second half, which affected much positive impact on the profit and loss for
on-going construction projects. In this milieu, 2009-10 something that ought to occur more
Hindustan Construction Company’s success lay in its
ability to grow the order book.
While liquidity conditions improved and the economic
outlook started turning positive in 2009-10, for most of
the year the private sector in India was in a ‘watch and
wait’ phase - assessing the strength of the economy in
light of the global crisis, and not aggressively committing
to large investments in physical infrastructure. That
changed from the last quarter of 2009-10, when
8
infrastructure took off, with investments in highways and
power projects. And it has strengthened further in what
we are seeing of 2010-11.
However, it is fair to say that for 2009-10 as a whole, the
year was muted as far as infrastructure investments were
concerned. For instance, the first quarter of 2009-10 saw
the general elections to the Indian Parliament,
Chart A: Real GDP Growth (%)
9
7.2
6.7
or the Lok Sabha. The model code of conduct imposed by
the Election Commission prevented any new investments
of the Government of India (GoI) until elections were
completed, and a new government sworn in. While
investor confidence improved with the elections resulting
in a stable government, the new ministers naturally took
some time to assess the situation and kick-start the
investment process once again.
Thankfully, GoI investments in infrastructure took off
from the second half of 2009-10, especially in highways,
power and urban infrastructure - the more so in the last
quarter of the financial year. These positive developments
have definitely increased the order books for the
However, as yet, these have not translated into
significantly in 2010-11.
The slowdown in 2008-09 and 2009-10 is evident
from Chart B, which plots real growth in construction
activities. While there is a slight improvement in growth
from 5.9% in 2008-09 to 6.5% in 2009-10, the level is far
below the double-digit growth rates recorded in the three
years prior to 2008-09, when the Indian economy grew
at an annual rate of over 9%.
 Chart B: Real Growth in Construction Activities (%)
20
16.5
15
12
10.1
10
5
0
2005-06 2006-07 2007-08 2008-09 2009-10
2009-10: Performance Highlights
Being a leader in the Indian construction industry
that operates across a wide spectrum of sectors, the
performance of Hindustan Construction Company’s
(‘HCC’ or ‘the Company’) in 2009-10 was also affected
by these external exigencies. The financial highlights of
HCC’s performance on a stand-alone basis are:
• Order Book increased by 14.7% from Rs.16,400 crore
in 2008-09 to Rs.18,810 crore in 2009-10
• Revenue from operations increased by 9.8% from
Rs. 3,518 crore in 2008-09 to Rs. 3,863 crore in 2010
• EBITDA (before profits from JV and other income)
grew by 2.7% from Rs. 431.4 crore in 2008-09 to
Rs. 442.9 crore in 2009-10
• PAT (including profit from JVs and other income) of
Rs.81.4 crore is not comparable to previous year due
to one-time write-offs of Rs. 43 crore during 2009-10,
and extraordinary gains in the previous year
Given the business environment discussed in the earlier
paragraphs, sluggishness in top-line growth and lower
profits were to be expected. There were some external
uncertainties that also came into play which further
affected the Company’s revenue growth and net profits.
One was Andhra Pradesh. First, there was the sudden
death of chief minister Mr. Y.S.R. Reddy, which created
a political vacuum and uncertainty. Then, there were
instances of civil disorder and violence relating to the
politics of a separate state of Telengana. Given the
uncertain environment, HCC slowed down execution
of its government projects in Andhra Pradesh. The
Company carefully assessed the situation and focused on
cash collections and working capital management. This
had an adverse impact on HCC’s revenues for 2009-10.
Subsequently, the Government of Andhra Pradesh has
placed ongoing projects in the state into three categories,
based on funding and priority of execution. Most of
HCC’s projects are in the top two categories. On the
basis of this classification, and in consultation with the
state government, the Company has now got back to
its higher project work execution plan. The proportion of
irrigation orders in Andhra Pradesh has reduced there was some improvement in the pace of execution in
6.5
5.9
from 26% as on 31st March, 2009 to 18% as on
31st March, 2010. HCC has also succeeded in getting
payments for work done till January 2010, indicating
substantial improvement in pending receivables, and
consequent working capital requirements.
Profit Before Tax and Profit After Tax in 2009-10 are not
comparable with the previous year. While in 2008-09,
there was a one-time profit booked from sale of land,
in 2009-10, there were one-time write-offs of Rs. 43
crore on account of Bandra-Worli Sea Link inauguration
expenses, political donations, loss on account of final
settlement in Nathpa Jhakhri JV with the client and loss on
sale of assets. If the impact of these extraordinary items is
removed, on a like-to-like basis, financial performance
in 2009-10 has improved compared to 2008-09.
Here, it is worth noting that HCC continued to
successfully grow its order book. While increments
in the order book in a given year typically do not raise
revenues or profits in that year, these certainly define the
future course of the Company. It is the growth in, and
composition of, the order book which reflect signs of a
paradigm shift in HCC’s strategic positioning.
Since 2008-09, EPC contracts have become a sizable
component in the Company’s order book. Such orders
have continued to grow. Besides, the private sector -
including HCC’s own infrastructure JVs - has been a
major source of HCC’s project order book.
Strategic Developments
HCC firmly endorses India’s growth potential.
The slowdown in 2008-09 and 2009-10 was due to
the external shock of the global economic meltdown.
The country recovered remarkably quickly; is already
on a higher growth trend; and most economic forecasts
suggest that India will grow at over 8% annual rate in
the next few years.
However, as has been pointed out in the past Annual
Reports, infrastructure growth has not been in line with
the requirements of such a rapidly growing economy.
The problem has been of poor implementation. While
9
 Bandra-Worli Sea Link, Mumbai,
Maharashtra, June 30, 2009

2009-10, there is much left to be desired. Take the case
of power and highways. Chart C shows the achievement
against plan for the year in terms of new capacities
created in power generation. There was a shortfall of
3,896 MW of planned thermal power capacity creation;
806 MW of hydroelectric capacity; and 220 MW of
nuclear power capacity.
Chart C: Power Capacity Creation (2009-10)
Achieved Shortfall
Nuclear 67% 33%
Thermal 70% 30%
Hydel 5% 95%
0% 20% 40% 60% 80% 100%
Similarly, in highways, 55% of planned 12,901 km of
NHDP V, 81% of 6,500 km of NHDP VI, the entire basis over decades, HCC has been gradually but surely
1,000 km of NHDP VII, and 42% of the port connectivity
roads are yet to be awarded to anyone for construction.
To be fair, there have been some positive signals,
especially since the last quarter of 2009-10.
Mr. Kamal Nath, the Union Cabinet Minister for Road
Transport and Highways has announced a plan to
increase the rate of road construction from around 9 km
a day to 20 km, and to do so by launching mega projects
with larger package sizes. There have been some
developments in the power sector as well, and especially
for larger capacities. What is important to note in these
developments is the growing role of the private sector.
Most government projects are through public-private
partnerships (PPP). And, in some projects, especially in
power, the private sector is playing a more direct role.
HCC had anticipated these trends and realised the
massive opportunities that infrastructure offers to
the private sector, given the government’s resource
constraints. However, competencies and capabilities
had to be built to leverage this opportunity. This is
what the Company has been doing over the past
few years.
Broadly speaking, infrastructure development and
management has four elements. These are vision,
execution, maintenance and the customer relationship.
Having excelled in executing projects on a contract
developing its internal expertise across the entire
infrastructure value chain.

10
Historically, HCC’s execution contracts were those in
which engineering and procurement was done either by
the client or other agencies. Over the last few years, the
Company has been focusing on bidding for and securing
complete Engineering Procurement and Construction
(EPC) contracts.
Initially, HCC participated in some small projects through
this route to gain experience. Then, in 2008-09, it created
a separate vertical within the projects division that
focused exclusively on EPC projects. It has borne fruit.
Today, HCC is managing the largest EPC hydroelectric
project in India, the Kishanganga Project, which is
progressing according to the plan.
The EPC platform continued to grow in 2009-10. A
major development during the year was the Company’s
entry into the industrial sector. Three contracts were
secured from Hindalco Industries for their Aditya
Aluminium Smelter Project at Sambalpur, Orissa. The
work involves fabrication of the smelter pot shells, the
pot superstructure and civil works. The Company also
secured a contract for civil, electrical and mechanical
services for constructing a new dry dock for the Indian
Navy in Mumbai.
Not only has HCC secured such orders, but it has also
gained certification from a global technology major in
doing these kinds of projects. The Company continues
to develop its EPC capabilities by forging alliances with
global technology majors such as heavy civil majors like
EMEC and Halcrow of the UK, and Vinci Construction
Grands Projets of France.
HCC has also started moving towards complete
infrastructure development. In urban infrastructure
development and management, it has been a pioneer in
India with the development of the hill city of Lavasa, the
largest real estate development of its kind in India.
Lavasa’s progress has been rapid. In 2009-10, it started
delivering healthy financial returns. This is value being
created through investments by HCC, whose financial
benefits are not reflected in the stand-alone financial
results of the Company. Details of developments at
Lavasa are given in subsequent sections.
In the Company’s infrastructure business, HCC
Infrastructure was established two years ago to Swiss and European market to HCC’s Engineering
develop a premium portfolio of DBFOT (Design, Build,
Finance, Operate and Transfer) assets that generate
stable, diversified and growing cash flow streams with
a high return on equity. The focus is on roads and
hydro power, with potentially opportunistic plays in water,
airports and ports.
These characteristics have come into play, and have
driven HCC Infrastructure to create a portfolio of
Rs. 5,539 crore within 2 years, details of which are • Total solutions capability for a facility at a single source
given in the subsequent sections.
With this diversified growth objective, in July 2009, sustainable and green development
HCC raised Rs. 480.1 crore through the issue of 4.7
crore shares to Qualified Institutions Buyers (QIBs)
through private placement, at an issue price of Rs.102.15
per share. After the issue of shares, the paid-up share
capital of the Company increased from Rs. 25.63 crore
to Rs. 30.33 crore. With this infusion of capital, HCC has
strengthened its balance sheet and reduced financial
leveraging risks.
In addition to these internal developments, in March
2010, HCC made its first international acquisition by
taking a controlling stake in Karl Steiner AG (Switzerland).
International Acquisition:
Karl Steiner AG (KSAG)
KSAG, is part of the Switzerland based Steiner Group.
It is a total services contractor, and is engaged in
planning and developing real estate projects, as well as
undertaking construction and renovation work. With a
heritage of 95 years, primarily in the European market,
KSAG has several landmark works to its credit, including
the headquarters of Nestle, Google, World Economic
Forum, Terminal T3 of Geneva airport, and several hotels
and residential buildings. It is the second largest total
service contractor in the Swiss market.
HCC has agreed to acquire a 66% stake by issuance of
new shares in consideration for a CHF 35 million cash
investment in KSAG. In turn, KSAG will use the funds for
its Swiss operations and growth of the Company's core
business in India's growing residential and commercial
construction market.
KSAG’s sole owner, Peter Steiner, will sell his
remaining shares to HCC in 2014. Until that time,
he will remain a minority shareholder and fully support
HCC’s management of KSAG as Vice-Chairman.
The strategic fit of this transaction is that it helps
HCC to capture the local market opportunity and
provides the Company with a presence for European
expansion. KSAG’s rich expertise in total services
contracting will allow HCC to undertake the
development and construction of world-class
residential and commercial spaces on a turnkey basis
in India. This is one of the fastest growing segments in
the country, and the Company intends to create a niche
for itself by addressing the Indian customer’s needs for
top class, green and well integrated spaces for living,
work and leisure. This strategic fit also opens the
and Construction (E&C) business and will help procure
greater access to technology and EPC capability.
Highlights of the acquisition rationale are:
• Entry into the integrated building construction market
in India, which is estimated at Rs.65,000 to Rs.75,000
crore annually
• Implementation of new technologies to support
• Safe and fast construction processes
• Access to world-class, cutting-edge European
technologies that will augment EPC offerings in India
and other markets
11
 Essentially, HCC is in a transformation phase. Some of
the building blocks it was putting in place to occupy a
wider space in the infrastructure development world have
recently started to generate results. The metamorphosis
from a blue chip construction contractor to a diversified
infrastructure group is under way. 2009-10 is yet another
small step in this direction. While undertaking this
journey, the Company is aware of the challenges and
possible pitfalls. Therefore, it remains disciplined and
cautious in its approach.
Developments in the businesses of - Engineering and
Construction (E & C), Infrastructure Development,
Integrated Urban Development and Management and Real
Estate - are reported in the next few sections, along with
key activities that were undertaken in the Support Functions.
Engineering and Construction Business
The Company’s Order Book stands at Rs.18,810 crore as
on 31st March, 2010, against Rs.16,400 crore on working capital increased significantly. While some of
31st March, 2009. While broader issues such as
12
developments on the EPC and DBFOT fronts have
already been discussed, there are two other issues that
the projects division has started tackling aggressively.
First, HCC is now consciously working on a strategy for
equipment. Given the pace of growth, there is a fine
balance that needs to be created between investing
in equipment that support efficient project delivery
and delivering strong returns on the existing base of
equipment by increasing its utilisation. Consequently,
machines have been classified into two groups.
One group includes special purpose machines and
equipment that are essential for maintaining quality in
construction. These are machines that HCC will invest in.
The other group comprises machines that are routine
and commodity-like in nature. These will be outsourced.
The Company is working on developing quality
subcontractors and leasing partners.
Second, with the huge number of projects, HCC’s
this is inherent given the business mix, the Company is
laying stress on expediting claims, speeding up dispute
resolutions and accelerating the cash cycle collections.
As of 31st March, 2010, HCC was executing 56 projects.
Developments across the different project sectors are
given below.
Power
Power (hydro, nuclear and thermal) is the largest sector
in HCC’s projects portfolio. The Company maintained its
leadership in the hydro power sector by securing another
three contracts in 2009-10. These were Gosikhurd Hydel
Power Scheme in Maharashtra, Pare Hydro-electric
Project (HEP) in Arunachal Pradesh, and Dagachhu HEP
(civil works) in Bhutan. HCC is also executing six projects
for NHPC Ltd., which are progressing well.
Some of the major projects under execution are:
Kishanganga Hydro-electric Project,
Jammu and Kashmir
This Rs. 2,725 crore turnkey construction contract is
504 m long, 45 m high concrete dam with spillway, Teesta Low Dam Hydro Power Project, West Bengal
for a 3 x 110 MW hydro-electric power plant. Work has
commenced at site and will pick up speed in 2010-11.
Chutak Hydro-electric Power Project,
Kargil, Jammu and Kashmir
HCC is constructing the 4 x 11 MW, Rs. 411 crore
Chutak Hydro-electric Project at Kargil in Jammu and
Kashmir. All excavation works have been completed.
At present, concrete works for the tunnel, barrage and
underground powerhouse cavern are in progress.
Nimoo Bazgo Hydro-electric
Power Project, Leh, Jammu and Kashmir
The 3 x 15 MW Nimoo Bazgo Hydro-electric Power
Project worth Rs. 384 crore is under execution in the
Leh-Ladakh area. Concrete works are in progress, and
the dam and powerhouse units are about 70% complete.
Uri-II Hydro-electric Project,
Jammu and Kashmir
The project involves civil works for a 4 x 60 MW Uri
13
 Hydro-electric Power Plant. At present, concreting of the
dam and powerhouse is nearing completion.
Chamera Hydro-electric Power Project,
Stage III, Himachal Pradesh
The Company is carrying out civil works of this 3 x 77
MW power project. Excavation works are complete and
concreting of tunnels and dam is at an advanced stage.
Teesta Low Dam HEP – Stage IV,
West Bengal
This Rs. 396 crore project involves civil works for a 4 x 40
MW hydro-electric project. 68% of concrete work in the
power dam has been completed.
Dagachhu Hydro Power Plant, Bhutan
The Company secured the EPC contract for this 114 MW
hydro power plant valued at Rs. 388 crore from Dagachhu
Hydro Power Corporation Ltd.
Kashang Hydro-electric Project,
Stage I, Himachal Pradesh
This Rs. 296 crore project by Himachal Pradesh Power
Corporation Ltd. is for constructing a 3 x 65 MW power
plant. Excavation for the river diversion and underground
works are under progress.
Pare Hydro-electric Project, Arunachal Pradesh
Work has commenced on this 2 x 55 MW power project
14
for North Eastern Electric Power Corporation (NEEPCO).
The contract value is Rs. 276 crore.
Punatsangchhu-1 Hydro-electric Project,
Bhutan
This Rs.688 crore contract from Punatsangchhu
Hydro- electric Power Authority involves all civil and
hydro-mechanical works for the 1,200 MW hydro-electric
power plant. Work has commenced for the powerhouse
and tunnels.
Teesta Hydro-electric Project -
Stage VI, Sikkim
The Company is executing two packages for
Teesta HEP Stage VI for Lanco Infratech. One package
is for an 8.25 km twin head race tunnel. The second
package is for an underground powerhouse and allied
underground works. Work on both the packages is
progressing well.
Kudankulam Nuclear Power Project,
Tamil Nadu
HCC is executing two packages for this 2 x 1,000 MW
power project for Nuclear Power Corporation of
India Ltd. (NPCIL). Package III involves construction
of the reactor and auxiliary buildings for the two units;
and package C6 comprises a 2 km long breakwater and
intake works. Work on both the packages is nearing
completion.
2 x 1000 MW Kudankulam
Nuclear Power Project, Tamil Nadu
Transportation The work involves four-laning of a 156 km. stretch by
strengthening the existing two lanes of asphalt pavement
HCC continues to be a crucial player in the transport and constructing two new lanes of concrete pavement.
sector with its involvement in highway development At present, 124 km four-lane carriageway and 31 km
projects, bridges, tunnels and metros. of service road have been completed.
The landmark Bandra-Worli Sea Link Project is
Udhampur-Srinagar-Baramulla Railway Line
complete and both the carriageways are open to traffic.
The sea link was awarded the ‘Most Outstanding Project, Jammu and Kashmir
Bridge – National Award’ by the Indian Institution of An 11 km tunnel on the Laole–Qazigund section of
Bridge Engineers (IIBE) in 2009. Udhampur-Srinagar-Baramulla Railway Line Project is
The Company was awarded the EPC contract for being executed by HCC. The excavation of a 7.1 km
256 kms of contiguous stretch of NH-34 in tunnel and 5 km of concrete lining has been completed.
West Bengal, which is being developed by HCC
Infrastructure. The project cost is approximately Water Supply and Irrigation
Rs. 2,860 crore. It is expected that HCC Infrastructure’s The Company is executing various water supply and
DBFOT business will contribute Rs. 3,000 crore to irrigation projects in Maharashtra, Gujarat and Andhra
Rs.4,000 crore of road projects annually to the projects Pradesh. HCC has secured the 62.28 km pumped
division. HCC was also awarded two additional projects, water supply scheme from Kesaria to Sonaria in Gujarat
which include an elevated road corridor in Kolkata (Package NC-25), for the Gujarat Water Infrastructure Ltd.
from Park Circus to the EM Bypass and a single line
broad gauge tunnel between Dholakal and Kalmai in Some of the major projects under execution are:
Assam for the NF Railway.
JCR Devadula Lift Irrigation Scheme,
The Company has also completed construction Andhra Pradesh
of three road projects during the year under review.
These are (i) the World Bank aided Allahabad Bypass HCC is involved in all the three phases of the JCR
Package II, (ii) the North-South Corridor Project Devadula Godavari Lift Irrigation Scheme. This is the
Package NS2/BOT/AP-8, and (iii) the Paradip Port second largest scheme of this kind in the world and
Road connectivity project. The second of these, shall cater to the irrigation and drinking water requirement
the AP-8 BOT road project was operational 100 days of 647,000 acres of land.
ahead of schedule. The DMRC’s Airport Metro Express In the second phase, trials for the water system in the
Line packages C1 and C6 are also nearing completion. 38 km pipeline from its intake to the first Bhimghanpur
Some of the major projects under execution are: tank were successfully conducted. In the third phase,
HCC is involved in two packages for three rows of
Chennai Bypass, Tamil Nadu 38 km pipeline and 55 km long tunnel. Work is
proceeding well in both the packages.
This Rs. 404 crore, 32.5 km four-lane road shall
interconnect three national highways, namely NH-4, IV Mumbai (Middle Vaitarana) Water Supply
NH-5 and NH-45. Phase I of this project is complete Project, Section-II, Maharashtra
and Phase II is at an advanced stage of completion.
This is a 15.7 km pipeline project which shall aid
Mughal Road, Jammu and Kashmir Municipal Corporation of Greater Mumbai to augment
Mumbai’s water supply by 455 million litres per day.
The Company is involved in connecting Bafliaz (Poonch)
Pipe laying is nearing completion.
to Shopian (near Srinagar) through the Pir Panjal Pass
by building an 83 km two-lane asphalt road. With this Maroshi Ruparel Tunnel Contract ARFC 2,
road, approximately 550 km of an additional, circuitous Maharashtra
commute shall be reduced, thus improving connectivity
The Rs. 415 crore project entails constructing a
in Jammu and Kashmir. The road excavation is
12.4 km tunnel positioned at a depth of about 65 metres
nearing completion.
below the ground level. Tunnel boring on the Vakola-
MP-Dhule Road on NH-3, Maharashtra Maroshi section has been completed, and is in progress
in the Vakola-Mahim section.
Construction has commenced on this 96.5 km long
DBFOT road for the four-laning of Maharashtra Miscellaneous
Border–Dhule Section of NH-3 under NHDP Phase III.
In addition to the above projects, HCC has entered the
Lucknow-Muzaffarpur National Highway, industrial construction space. Apart from the smelter
Packages LMNHP-EW II (WB)-1 to 4, projects in EPC, the Company also secured a contract for
Uttar Pradesh the construction of a crude oil storage cavern at Padur
in Karnataka from Indian Strategic Petroleum Reserves
Four consecutive packages on the Lucknow-Gorakhpur Limited (ISPRL). The contract is valued at Rs.375 crore.
section of the World Bank aided Lucknow-Muzaffarpur A similar contract for civil works of storage caverns by
National Highway Project are under construction. ISPRL at Vizag (Andhra Pradesh) is under execution.

15
 Infrastructure Development Update on Existing Assets: The Nirmal BOT Road in
Andhra Pradesh from km 278 (Kadthal) to km. 308 (Armur)
HCC Infrastructure remains committed to developing of NH-7 under the North-South Corridor (NHDP Phase-II)
a premium portfolio of infrastructure assets that will on a BOT annuity basis is fully operational, and managed by
serve India’s needs while creating shareholder value an in-house operations and maintenance team. Commercial
for the Company by generating stable, diversified and operation was achieved 100 days ahead of schedule. The
growing cash flow streams over the long-term. six lane Badarpur-Faridabad Elevated Highway Project
HCC’s decision to enter the Design, Build, Finance, from km 16 to km 20 on the Delhi-Agra Section of NH-2
Operate and Transfer (DBFOT) business as a developer has also reached 65% completion within 15 months, and
is part of a larger business plan. While investing in is expected to be commercially operational by December
infrastructure assets is a natural progression of HCC’s of this year. The four lane Dhule-Palasner Road Project
inherent ability to operate in most domains of engineering on NH-3 from km 168 to km 265 in Maharashtra under
construction, it must be noted that asset development DBFOT has achieved financial closure and is due for
and management requires different kinds of expertise completion by June 2012.
that extend to concept innovation, evaluation of risk
Lavasa - Integrated Urban Development
and return, and in delivering the brand promise to the
customer over the life of the asset. and Management
Lavasa is HCC’s ambitious project to develop a complete
The HCC Infrastructure team is building such expertise
hill city. From HCC’s perspective, this comprehensive
by leveraging its in-house construction knowledge while
urban development and management is a unique attempt
creating its own bandwidth as an asset manager.
at infrastructure development, and the only private sector
Since its inception two years ago, HCC Infrastructure development of its kind in India, and possibly the world.
has grown its portfolio from Rs. 2,307 crore in 2008-09 The execution of this venture continues on schedule, and
to Rs. 5,539 crore in 2009-10. is currently amongst the largest construction sites in India.
The assets under management include six NHAI road Set amidst seven hills of the Sahyadri range with a
concessions, of which one is operational. The Company 60 km. lake front, Lavasa is free India’s first planned
plans to grow its road portfolio to Rs. 15,000 crore in the hill city. It will be a self-sustaining city built around four
next 24 to 30 months, and will ensure adequate financial principle activities - live, learn, work and play.
tie-ups to fund the equity requirements of such projects The entire city is being developed with a focus on
and also bid for the newer mega-highway projects. providing world-class facilities in each of these domains.
HCC Infrastructure is concurrently evaluating It offers a wide range of residential and commercial
opportunities in hydro power and water, where facilities, tie-ups with premier national and international
education institutions, an extensive range of tourist
HCC has an inherent edge given its EPC capabilities.
activities and family entertainment opportunities,
It is also evaluating opportunities in airports
and several business opportunities across a range
and ports.
of non-polluting industries.
While pursuing this business, HCC is aware that mere
With the soft inauguration of the city in 2009 and active
creation of a sizeable portfolio does not imply greater
property sales, Lavasa has started gaining traction as
shareholder wealth. Projects must earn high returns on an independent enterprise. The subsidiary has been
equity while effectively managing risk and maximising free continuously improving its operational performance
cash flow. To achieve these goals, HCC Infrastructure and has already completed pre-sales of more than
adopts a disciplined and patient investment strategy. Rs. 1,100 crore. During 2009-10, there were land
For example, in 2009-10, while HCC Infrastructure qualified sales worth Rs. 210 crore and built-up space sales
for 27 road projects, it focused bids on only three projects of Rs. 265 crore.
with higher probability of financial success. Each of
HCC’s existing five toll projects meets a high hurdle rate The financial highlights during 2009-10 are:
of return, with upside characteristics. • Revenues were Rs. 482 crore
New Assets under Development: In February 2010, • PAT was Rs.140 crore
the NHAI awarded three contiguous sections of
approximately 256 km for the development of existing
two lanes to four lanes between Bahrampore to Dalkhola
on NH-34 in West Bengal. These concessions, worth
Rs. 3,231 crore, were awarded to HCC Infrastructure
on a DBFOT toll basis with a cumulative grant of
Rs.1,033 crore. The first section is from Bahrampore
to Farakka (103 km); the second is from Farakka to
Raiganj (103 km); and third is between Raiganj to
Dalkhola (50 km). HCC Infrastructure has already
received sanctions for the financial closure of all
three assets at a 10.5% fixed rate through the
construction period.

16
In other words, Lavasa has evolved from a grand vision
to a business portfolio that is actively generating financial
returns. Given its initial success, HCC has unveiled
a new expanded plan for the project. This envisages
development of 18,000 acres versus the earlier plan Systems, Intellectual Property Rights, Branding
of 12,500 acres.
The new plan involves the development of 157 million
square feet over 12 years, of which 100 million square
feet will be residential - implying one of the largest Operational for over four years, the SAP ERP system is
real estate developments of its kind in India. This covers
five primary towns - Dasve, Mugaon, Dhamanohol,
Sakhari-Wadavali and the central business district (CBD).
Through internal funds and borrowing, most of this
expanded plan has achieved financial closure.
As of now, over Rs.1,800 crore has been invested and
a substantial part of the infrastructure is in place. Dasve
town is under active implementation, while the master
plan for Mugaon is ready and infrastructure is under
execution. Administratively, healthcare, security and
banking facilities have commenced at Dasve.
Real Estate
Given the uncertainties in the Indian real estate market,
especially in the commercial segment, HCC has adopted
a cautious approach in growing the real estate business.
The focus has been on executing existing projects.
247 Park at Vikhroli (West): The commercial complex,
‘247 Park’ at Vikhroli (West), was completed in 2009-10.
In a depressed commercial real estate market, ‘247 Park’
has received good response from clients, and more than
75% of the overall leasable area has been leased out.
During 2009-10, the building was awarded Leadership
in Energy and Environmental Design (LEED) Gold
Certification - the largest stand-alone building in India to
receive this recognition. It was also awarded by CNBC
Awaaz - CRISIL as ‘The Best Commercial Project in the
Western Region’.
Development of Vikhroli (E) land parcel: HCC owns
a land parcel at Hariyali village, Vikhroli (E), which was
declared a slum under the Slum Rehabilitation Act
of 1973. HCC Real Estate is developing this land parcel
through Panchkutir Developers Ltd., a wholly owned
subsidiary of HCC. Consent has been received from more
than 70% of slum dwellers for development of this land,
and the necessary documentation has been filed with
the statutory authorities seeking an approval of
development on this land parcel. Construction activities
are expected to commence in 2010-11.
Operations Support
The operations of the different businesses are
supported by Information Technology, Management
and Human Resource.
Information Technology (IT)
now well established within HCC. Besides the corporate
head office and the engineering workshop at Tara, 49 of
HCC’s projects now run under SAP. Moreover, the ERP
system is now extended to subsidiaries including HCC
Infrastructure, HCC Real Estate and Lavasa Corporation.
As a part of the Company’s continuous improvement
initiatives, the focus is to now leverage the IT platform
to further improve business processes.
The Company is in the process of converting most
of the documents within the system into digital
form using SAP’s ‘Document Management System’,
which is seamlessly integrated with the base ERP.
Nine critical departments within HCC are already
operating on this system.
Having stabilised the ERP within the Company, HCC has
extended the reach of the automated business practices
to its key suppliers and vendors. A supplier portal,
developed using SAP’s SRM software components,
was launched in 2009-10. Many suppliers have already
started automated transactions with HCC.
Since the Company operates in several remote areas,
there is immense scope of improving efficiency of
logistics and supply chain through the implementation of
mobility based IT solutions. HCC has started realising the
potential of these systems. It has already started using
GPS technology and GPRS networking for this purpose.
And, applications such as vehicle tracking and time-cycle
monitoring are being deployed.
With the objective to ensure near real-time updating of
material consumption and production data into SAP for
efficient monitoring and decision making, HCC is now
in the process of integrating major equipment data with
SAP. To begin with, batching plants at five projects have
been integrated, and automated data flow from these
plants to SAP has started.
All the IT applications are supported at the back-end
by a rugged and scalable infrastructure comprising
state-of-the-art wide area network and a well connected
data centre.
Being envisaged as a state-of-the-art modern city, IT is
extremely crucial to the success of Lavasa. A Special
Purpose Vehicle (SPV) called MyCity Technology Ltd.
(MyCity) has been formed in partnership with Wipro to
support Lavasa in the areas of e-governance, integrated
building management solutions, telecom, WiFi services,
city management solutions and ICT infrastructure.
The city network design using Gigabit Passive Optical
Network (GPON) design is now complete. MyCity is in
the process of completing fibre to home and structure
17

cabling for various residents and commercial structures at
Dasve - the first town being developed at Lavasa.
MyCity has also signed an MoU with Tata Teleservices
Maharashtra Ltd. (TTML) in January 2010, to provide
mobility and non-mobility telecom services on revenue
sharing basis. TTML launched its high speed wireless
Internet services Photon+ at Dasve in February 2010.
It was observed that while the infrastructure sector These trained engineers then act as internal auditors
is rapidly growing in India, there is relatively low
penetration of IT in this industry. Moreover, the IT
industry has a low level of understanding of the nuances
of infrastructure. Having successfully implemented There were several IMS-related developments
IT solutions within the Company, HCC realised the
business opportunity available due to this gap. To cater M/s TÜV NORD, the certifying agency, conducted a
to this requirement, HCC's IT division has transitioned surveillance audit for ISO 14001:2004, BS OHSAS
into 'Highbar Technologies Ltd'., a subsidiary of the
Company, which is an end-to-end solution provider for
the infrastructure industry, with in-depth experience
in ERP implementation, GPS based tracking solutions,
reinforcement steel optimization etc. among others.
Highbar Technologies has already undertaken IT
deployment for its strong customer base of 26 clients
over the last 18 months.
Management Systems
HCC’s business operations extend to remote project sites
spread across different states. Creating, establishing and
developing best-in-class processes and systems across
these sites are fundamental to developing the Company’s
competitive strength.
HCC has adopted an integrated approach towards quality,
environment, health and safety and has incorporated
these in business practices. The objective of an integrated
management system (IMS) is to inculcate a culture of
continuous improvement that will enhance quality of the
products and maintain the highest standards of environment
protection and safety of the project team to maximise
customer satisfaction. This adheres to the stringent
standards stipulated by ISO 9001:2008 for Quality;
ISO 14001: 2004 for Environment; and BS OHSAS
18001:2007 for Occupational Health and Safety.
18
Breakwaters at 2 x 1000 MW
Kudankulam Nuclear Power Project, Tamil Nadu
On the safety front, HCC focuses on creating a culture
that continually reduces the frequency of incidents to
achieve the goal of ‘Zero Incidents’ in a time bound
manner. The Company is also committed to reducing
the impact on environment during execution of projects.
To achieve these objectives, engineers at various
functional levels are trained by professional agencies
to ensure proper operation of processes and systems.
to conduct regular bi-annual internal IMS audits based
on a detailed schedule.
during 2009-2010. During January-February 2010,
18001:2007 and a certification audit for ISO 9001:2008
to verify the status of compliance to the requirements
of these standards. Three of the project sites of the
Company and most of the functions at corporate
office were subjected to these audits. The auditors
recommended continuation of certification for ISO
14001:2004 and BS OHSAS 18001:2007, and have also
issued a certificate for ISO 9001:2008. These certificates
are valid up to March 2011.
During the course of this audit, the external auditors
observed HCC is the only Indian company they audited
which undertook actions to conserve water as a part of
corporate social responsibility under the United Nations
CEO Water Mandate.
Intellectual Property Rights
HCC continued to pursue its initiatives for the
creation and protection of Intellectual Property (IP)
during 2009-10.
The Patents Act, 1970
HCC completed the formalities under the Patents Act
on the following inventions, which have been submitted
to the patenting authority and they are under examination
by the Patent Office.
• Pipe joint leak testing device
• A system for automatic accounting of fluids in a
vessel, container or tank
• New capping system for testing concrete and
rock cores
• System and method for online monitoring of fuel
consumption in automobiles
• System and method for detecting trespassing below landmark, provided touch points for the widest outreach
a parked vehicle
• Geotextile Sand Container Mattresses (GSCM) lining
for temporary river bed diversion channels
associates as a Company in the forefront of infrastructure
development. These included domestic and international
participation in SAARC and trade events of the hydro
power, tunnelling and nuclear power sectors.
The high point for Brand HCC was the inauguration
of HCC’s landmark project, the Bandra-Worli Sea Link,
by Smt. Sonia Gandhi, Chairperson of the UPA in
June 2009, Mumbai. The Sea Link, Mumbai’s new
of the Company’s brand identity. The opening of the Sea
Link was preceded by a spectacularly orchestrated laser
lights and fireworks show. 

The Trade Marks Act, 1999 Human Resources

• HCC has created a trademark ‘Highbar’ for offering During 2009-10, the focus of human resource
IT services. A multi-class application for registration of management was to improve internal competencies in
this trademark has been filed before the Registrar of the following areas:
Trade Marks, Mumbai • World-class project management
• For its trademark ‘HCC Real Estate’ HCC obtained • Innovative construction solutions
a certificate of registration of trademark from the
Registrar of Trade Marks, Mumbai in March 2010 In project management, an initiative named ‘Project Tree’
was launched. This is aimed at defining the project level
The Copyright Act, 1957 organisation structure with a focus on planning based
execution, designing, operations, processes and work
• HCC obtained a copyright registration certificate
interfaces. Necessary personnel have been inducted
from the Copyright Office, Delhi, for the artistic work
in various project functions to further strengthen the
contained in ‘247 Park’ logo in October 2009
Company’s project management skills. An international
firm has been engaged to study HCC’s project
Branding management processes, and work with the teams to
In the fourth year of HCC’s systematic branding implement best-in-class processes.
initiatives, brand consciousness within the Company The organisation has also been re-structured with the
has become much more integrated into the culture of aim of focusing on Business Development, Construction
the enterprise. Solutions, Integrated Resource Management, along with
Branding is now a consistent part of planning right the Business Verticals focusing on order acquisition
from the mobilisation phase of every project site so and execution.
that the association with HCC is established even as In addition to bridging the skill gaps, the focus of training
work begins at a new site. Branding at 17 project sites has been to enhance competency in strategic areas.
was completed. Branded sites now fall under the
Mobile training was introduced, taking learning to the
purview of HCC’s IMS systems and are regularly
place of work and giving it practical orientation. Safety
audited for brand compliance.
training modules were revamped appropriate to each
‘Living the Brand’ workshops continued to be initiated level of the managing team.
at select sites. These received enthusiastic response
With some large and medium sized projects being at
and helped instil the resolve to make HCC a world-class
the mobilisation stage, there was major thrust on
brand. This effort will continue to be extended to all sites.
acquiring human resources particularly in the second half
HCC also participated in eight trade and industry of the year. Performance Management remained a key
meets and expositions during the year, consistently focus area and a plan to make the appraisal process
enhancing its brand presence among clients and business on-line is under implementation.

Nirmal BOT, Andhra Pradesh, developed by HCC Infrastructure Ltd.

19
 Financial Review
Table 1 gives the abridged profit and loss for HCC, as a stand-alone Company, while Table 2 lists the key financial ratios.

Table 1: Abridged Profit and Loss account of HCC (Rs. crore)

2009-10 2008-09

Revenue

Income from operations 3863.0 3518.3

Less: Income from JVs 218.8 204.6

Net income from operations (a) 3644.2 3313.7

Profit/Loss on integrated JVs (b) (15.0) 0.1

Total (a) + (b) 3629.2 3313.8

Expenditure

Construction expenses 2647.7 2390.1

Staff costs 394.4 374.9

Other expenditure 159.2 117.3

Interest 205.2 210.5

Depreciation 113.9 115.2

Total 3520.4 3208.0

PBDIT (including profit/loss on integrated JVs) 427.9 431.5

PBT (including profit/loss on integrated JVs) 108.8 105.8

Other income 13.0 58.8

PBT (including other income and profit/loss on integrated JVs) 121.8 164.6*

Tax liability 40.4 39.2

PAT 81.4 125.4

* Including one-time profit of Rs. 61.9 crore from sale of land

While net income from operations increased by 10% As discussed earlier in this report, Profit Before
from Rs. 3,314 crore in 2008-09 to Rs. 3,644 crore in Tax and Profit After Tax in 2009-10 are not comparable
2009-10, PBDIT (including profit/loss on integrated JVs) with the previous year. While in 2008-09, there
reduced by 0.8% from Rs. 431.5 crore in 2008-09 to was a one-time profit booked from sale of land,
Rs. 428 crore in 2009-10. in 2009-10, one-time write-offs of Rs. 43 crore on
account of Bandra-Worli Sea Link inauguration
This was primarily due to the reduction in operating
margins (PBDIT/net income) from 13% in 2008-09 to expenses, political donations, loss on account of
11.8% in 2009-10 (see Table 2). final settlement in Nathpa Jhakhri JV with
the client and loss on sale of assets. If the impact
Through concerted efforts at rationalising the balance of these extraordinary items is removed, on a
sheet, interest costs were reduced by 2.5% from like-to-like basis, financial performance in 2009-10
Rs. 211 crore in 2008-09 to Rs. 205 crore in 2009-10. has improved compared to 2008-09.

Table 2: Key Financial Ratios

2009-10 2008-09

PBDIT / Net Income 11.8% 13.0%

PBT / Net Income 3.4% 5.0%

PBT / Gross Total Income 3.1% 4.6%

PAT / Gross Total Income 2.1% 3.5%

RONW 5.4% 12.5%

ROCE 8.6% 11.7%

Basic EPS (Rs.) 2.80 4.89

20
Internal controls and their adequacy
HCC has an adequate system of internal controls to
ensure that all assets are safeguarded and protected
against loss from unauthorised use or disposition, Disaster Response
and transactions are authorised, recorded and
reported correctly.
The internal control is supplemented by an extensive
programme of internal audits, review by management,
documented policies, guidelines and procedures. The
internal control is designed to ensure that financial
and other records are reliable for preparing financial
information and other data, and for maintaining
accountability of assets.
Corporate Social Responsibility (CSR)
HCC has actively pursued CSR activities. In the process,
CSR has evolved from being passive philanthropy to
corporate-community investments, which take the
form of a social partnership initiative by the Company.
At present, HCC is focused on taking its CSR to the
next level, where it becomes an integral part of
business functions, goals and strategy.
The areas that the Company works on include HIV/
AIDS, disaster response, water and education. There is
a dedicated team, which plans, executes and monitors
these programmes, and each project site has a CSR
representative who works with the communities Water scarcity is prevalent throughout most parts of
around the site.
HIV/AIDS Work Place Intervention Programme
HIV/AIDS has emerged as a major threat not only to the
health system but also to the economy of the nation. United Nations Global Compact’s ‘The CEO Water
The immediate impact of HIV/AIDS on the businesses
is the loss of working hours and increased cost of
production due to sickness of the workers who require
frequent medical care and remain absent from work.
HCC believes that HIV/AIDS is no longer a social issue
but a socio-economic one. Amongst the groups most
affected by HIV/AIDS are migrant workers, sex workers,
injected drug users and truck drivers. In its business
operations, HCC engages more than 30,000 migrant
labourers and truck drivers who are largely vulnerable and
‘at risk’ of acquiring the HIV infection.
HCC has launched HIV/AIDS Workplace Policy and
started the HIV/AIDS Workplace Intervention (WPI)
programmes to educate and raise awareness of HIV/
AIDS amongst the workforce, and enable them to
protect themselves and their families by minimising
the risk of HIV infection. The major thrust of HIV/AIDS
WPI programme is on creating an in-house resource
pool by training the master trainers and peer educators.
This programme is then further disseminated amongst
the entire workforce by conducting educational and
awareness sessions, condom demonstration, tool box
talk, referring for the testing and STI services, IEC
material distribution, audio-visuals and street plays.
As of March 2010, some 28,000 workers and employees
have been educated and made aware of these issues.
In addition, 122 core trainers (Master Trainer/Peer
Educators) have been provided training. The total
man-hours spent for WPI was 177,952.
The Engineering and Construction Disaster Resource
Network (E&C DRN) is a network that enables mobilising
the existing capacities of the E&C community during and
after crises to reduce suffering and save lives. It also
helps in safeguarding man, machine and other assets of
the Company during a disaster. HCC’s Managing Director,
Mr. Ajit Gulabchand is on the Board of Directors of DRN
Global and serves as the Chairman of the Indian Chapter.
Through DRN India, HCC has provided relief for several
natural calamities. In 2009, it helped in the floods in
Andhra Pradesh.
HCC conducts ‘First Responder Training’ and imparts
basic knowledge on life saving skills and disaster
management for all the employees, including workers.
Till now, First Responder Training has been conducted
at 28 sites, covering 9,851 employees and 39,404 man-
hours. HCC also conducts Engineering in Emergencies
(EE), an extensive second level residential training for
selected employees, to form a core team of volunteers
who can be sent to lend support in emergencies.
So far, 54 HCC engineers have been so trained.
Water
the world. Business survival also depends on ensured
water availability. There is a compelling business case to
pursue water stewardship and become a water conscious
Company. Therefore, in March 2008, HCC endorsed
Mandate’ initiative.
HCC commits to become a water conscious Company
by implementing the core elements of ‘The CEO
Water Mandate’ comprising: (i) water efficiency in its
direct operations, (ii) replenishing watersheds in
project areas, (iii) collective action with other companies
and professional bodies for promoting sewage reuse,
(iv) community engagement for improving water services
and water environment and (v) constructive contribution
for improving long-term public policies on water.
HCC has published its water consciousness actions
in a public document titled ‘Communication
on Progress, 2009’. (www.hccindia.com)
Water consciousness includes 3R's (Water Recycling,
Reuse, Recharge) actions during business operations.
HCC has implemented a 1 million litres a day re-cycling
plant at the Vizag Cavern Project, an artificial water
recharge pond at the Badarpur Elevated Highway
Project and rooftop rainwater harvesting at
several sites.
Beyond its own projects, HCC has implemented Ujjivana,
an Integrated Water Environment Enhancement Project
at Kihim, in the district of Raigad, Maharashtra. It is a
multi-objective activity that improves water environment
through various ground level actions such as solid waste
management, sanitation, and enhancing the domestic
water supply for the village.
21
 Going forward, HCC plans to adopt measures to describing the Company’s objectives, projections,
enhance India’s environmental and social performance, estimates and expectations may be ‘forward looking
together with a detailed account of quantitative results statements’ within the meaning of applicable laws
obtained after implementation. The Company is working and regulations. Actual results might differ substantially
on its Sustainability Report (Triple Bottom Line) as or materially from those expressed or implied.
per Global Reporting Initiative’s specifications for Important developments that could affect the
the year 2009-2010, which will be ready by mid-2010. Company’s operations include a downtrend in the
infrastructure sector, significant changes in political
and economic environment in India, exchange rate
Cautionary Statement fluctuations, tax laws, litigation, labour relations
Statements in this Management Discussion and Analysis and interest costs.

57 m high dam - Nimoo Bazgo Hydro Power Project,

Leh-Ladakh, Jammu & Kashmir

22

Report on Corporate Governance
Corporate Governance Philosophy
HCC has always been committed to growth and long-
term shareholder wealth creation, while preserving the
interest of other stakeholders - its employees, partners,
customers, suppliers and the society at large. Good corporate
governance practices have been fundamental to the
fulfillment of this commitment. Timely disclosures,
transparent business practices and an effective and
independent Board has been the foundation on which,
the Company has adopted diverse business models and
corporate structures, which are essential for success in
HCC’s business domain of infrastructure development.
The Company does not view Corporate Governance
principles as a set of binding obligations, but believes in
using it as a framework that is inherent to the ethos and
value system that drives business practices. At HCC, the
management believes in upholding its responsibilities
as the trustee of all investors’ capital and stakeholders’
interests. It is committed to high levels of ethics and
integrity in all its business dealings that avoids all
conflicts of interest. Conducting business, while the year on 7th April, 2009, 24th April, 2009,
adhering to these principles, is the basis for HCC’s
corporate governance philosophy.
This chapter, along with the chapter on additional
shareholders’ information is not only the HCC’s
disclosure on compliance with the mandatory
requirements on corporate governance stipulated (c) Directors’ attendance record and
in the Listing Agreement with the Stock Exchanges Directorships held
under Clause 49, but also highlights some of the
non-mandatory practices adopted by the Company.
I) Board of Directors
a) Composition of the Board
As on 31st March, 2010, HCC’s Board consisted of
30.7 km Polavaram Project, Right Main Canal,
Andhra Pradesh
10 members. The Chairman and Managing Director
is the only Executive Director, who is also the
Promoter Director of the Company. Out of remaining
nine Non-Executive Directors, seven are Independent
Directors. The composition of the Board is in conformity
with Clause 49 of the Listing Agreement, which
stipulates that at least 50% of the Board should consist
of Independent Directors, if the Chairman of the Board
is an Executive Director.
Mr. K.G. Tendulkar’s tenure as Deputy Managing Director
expired on 7th November, 2009, and he was appointed
as an Additional Director from 8th November, 2009.
Consequently, he has become a Non-Executive Director.
Except the Chairman and Managing Director, all Directors
are liable to retire by rotation.
(b) Board Meetings
The Board of Directors met nine (9) times during
25th May, 2009, 12th June, 2009, 22nd June, 2009,
24th July, 2009, 23rd October, 2009, 22nd January,
2010, and 15th March, 2010. The maximum time gap
betweenany two consecutive meetings did not exceed
four months.
As mandated by Clause 49, none of the Directors
are members of more than ten Board-level
committees nor are they Chairmen of more than
five such committees.
23
 Table 1 gives the details of the Directors Attendance, Directorships held in other Companies and Committee Positions.

Table 1: Details of the Board of Directors

Name of Directors Position Meetings Meetings Whether Number of Committee Positions # Pecuniary or
held attended attended directorship of business relation
last AGM other public with the Company
companies (excluding
foreign companies) Chairman Member

 Gulabchand
Ajit Promoter,
Chairman and
Managing
Director 9 9 Yes 14 1 3 N.A.

Y.H. Malegam Independent

Director 9 8 Yes 7 5 2 None

Rajas R.Doshi Independent

Director 9 9 Yes 4 1 4 None


D.M.Popat Independent Partner of
Director 
9 6 Yes 3 - - Mulla & Mulla
& Craigie
Blunt & Caroe
Solicitors to
the Company

K.G. Tendulkar* Non-Executive

Director 9 8 Yes 9 1 3 N.A.*


Ram P. Gandhi Independent
Director 9 7 Yes 5 1 1 None


Fred  on-Executive
N Technical
Moavenzadeh Director 9 2 No - -  - Consultant

Sharad M.Kulkarni Independent

Director 9 8 Yes 10 5 3 None

Nirmal P.Bhogilal Independent

Director 9 7 Yes 2 - 2 None

Anil C. Singhvi Independent

Director 9 9 Yes 3 - 3 None

Notes.
# Chairmanship / Membership of Audit Committee and Shareholders’ / Investors’ Grievance Committee.
* K.G.Tendulkar's tenure as Deputy Managing Director expired on 7th November, 2009 and he was appointed as an Additional Director with
effect from 8th November, 2009. Hence, he has now been assigned as a Non-Executive Director of the Company.

As mandated under Clause 49, the Independent Directors
on HCC’s Board:
• Apart from receiving Director’s remuneration, do
not have any material pecuniary relationships or
transactions with the Company, its Promoters,
Directors, Senior Management or its Holding
Company, Subsidiaries and Associates which may
affect independence as a Director
• Are not related to promoters or persons occupying
management positions at the Board level or at one
level below the Board
• Have not been executive of the Company in the
immediately preceding three financial years
• Are not partners or executives or were not partners or
executives during the preceding three years of the:
i. Statutory audit firm or the internal audit firm that is
associated with the Company.
customers or lessors or lessees of the Company,
which may affect independence of the Director
• Are not substantial shareholders of the Company i.e.
do not own two per cent or more of the block of
voting shares
• Are not less than 21 years of age
(d) Information placed before the Board
As a policy, all major decisions involving investments
and capital expenditure, in addition to matters which
statutorily require the approval of the Board are put up
for consideration of the Board. Inter alia, the following
information, as may be applicable and required, is
regularly provided to the Board as a part of the agenda
papers well in advance of the Board Meetings or is tabled
in the course of the Board Meetings:
• Annual operating plans and budgets

ii. Legal firm(s) and consulting firm(s) that have a • Capital budget-purchase and disposal of plant,
material association with the Company. machinery and equipments

• Are not material suppliers, service providers or • Quarterly, half yearly and annual results of the Company

24
• Minutes of the Meetings of the Audit Committee and
other Committees of the Board
• Information on recruitment and remuneration of senior
officers just below the Board level
• Materially important show cause, demand,
prosecution notices and penalty notices, if any
• Quarterly details of foreign exchange exposure and
the steps taken by the management to limit the risk of
adverse exchange rate movement, if material
• Non-compliance of any regulatory, statutory or
listing requirement and shareholders’ service such as
non-payment of dividend, delay in share transfer, etc.

• Fatal or serious accidents, dangerous occurrences, The Board periodically reviews compliance reports of
any material effluent or pollution problems all laws applicable to the Company, prepared by the
management as well as steps taken by the Company to
• Any material default in financial obligations to rectify instances of non-compliances, if any. In addition to
and by the Company, or substantial non-payments the above, pursuant to the Clause 49, the Minutes of the
by clients Board Meetings of the Company’s Unlisted Subsidiary
• Any issue, which involves possible public or product Companies and a statement of all significant transactions
liability / claims of substantial nature, including and arrangements entered into by the Unlisted Subsidiary
any judgments or orders which may have passed, Companies are also placed before the Board. The Board
strictures on the conduct of the Company or adverse also reviews the financial statements of the Unlisted
views regarding another enterprise that can have Subsidiary Companies.
negative implications on the Company
(e) Directors with pecuniary relationship or
• Details of any joint venture agreement or collaboration business transaction with the Company
agreement
All Executive Directors receive salary, allowances,
• Transactions that involve substantial payment towards
perquisites and commission, while all the Non-Executive
goodwill, brand equity or intellectual property
Directors receive sitting fees and commission.
• Significant labour problems and their proposed In addition, Non-Executive Director, namely,
solutions. Any significant development in human Prof. Fred Moavenzadeh receives technical fees,
resources or on the industrial relations front such as details of which are given in Table 2.
signing of wage agreement, etc.
(f) Remuneration to Directors
• Sale of material nature of investments, subsidiaries,
assets, which are not in the normal course Table 2 gives details of the remuneration paid / payable
of business to the Directors for the financial year 2009-10.

Table 2: Remuneration paid/payable to Directors

(Amount in Rs.)
Name of Directors Sitting fees* Salaries, Commission Technical fees# Total No. of
allowances & stock options
perquisites + granted

Ajit Gulabchand NIL 6,11,50,000 NIL - 6,11,50,000 NIL

Y.H. Malegam 1,60,000 - 6,00,000 - 7,60,000 34,300

Rajas R. Doshi 3,40,000 - 6,00,000 - 9,40,000 34,300

D.M.Popat 1,20,000 - 6,00,000 - 7,20,000 34,300

K.G. Tendulkar $ 1,40,000 3,61,30,435 2,40,000 - 3,65,10,435 6,17,600

Ram P. Gandhi 4,60,000 - 6,00,000 - 10,60,000 34,300

Fred Moavenzadeh 40,000 - 6,00,000 24,09,000 30,49,000 34,300

Sharad M. Kulkarni 2,80,000 - 6,00,000 - 8,80,000 34,300

Nirmal P. Bhogilal 1,80,000 - 6,00,000 - 7,80,000 34,300

Anil C. Singhvi 4,20,000 - 6,00,000 - 10,20,000 34,300

Notes.
* Sitting fees include payment to the Directors for attending meetings of Board Committee.
+ Perquisites include Company’s contribution to provident fund and super annuation fund.
# Professional fees paid for rendering technical services (excluding Service Tax).
$ Mr K.G. Tendulkar retired as Deputy Managing Director of the Company on 7th November, 2009 and was appointed as an Additional Director
with effect from 8th November, 2009. Commission to Mr. K. G. Tendulkar is on pro-rata basis.

25
 During 2009-10, the Company did not advance any of four Independent Directors - Mr. Sharad M. Kulkarni
loans to any of its Directors. - (Chairman), Mr. Ram P. Gandhi, Mr. Rajas R. Doshi
and Mr. Anil C. Singhvi. The terms of reference of the
The terms of employment of the Chairman and Managing
Audit Committee is in conformity with those mentioned
Director stipulate a severance notice of six months on
in Clause 49 of the Listing Agreement of the Stock
either side.
Exchanges as well as Section 292A of the Companies
Ms. Shalaka Gulabchand Dhawan, Vice President Act, 1956.
(Business Development) of the Company is the daughter
The Audit Committee met four (4) times during the year
of Mr. Ajit Gulabchand, Chairman and Managing Director
on 23rd April, 2009, 23rd July, 2009, 22nd October, 2009,
of the Company. The gross remuneration paid to her and 21st January, 2010. The minutes of the meetings of the
during 2009-10 was Rs. 64.80 Lacs as approved by the Audit Committee are reviewed and noted by the Board.
members and the Government of India. The composition of the Committee and the attendance at
During the year, Mr. Arjun Dhawan was appointed President the meetings of the Committee are given in Table 3.
of HCC’s infrastructure business. He is son-in-law of The Directors responsible for the finance function, the
Mr. Ajit Gulabchand, Chairman and Managing Director President and Chief Operating Officer, Group Chief
of the Company. The gross remuneration payable to Financial Officer, the head of internal audit and the
him during 2009-10 was Rs. 40.00 Lacs as approved representative of the statutory auditors are regularly
by the members and subject to the approval of invited by the Audit Committee at its Meetings.
Central Government. Mr. V. P. Kulkarni, Company Secretary is the Secretary
to the Committee.
(g) Code of Conduct
All Members of the Audit Committee have accounting
The Board of Directors has laid down two separate
and financial management expertise. The Chairman of
categories of Codes of Conduct - one for the Non-
the Audit Committee attended the Annual General
Executive Directors and the other for the Executive
Meeting (AGM) held on 12th June, 2009 to answer
Directors and the designated employees in the senior
shareholders’ queries.
management. Copies of both the Codes of Conduct are
available on the website of the Company: www.hccindia. The functions of the Audit Committee of the Company
com. All the Board members and senior management include the following:
executives of the Company have affirmed compliance
• Overseeing the Company’s financial reporting
with the Code of Conduct as applicable to them.
process and disclosure of its financial information
A declaration to this effect signed by Mr. Ajit Gulabchand, to ensure that the financial statements are correct,
Chairman and Managing Director is annexed to sufficient and credible
this Report.
• Recommending to the Board, the appointment,
II) Board Committees re-appointment and, if required, the replacement or
removal of the statutory auditor and the fixation of
HCC has five (5) Board-level Committees - Audit audit fees
Committee, Remuneration Committee, Shareholders’/
Investors’ Grievance Committee, ESOP Compensation • Approval of payment to statutory auditors for any
Committee and Selection Committee. All decisions other services rendered by them
pertaining to the constitution of Committees, • Reviewing with the management, the annual financial
appointment of members and fixing of terms of statements before submission to the Board for
reference of the Committees are taken by the Board of approval, with particular reference to:
Directors. Details on the role and composition of these
Committees, including the number of meetings held - Matters required to be included in the Director’s
during the financial year and the related attendance, Responsibility Statement to be included in the
are provided below: Board’s Report in terms of Clause (2AA) of
Section 217 of the Companies Act, 1956
(a) Audit Committee
- Changes, if any, in accounting policies and practices
As on 31st March, 2010, the Audit Committee consisted and reasons for the same

Table 3: Details of the Audit Committee

Name of the member Category Position No. of No. of meetings Sitting fees
meetings held attended paid (Rs.)

Sharad M. Kulkarni Independent Director Chairman 4 4 80,000

Ram P. Gandhi Independent Director Member 4 4 80,000

Rajas R. Doshi Independent Director Member 4 4 80,000

Anil C. Singhvi Independent Director Member 4 4 80,000

26
 - Major accounting entries involving estimates based
on the exercise of judgement by the management
- Significant adjustments made in the financial
statements arising out of audit findings
- Compliance with listing and other legal
requirements relating to financial statements
- Disclosure of any related party transactions
- Qualifications in the draft audit report
• Reviewing with the management, quarterly, half yearly
and yearly financial statements before submission to
the Board for approval
• Reviewing with the management, performance of the
statutory and internal auditors and adequacy of the
internal control systems
• Reviewing the adequacy of internal audit function,
if any, including the structure of the internal audit
department, staffing and seniority of the official
heading the department, reporting structure coverage
and frequency of internal audit
• Discussion with the internal auditors of any significant
findings and follow-up there on
• Reviewing the findings of any internal investigations
by the internal auditors into matters where there is
suspected fraud or irregularity or a failure of internal
control systems of a material nature and reporting the
matter to the Board
• Discussions with the statutory auditors before the
audit commences, about the nature and scope of the
audit as well as post-audit discussions to ascertain any
areas of concern
• To look into the reasons for substantial defaults if any,
with regard to the payment to depositors, debenture
holders, shareholders (in case of non-payment of
declared dividends) and creditors
• Carrying out any other functions as mentioned in the
terms of reference of the Audit Committee
The Audit Committee is empowered, pursuant to its
terms of reference, to:
• Investigate any activity within its terms of reference
• It can seek information from any employees
• It can obtain outside legal or other professional advice
• To secure attendance of outsiders with relevant
expertise, whenever considered necessary
HCC has systems and procedures in place to ensure that
the Audit Committee mandatorily reviews:
• Management discussion and analysis of financial
condition and results of operations
• Statement of significant related party transactions
(as defined by the audit committee) submitted by
management
• Management letters / letters of internal control
weakness issued by the statutory auditors
• Internal audit reports relating to internal control
weakness
• The appointment, removal and terms of remuneration
of the Chief Internal Auditor
• The uses/applications of funds raised through public
issues, right issues, preferential issues by major
category (Capital expenditure, working capital, etc.) as
part of the quarterly declarations of financial results
• If applicable, on an annual basis, statements certified
by the statutory auditors, detailing the use of funds
raised through public issues, rights issues, preferential
issues for purposes other than those stated in the
offer documents/prospectus /notices
In addition, the Audit Committee of the Company
also reviews the financial statements in particular, the
investments made by the Unlisted Subsidiary Companies.
The Audit Committee is also appraised on information
with regard to related party transactions and periodically
presented with the following statements/details:
1. Statement in summary form of transactions with
related parties in the ordinary course of business.
2. Details of material individual transactions with related
parties in the ordinary course of business.
3. Details of material individual transactions with
related parties or others, which are not an arm’s
length basis along with management’s justification
for the same.
(b) Remuneration Committee
Although it is a non-mandatory recommendation
under Clause 49 of the Listing Agreement, the Company
has a Remuneration Committee comprising three (3)
Independent Directors - Mr. Nirmal P. Bhogilal - Chairman,
Mr. Ram P. Gandhi and Mr. Anil C. Singhvi.
The Remuneration Committee met once during the
financial year on 24th April, 2009. The composition of
the Committee and the attendance of the Members at
the Meetings of the Committee are given in Table 4. The
Minutes of the Remuneration Committee Meetings are
reviewed and noted by the Board.
Remuneration Policy
The Remuneration Committee recommends to the Board
the compensation package of the Executive Directors
of the Company. The Committee also recommends
the compensation payable to the Non-Executive
Directors in accordance with the provisions contained
in the Companies Act, 1956. The remuneration of the
Executive Directors are within the ceilings laid down by
Schedule XIII of the Companies Act, 1956. The Non-
Executive Directors are paid sitting fees for attending
the Meetings of the Board of Directors and Committees
within the ceiling prescribed by the Central Government.
27
 Table 4: Details of the Remuneration Committee

No. of No. of Sitting fees

Name of the member Category Position meetings held meetings attended paid (Rs.)

Nirmal P. Bhogilal Independent Chairman 1 1 20,000

Ram P. Gandhi Independent Member 1 1 20,000

Anil C. Singhvi Independent Member 1 1 20,000

Commission as approved by the Shareholders from time • Monitors expeditious redressal of Investors’ grievances
to time is distributed equally to all the Non-Executive received from Stock Exchanges, SEBI, ROC., etc.
Directors of the Company.
• Non-receipt of Annual Reports and dividend
(c) Shareholders' / Investors' Grievance • All other matters related to Shares/Debentures
Committee
During 2009-10, the Committee met four (4) times
The Shareholders’ / Investors’ Grievance Committee on 23rd April, 2009, 23rd July, 2009, 22nd October, 2009,
of the Company comprises of four Directors; namely, and 21st January, 2010. The Minutes of the Shareholders’/
Mr. Ram P. Gandhi, Chairman and an Independent Investors’ Grievance Committee are reviewed and noted
Director, Mr. Rajas R. Doshi, Independent Director, by the Board. The details of attendance at the Meetings
Mr. Ajit Gulabchand, Chairman and Managing Director of the Committee are given in Table 5.
and Mr. K.G. Tendulkar, Non-Executive Director.
The Company Secretary, Mr. V.P. Kulkarni is the A total of 1530 queries/complaints were received by the
Compliance Officer. Company from shareholders/ investors during 2009-10
as detailed below. All the complaints were resolved by the
The Shareholders’/Investors’ Grievance Committee deals Company to the satisfaction of the investors and as on 31st
with various matters relating to: March, 2010, there were no pending letters or complaints.
• Noting of transfer/ transmission of shares Details of queries and grievances received and
• Review of shares dematerialised / rematerialised and addressed by the Company during the year 2009-10
all other related matters are given in Table 6.

Table 5: Details of the Shareholders'/Investors' Grievance Committee

Name of the member Category Position No. of No. of meetings Sitting fees
meetings held attended paid (Rs.)

Ram P. Gandhi Independent Director Chairman 4 4 80,000

Rajas R. Doshi Independent Director Member 4 4 80,000

Ajit Gulabchand Chairman & Managing

Director Member 4 4 -

K.G. Tendulkar Non-Executive Director Member 4 4 20,000

Table 6: Details of queries and grievances received and attended during the financial year 2009-10

Nature of Queries / Complaints Pending as Received during Redressed during Pending as on

on 1st April, 2009 the year the year 31st March, 2010

1. Transfer/ Transmission / Issue of Duplicate

Share Certificates Nil 56 56 Nil

2. Non-receipt of Dividend Nil 936 936 Nil

3. Dematerialisation /
Rematerialisation of Shares Nil 8 8 Nil

4. Complaints received from :

a. Securities and Exchange

Board of India Nil 1 1 Nil

b. Stock Exchange(s) / NSDL / CDSL Nil 5 5 Nil

c. Registrar of Companies /
Ministry of Corporate Affair / Others Nil Nil Nil Nil

5. Others Nil 524 524 Nil

Grand Total Nil 1530 1530 Nil

28
(d) ESOP Compensation Committee h) Fringe Benefit Tax on issue of options or the Shares
upon exercise of the options as may be applicable.
The ESOP Compensation Committee comprises
three Directors; namely, Mr. Sharad M. Kulkarni, I) Allotment of shares upon exercise of options.
Chairman and Independent Director, Mr. Ram P. Gandhi,
During 2009-10, the Committee met twice on 23rd April,
Independent Director, and Mr. K. G. Tendulkar,
2009, and 20th July, 2009. The Minutes of the ESOP
Non-Executive Director.
Compensation Committee are reviewed and noted by
The ESOP Compensation Committee deals with various the Board. The details of attendance at the Meetings of
matters relating to: the Committee are given in Table 7.
a) The number of options to be granted under the
Scheme per employee and in aggregate. Re-pricing of Employee Stock Options
b) The conditions under which option vested in In accordance with the approval of the Board of Directors
employees may lapse in case of termination of and the Shareholders of the Company the ESOP
employment for misconduct. Compensation Committee at its meeting held on
20th July, 2009, re-priced the 41,31,600 options
c) The exercise period within which the employee (after adjusting for options lapsed) already granted by
should exercise the option and that option would the Company on 25th April, 2008.
lapse on failure to exercise the option within the
exercise period. The options have been re-priced at Rs. 104.05 per option
(earlier Rs.132.50 per option).
d) The specified time period within which the employee
shall exercise the vested options in the event of Shares and Convertible instruments held by
termination or resignation of an employee. the Non-Executive Directors
e) The right of an employee to exercise the options Table 8 gives details of the Equity Shares and options
vested in him at one time or at various points of time held by the Non-Executive Directors as on
within the exercise period. 31st March, 2010.
f) The procedure for making a fair and reasonable
adjustment to the number of options and to the
exercise price in case of corporate actions such as
rights issues, bonus issues, merger, sale of division
and others.
g) The grant, vest and exercise of option in case of
employees who are on long leave.

Table 7: Details of the ESOP Compensation Committee

Name of the member Category Position No. of meetings No. of meetings Sitting fees
held attended paid (Rs.)

Sharad M. Kulkarni Independent Director Chairman 2 2 40,000

Ram P. Gandhi Independent Director Member 2 2 40,000

K.G. Tendulkar Non-Executive Director Member 2 2 -

Table 8: Shares and Stock Options held by Non-Executive Directors as on 31st March, 2010.

Name of Director No. of shares No. of stock options granted

Y.H. Malegam 5,000 34,300

Rajas R. Doshi 16,000 34,300

Ram P. Gandhi 24,000 34,300

D.M. Popat Nil 34,300

Fred Moavenzadeh Nil 34,300

Sharad M. Kulkarni Nil 34,300

Nirmal P. Bhogilal 1,93,900 34,300

K.G. Tendulkar 10,000 6,17,600

Anil C. Singhvi 10,000 34,300

29
 (e) Selection Committee is not a Director or an employee of the Company as
an independant member. Mr. Ashish Singh, an expert,
The Board of Directors of the Company at its meeting
who is a MBA from Harvard Business School and B.A.
held on 24th July, 2009, constituted a Selection
Economics from Harvard College. He is the Managing
Committee to deal with matters concerning the
Director of Bain & Co., India, with significant experience
appointment and remuneration of relative of Directors for
in organisation re-design across multiple industries.
holding office or place of profit in the Company.
During the year 2009-10, the Selection Committee
The Company's Selection Committee comprises three
met once on 23rd October, 2009. The Minutes of the
Directors; namely, Mr. Nirmal P. Bhogilal, Chairman and
Selection Committee are reviewed and noted by the
Independent Director, Mr. Ram P. Gandhi, Independent
Director, Mr. Anil Singhvi, Independent Director. Board. The details of attendance at the Meetings of the
The board has also appointed Mr. Ashish Singh, who Committee are given in Table 9.

Table 9: Details of the Selection Committee

Name of the member Category Position No. of meetings No. of meetings Sitting fees
held attended paid (Rs.)

Nirmal P. Bhogilal Independent Director Chairman 1 1 20,000

Ram P. Gandhi Independent Director Member 1 1 20,000

Anil C. Singhvi Independent Director Member 1 1 20,000

Ashish Singh Member Expert 1 1 20,000

Airport Metro Express Line-1, Delhi Metro Rail

30
III) Management
Management Discussion and
Analysis Report
Management Discussion and Analysis is given in a
separate section forming part of the Directors’ Report in
this Annual Report.
Disclosures
(a) Related Party Transactions
Details of materially significant related party transactions
i.e. transactions of the Company of material nature with
its promoters, the Directors or the management, their
subsidiaries or relatives, etc. are presented under (e) Code for Prevention of Insider
Note 27 in Schedule Q of the Balance Sheet. All details
on the financial and commercial transactions, where
Directors may have a potential interest, are provided to
the Board. The interested Directors neither participated (Prohibition of Insider Trading) Regulations 1992,
in the discussion, nor voted on such matters.
(b) Accounting treatment in preparation of
financial statements
The Company has followed the guidelines of information. Under this Code, Directors and designated
accounting standards laid down by the Institute of
Chartered Accountants of India (ICAI) in preparation Company’s shares during the closure of Trading Window.
of its financial statements.
(c) Risk Management
The Company has established a well-documented
and robust risk management framework. Under this
framework, risks are identified across all business
processes of the Company on continuous basis. Once
identified, these risks are systematically categorised
as strategic risks, business risks or reporting risks.
The former looks at all risks associated with the longer
term interests of the Company. The latter look at risks
associated with the regular functioning of each of the
processes and the risks associated with incorrect or
untimely financial and non-financial reporting.
To address these risks in a comprehensive manner, each
risk is mapped to the concerned department for further
action. Based on this framework, the Company has set in
place various procedures for Risk Management.
(d) Subsidiary Companies
HCC Real Estate Limited (HREL) and Lavasa Corporation
Ltd. (Lavasa) are HCC’s ‘material non-listed subsidiaries’,
defined under Clause 49 of the Listing Agreement as an
unlisted subsidiary, incorporated in India, whose turnover
or net worth (i.e. paid-up capital and free reserve)
exceeds 20% of the consolidated turnover or net worth
respectively, of the Company and its subsidiaries in the
immediately preceding accounting year.
HREL and Lavasa’s net worth exceeds 20% of the
consolidated net worth of the Company and its
subsidiaries.
One of the Independent Directors of HCC is a member
on the Board of HREL and Lavasa.
The Company monitors the performance of its
subsidiaries, inter alia, by the following means:
• The Financial Statements, in particular the investments
made by the unlisted subsidiary companies, are
reviewed by the Company’s Audit Committee
as well as by the Board
• The Minutes of the subsidiary companies are
periodically placed before and reviewed by the Board
of Directors of the Company
• Details of significant transactions and arrangements
entered into by the unlisted subsidiary companies
are placed before the Company’s Board, as and
when applicable
Trading Practices
Pursuant to the Securities and Exchange Board of India,
a comprehensive code for prevention of Insider Trading
is in place. The objective of the Code is to prevent
purchase and/or sale of shares of the Company by
an insider on the basis of unpublished price sensitive
employees are completely prohibited from dealing in the
To deal in securities beyond specified limit, permission
of Compliance Officer is mandated. All the designated
employees are also required to disclose related
information periodically as defined in the Code.
Mr. V. P. Kulkarni, Company Secretary, has been
designated as the Compliance Officer.
(f) CEO/CFO Certification
The CEO and CFO certification of the financial statements
for the year is appended at the end of the report.
(g) Pledge of Equity Shares
No pledge has been created over the equity shares
held by the Promoters and / or Promoter Group as on
31st March, 2010.
The aggregate shareholding of the Promoters and
persons belonging to the Promoter Group as on
31st March, 2010, comprised 12,08,67,197. Equity Shares
of Re. 1/- each representing 39.86% of the Paid-up
Equity Share Capital of the Company.
IV) Shareholders
(a) Disclosures regarding appointment &
re-appointment of Directors
At the ensuing Annual General Meeting, Mr. D. M. Popat
and Mr. Y. H. Malegam, Directors of the Company, retire
by rotation and being eligible, offer themselves for
re-appointment.
Mr. Anil C. Singhvi was appointed as a Director by the
Board of Directors at its meeting held on 27th July, 2007,
to fill the casual vacancy caused due to the resignation
of Mr. R. G. Vartak, who would have retired by rotation at
the ensuing Annual General Meeting had he not resigned.
31
 Mr. Anil C. Singhvi can hold office up to the ensuing Director of the Company w.e.f. 29th September, 2005.
Annual General Meeting. The Company, in respect of
Mr. Anil C. Singhvi, received Notice under Section 257 of
the Companies Act, 1956, in writing from the Member
signifying his intention to propose Mr. Anil C. Singhvi Consequently, he became a Non-Executive Director of the
as a Director of the Company.
Mr. K. G. Tendulkar was appointed as an Additional
Director of the Company by the Board at its meeting held
on 23rd October, 2009, with effect from 8th November,
2009 and holds office up to the date of the ensuing
Annual General Meeting. The Company has received a
Notice in writing under Section 257 of the Companies
Act, 1956 from a Member signifying his intention to
propose Mr. K. G. Tendulkar as Director of the Company.
A brief profile of the Directors who are coming up for
appointment and re-appointment are given below:
D. M. Popat
D. M. Popat, B.Com, B.A.L.L.B, is a senior partner of
M/s. Mulla & Mulla & Craigie Blunt & Caroe. He has been
in practice for over 46 years and has a vast experience
in the legal field. He is on the Board of renowned
companies such as The Hindoostan Spg. & Wvg. Mills
Ltd., Peninsula Land Ltd. (formerly Morarjee Realities
Ltd.),The Ruby Mills Ltd. Mr. Popat is member of the
Managing Committee of the Bombay Incorporated Law
Society and Member of Governing Body of the Indian
Council of Arbitration & Chairman of Law sub-committee
of IMC and W.R. Indian Council of Arbitration.
Y. H. Malegam
Y. H. Malegam, B.Com, F.C.A. (England & Wales),
is an eminent Chartered Accountant. He retired as a
Senior Partner of M/s. S. B. Billimoria & Co., a leading
Chartered Accountant firm in India. He has a wide and
rich experience in the field of Finance & Accounts. He is
on the Board of several companies such as ABC Bearings
Ltd., The Clearing Corporation of India Ltd., National
Stock Exchange of India Ltd., National Securities Clearing
Corporation Ltd., Piramal Health Care Ltd., Siemens Ltd.
& Firstsource Solutions Ltd. He is also a member of the
Central Board of Western Area Local Board of Reserve
Bank of India, the Institute of Banking Finance and Indo-
German Chamber of Commerce. He is also a Director of
Bharatiya Reserve Bank - Note Mudran (P.) Ltd.
K. G. Tendulkar
K. G. Tendulkar, B.Com, BGL; FCA, has over 27 years
of experience in Senior Management as a Consultant.
He has rendered services as a consultant in the areas
of Taxation, Finance, MIS, Auditing and Contract
Management, and has worked as an Executive Director
(Operations) since 1993 and elevated as a Dy. Managing
32
Mr. K. G. Tendulkar's tenure as a Dy. Managing Director
expired on 7th November, 2009, and he was appointed
as an Additional Director from 8th November, 2009.
Company. He is also on the Board of Hincon Finance Ltd.,
Hincon Holdings Ltd., Pune-Paud Toll Road Company
Ltd., HCC Real Estate Ltd., Lavasa Corporation Ltd.,
HCC Infrastructure Ltd., HCC Construction Ltd., Charosa
Wineries Ltd., Highbar Technologies Ltd., HCC Mauritius
Enterprises Ltd. and HCC Singapore Enterprises Pte.Ltd.
Anil C. Singhvi
Anil Singhvi, is B.Com., C.A. He is Vice Chairman of
Reliance Natural Resources Ltd. He was the Managing
Director of Ican Investments Advisors Pvt. Ltd. and
earlier to that, he was the Managing Director of Ambuja
Cements Ltd. He is very closely associated with
SAMPARC - a non-government organization which works
to empower the needy children. He is on the Board of
Camlin Ltd. & Mastek Ltd. Apart from this he is also on
the Indian Advisory Board of Habitat for Humanity, an
NGO involved with construction of Houses for needy
and poor people. He has also played a pioneering role
in establishing the Indian Association of CFOs and
Treasurers (INACT) which is a body of the CFOs of the
mainline Indian Corporates.
(b) Communication to Shareholders
Effective communication of information is an essential
component of Corporate Governance. The Company
regularly interacts with the shareholders through the
multiple channels of communication such as publication
of results, Annual Report, Press Releases and the
Company’s Website.
Quarterly, half yearly and annual results are published in
prominent daily newspapers such as Business Standard
(English) and Sakal (Marathi) in all editions.
The Company also informs Stock Exchanges in a prompt
manner, all price sensitive and all such other matters
which in its opinion, are material and relevant for the
shareholders and subsequently issues a press release on
the said matters. Further, HCC has also been complying
with the listing requirements for filing of its financial
results under the EDIFAR system of SEBI. These are
available on the SEBI website: www.sebiedifar.nic.in
The Company’s website - www.hccindia.com - contains
information on the Company and its performance.
Presentations to analysts, as and when made, are
immediately put on the website for the benefit of the
shareholders and the public at large. The Secretarial
Department’s email is secretarial@hccindia.com
General Body Meetings ii) Adoption of non-mandatory requirements

The Company convenes the Annual General Meeting Although it is not mandatory, the Board of HCC has
(AGM) generally within three months of the close of the constituted a Remuneration Committee. Details of
financial year. The details of the AGM held in last three the Committee have been provided under Section
years are given below: ‘Remuneration Committee’.

Details of Annual General Meetings during the last three years

Financial Year Day, Date & Time Venue Special Resolution passed

2006-07 Friday Walchand Hirachand Hall, Indian (1) Approval of the Shareholders of the Company for
8th June, 2007 Merchants’ Chambers, Indian Merchants Ms. Shalaka Gulabchand Dhawan, daughter of
11.30 A.M. Chamber Marg, Churchgate, Mr. Ajit Gulabchand, Chairman and Managing
Mumbai-400 020 Director of the Company to hold and continue to
hold office or place of profit under the Company as
General Manager - Business Development under
Section 314 of the Companies Act, 1956.

(2) Payment of Commission to Non-Executive

Directors of the Company for an amount
not exceeding in aggregate 1% of the
net profit of the Company in any financial
year under provision of Section 309 (4) of the
Companies Act, 1956.

2007-08 Friday Walchand Hirachand Hall, Indian Nil

13th June, 2008 . Merchants’ Chamber, Indian Merchants
11.00 A.M Chamber Marg, Churchgate,
Mumbai-400 020

2008-09 Friday Walchand Hirachand Hall, Indian Repricing of 41,31,600 Options granted
12th June, 2009 Merchants’ Chamber, Indian under the Employee Stock Option Scheme.
11.00 A.M. Merchants Chamber Marg,
Churchgate, Mumbai-400 020

Details of Special Resolutions passed at the Extraordinary General Meetings held during the last three financial years

Financial Year Day, Date & Time Venue Special Resolution passed

2009-10 Monday Walchand Hirachand Hall, Indian To obtain the approval of shareholders for raising of
22nd June, 2009 Merchants’ Chamber, Indian Merchants funds either through Equity Shares / Depository
9.00 A.M. Chamber Marg, Churchgate, Receipts / Convertible Debentures / Convertible Bonds
Mumbai-400 020 / QIP for an amount not exceeding Rs.1500 crore.

Postal Ballot iii) Auditors’ Qualification on Financial Statements

During the year, a postal ballot was conducted pursuant
to the provisions of Section 192A of the Companies
Act, 1956, read with the Companies (Passing of the
Resolution by Postal Ballot) Rules 2001, on the special
resolution as set out in the Notice dated 23rd October,
2009, seeking consent of the members for Mr. Arjun
Dhawan, a relative (son-in-law) of Mr. Ajit Gulabchand,
Chairman and Managing Director of the Company, to
hold or continue to hold an Office or Place of Profit as a
President - HCC Infrastructure Business of the Company,
under Section 314 (1B) of the Companies Act, 1956.
The said resolution was passed by the requisite majority
and the result of the postal ballot was declared by the
Chairman on 9th December, 2009.
Compliance:
i) Mandatory requirements
HCC is fully compliant with the applicable mandatory
requirements of Clause 49 of the listing agreement
executed with the Stock Exchanges.
The Company’s financial statements are free from any
qualifications by the Auditors.
iv) Instances of non-compliance by the Company
No Penalty/strictures were imposed on the Company
by the Stock Exchanges or SEBI or any Statutory
Authority on any matter related to the capital market
during the last three years.
Auditors’ Certificate on Corporate
Governance
The Company has obtained a certificate from its
Statutory Auditors testifying to its compliances with
the provisions relating to Corporate Governance laid out
in Clause 49 of the Listing Agreement executed with
the Stock Exchanges. The certificate is annexed to the
Directors’ Report and the same will be sent to the Stock
Exchanges along with the Annual Report to be filed by
the Company.

33
 Additional Shareholders’ Information
I) Annual General Meeting The Company will continue to use NECS / ECS or any
other
Date: 11th June, 2010 Electronic mode.
Day: Friday
Time: 11.00 a.m Unclaimed Dividend
Venue: Walchand Hirachand Hall, Indian Merchants’
Chamber, Indian Merchants’ Chamber Marg, Under the Companies Act, 1956, dividends which remain
Churchgate, Mumbai-400 020 unclaimed for a period of 7 years are required to be
transferred to the Investor Education & Protection Fund
Last date of Receipt of Proxies (IEPF) administered by the Central Government.
Wednesday, 9th June, 2010 (before 11:00 a.m. at the Dates of declaration of dividends since 2002-03 and the
Registered Office of the Company) corresponding dates when unclaimed dividends are due
to be transferred to the Central Government, are given in
II) Financial Year the table below.
The Company observes the financial year starting from Separate letters have already been sent on 16th January,
1st April to 31st March as its financial year. The Board 2010, to the Members who are yet to encash the
Meeting for approval of quarterly, half yearly and annual dividend for the financial year 2002-03 indicating that
financial results during the year ended 31st March, 2010 the unclaimed amount will be transferred to IEPF, if not
were held on the following dates: claimed by the members before the due date of transfer
1st Quarterly Results: 24th July, 2009 to the said Fund. Members are once again requested
2nd Quarterly Results: 23rd October, 2009 to utilize this opportunity and get in touch with the

Financial year Date of declaration Amount remaining Last date for claiming Last date for
ended of dividend unclaimed / unpaid as unpaid dividend transfer to IEPF
on 31.03.2010 (Rs.) amount (on or before)

31.03.2003 25.07.2003 7,59,704.00 29.08.2010 28.09.2010

31.03.2004 23.07.2004 9,01,377.00 27.08.2011 26.09.2011

31.03.2005 08.06.2005 10,00,806.00 14.07.2012 13.08.2012

31.03.2006 09.06.2006 11,25,658.00 14.07.2013 13.08.2013

31.03.2007 08.06.2007 16,91,672.25 13.07.2014 12.08.2014

31.03.2008 13.06.2008 14,73,351.20 18.07.2015 17.08.2015

31.03.2009 12.06.2009 21,26,801.60 17.07.2016 16.08.2016

3rd Quarterly Results: 22nd January, 2010 Company’s Registrar and Share Transfer Agent M/s. TSR
4th Quarterly & Annual Results: 30th April, 2010 Darashaw Ltd. for enchasing the unclaimed dividends
The tentative dates of the Board Meetings for standing to the credit of their account.
consideration of financial results for the year ending
Members are further requested to note that after
31st March, 2011 are as follows:
completion of 7 years, no claims shall lie against the
1st Quarterly Results: 30th July, 2010 said Fund or Company for the amounts of dividends so
2nd Quarterly Results: 29th October, 2010 transferred, nor shall any payment be made in respect of
3rd Quarterly Results: 21st January, 2011 such claims.
4th Quarterly Annual Results: 29th April, 2011
V) Listing
III) Book Closure At present, the Equity Shares of the Company are listed
Tuesday, 1st June, 2010, till Friday, 11th June, 2010 on the Bombay Stock Exchange Limited (BSE) and the
(both days inclusive) National Stock Exchange of India Limited (NSE). GDSs and
FCCB are listed with the Luxembourg Stock Exchange.
IV) Dividend The Annual Listing fees for the year 2010-11 have been
Board of Directors at its Meeting held on 30th April, paid to NSE and BSE.
2010, recommended the dividend of Rs. 0.80 per
Equity Share of Re.1/- each for the financial year ended The Company has paid custodial fees for the year
31st March, 2010, for approval of the shareholders at 2010-11 to National Securities Depository Limited and
the ensuing Annual General Meeting. If approved, the Central Depository Services (India) Limited on the
dividend will be paid on or after 11th June, 2010, but basis of number of beneficial accounts maintained by
within 7 working days from the Annual General Meeting. them as on 31st March, 2010.

34
Stock Codes
Table 1: Stock Codes

ISIN (Equity Shares) INE549A01026 (NSDL & CDSL)

BSE code 500185

NSE code HCC

Luxembourg Stock Exchange

FCCB (ISIN) XS0248676503

GDSs (ISIN) US4332191026

VI) Stock Market data

Table 2: High, lows and Volumes of HCC's for 2009-10 at BSE and NSE.

Month BSE NSE

High (Rs.) Low (Rs.) Volume (No. of shares) High (Rs.) Low (Rs.) Volume (No. of shares)

April 2009 68.50 39.20 4,07,94,441 67.00 39.25 10,34,30,049

May 2009 119.55 53.50 5,32,08,234 119.85 57.00 14,42,66,441

June 2009 128.90 90.80 4,05,81,046 129.40 90.70 12,94,37,766

July 2009 120.75 88.80 4,56,15,028 120.90 88.60 13,80,87,179

August 2009 121.50 100.20 17,047,319 121.50 100.20 5,98,31,474

September 2009 136.70 103.55 3,46,47,083 136.70 103.30 10,28,60,514

October 2009 146.50 117.50 2,72,89,590 146.35 117.50 9,00,58,781

November 2009 149.85 119.10 1,98,91,307 149.80 118.65 6,95,12,261

December 2009 155.00 133.85 1,17,99,461 153.50 133.00 4,42,12,429

January 2010 162.20 124.20 1,37,27,107 162.20 124.15 5,11,70,513

February 2010 142.20 124.30 76,03,113 142.40 123.30 3,66,79,070

March 2010 149.70 132.10 68,78,519 149.80 132.20 3,10,64,953

Chart A and Chart B compare HCC share prices with the NSE Nifty and the BSE Sensex, respectively

Chart A: HCC (NSE) Versus Nifty Chart B: HCC (BSE) Versus BSE Sensex
450
450
HCC (NSE) 400
HCC-BSE
400
350
350
300 300

250 250
NIFTY 200
SENSEX
200
150 150
100 100
50 50
0 0
Jan-10
Jun-09

Jul-09

Aug-09

Sep-09

Oct-09
May-09

Dec-09
Apr-09

Nov-09

Feb-10

Mar-10

Jun-09

Jul-09

Jan-10
Sep-09

Dec-09
Oct-09
May-09

Aug-09

Feb-10

Mar-10
Nov-09
Apr-09

Note: Note:
HCC Share prices at NSE and NSE Nifty indexed to 100 as on the HCC Share prices at BSE and BSE Sensex indexed to 100 as on the
first working day of the 2009-10, i.e. 1st April, 2009. first working day of the 2009-10, i.e. 1st April, 2009.

VII) Distribution of shareholding

Table 3 and 4 list the distribution of the shareholding Table 5 lists the top ten shareholders of the Company as
of the Equity Shares of the Company by size and by on 31st March, 2010.
ownership class as on 31st March, 2010.

35
 Table 3: Distribution of shareholding as on 31st March, 2010

Distribution range of shares No. of shares % of shares No. of shareholders % of shareholders

1 to 500 1,13,79,608 3.75 91,723 85.68

501 to 1000 74,85,446 2.47 8,440 7.88

1001 to 2000 68,85,001 2.27 4,366 4.08

2001 to 3000 24,05,310 0.79 905 0.84

3001 to 4000 14,40,127 0.48 394 0.37

4001 to 5000 14,12,975 0.47 299 0.28

5001 to 10000 33,67,078 1.11 445 0.42

Greater than 10000 26,88,74,055 88.66 485 0.45

Total 30,32,49,600 100.00 1,07,057 100.00

Table 4: Shareholding pattern by ownership as on 31st March, 2010

As on 31st March, 2010 As on 31st March, 2009

Categories
No. of shares Percentage No. of shares Percentage
Promoters, Directors, Relatives and Associates 12,13,03,897 40.00 12,13,03,897 47.34

Foreign Institutional Investor/ Mutual Funds 8,69,60,755 28.68 2,23,25,508 8.71

P ublic F inancial Institutions / State

Financial Corporation / Insurance Companies 43,00,087 1.42 1,00,44,156 3.92

Mutual Funds (Indian) and UTI 3,39,15,277 11.18 3,71,34,653 14.49

Nationalised and other Banks 3,07,328 0.10 3,68,027 0.15

NRI / OCBs 19,26,933 0.63 23,46,529 0.92

GDSs 1,40,146 0.05 1,40,146 0.05

Public 5,43,95,177 17.94 6,25,86,684 24.42

Total 30,32,49,600 100.00 25,62,49,600 100.00

Table 5: Top Ten Shareholders of the Company as on 31st March, 2010

Sr. No. Name of the Shareholder Category No. of shares % of total capital

1 Hincon Holdings Ltd. Promoter 10,03,51,800 33.09

2 HSBC Global Investment Funds A/C HSBC Global

Investment Funds Mauritius Limited FII 1,97,12,151 6.50

3 Hincon Finance Ltd. Promoter 1,91,82,750 6.33

4 Morgan Stanley Mauritius Company Limited FII 60,61,191 2.00

5 Reliance Capital Trustee Co. Ltd. - Reliance Infrastructure Fund Mutual Fund 58,38,900 1.92

6 The India Fund, Inc. FII 48,55,033 1.60

7 Copthall Mauritius Investment Limited FII 42,69,600 1.41

8 BNP Paribas Arbitrage FII 42,13,900 1.39

9 Birla Sun Life Insurance Company Limited Bodies Corporate 40,80,373 1.35

10 Goldman Sachs Investments (Mauritius) Ltd. FII 34,95,348 1.15

Total 17,20,61,046 56.74

36
VIII) Dematerialisation of Shares
As on 31st March, 2010, 29,80,91,369 Equity Shares
representing 98.30% of the total equity capital of the
Company were held in dematerialised form.
The bifurcation of shares held in Physical and Demat form
as on 31st March, 2010, is given below:
Particulars No. of shares Percentage
Physical Segment 51,58,231 1.70 
Demat Segment 
NSDL  28,99,82,215  95.63
CDSL 81,09,154   2.67
During the year under review, none of the FCCBs has
been converted into the Equity Shares of the Company.
However, the Company has re-purchased and
cancelled 3.4% of its outstanding FCCBs due 2011
of USD 1,00,000 each aggregating to USD 3.4 million
(Nominal Value) in accordance with the Guidelines
prescribed by Reserve Bank of India.
The nominal amount of FCCBs outstanding as on the
date of this Report is USD 96.6 million.
As on 31st March, 2010, there were 966 FCCBs
outstanding convertible to 1,75,04,381 Equity Shares of
Re. 1/- each within the stipulated time frame.

Total 30,32,49,600  100 XI) Outstanding Convertible Instruments

The entire promoters’ holding of shares is in demat form. a) Warrants issued to Promoters
IX) Details of public funding obtained in The Company had allotted 75,00,000 warrants to
the Promoters of the Company convertible into
the last three years 75,00,000 Equity Shares at a price of Rs. 202.50 per
During 2009-10, the Company has allotted 4,70,00,000 Equity Share (including premium of Rs. 201.50 per
Equity Shares of Re.1/- each at a premium of Rs.101.15 Equity Share) on preferential basis on 20th December,
per Equity Share to Qualified Institutional Buyers 2007, and which were due for conversion on or
aggregating to Rs. 4,80,10,50,000/- by way of Qualified before 19th June, 2009.
Institutional Placement (QIP).
The Promoters have not opted for the conversion of
the 75,00,000 warrants into the Equity Shares on the
X) Outstanding GDSs/FCCBs and likely
above mentioned due date and hence the subscription
impact on Equity amount money against the share warrants were forfeited
The Company issued Global Depository Shares (GDSs) and warrants issued to the Promoters were cancelled.
and Foreign Currency Convertible Bonds (FCCBs) in As on 31st March, 2010, there are no
2006 and the underlying shares against each of the outstanding warrants.
GDSs were issued in the name of Citi Bank N.A., the
depository. As on 31st March, 2010,1,40,146 GDSs b) Employees Stock Options
were outstanding and represented an equal number
As on 31st March, 2010, there are 43,25,350 options
of underlying equity shares.
outstanding. Each option, when exercised, would be
Details of the FCCBs issued by the Company are converted into one Equity Share of the Company of
given in Table 6. Re. 1/- each fully paid.

Table 6: Details of FCCBs

Number of FCCBs issued 1000

Nominal value of each FCCB US$ 100,000

Total value of the issue US$ 100 million

Re-purchased and Cancelled during the year 34

Number of FCCBs outstanding 966

Total value of FCCBs outstanding US$ 96.6 million

Conversion The FCCBs are convertible into Equity Shares or

Global Depository Shares (GDSs)

Conversion Price Rs. 246.02 per Equity Share

Tenure 5 years, 1 day

Coupon rate 0%

Yield of maturity 6.50%

Maximum number of equity shares /

GDSs to be issued on conversion 1,75,04,381

Listing Luxembourg Stock Exchange

37
 During the year under review, 7,70,880 options their favour without hassle, the members may register
were vested to the employees of the Company.
XII) Listing of Debt Securities
Pursuant to the directions of Securities and Exchange
Board of India (SEBI), all the debt securities issued by the
Company on Private Placement basis have been listed
in the F Group - Debt Instruments of the Bombay Stock
Exchange Limited (BSE).
During the year under review, the Company has not
issued any debentures.
Further, during the financial year 2009-10, the Company
has fully redeemed 10% Non-Convertible Debentures
“E” Series having a face value of Rs.100/- each
amounting to Rs. 5,00,00,000/-
9% Non-Convertible Debentures having a face the concerned DP and holdings should be verified.
value of Rs.10,00,000/- have been partly redeemed and
its first installment of redemption of Rs. 3,33,333 per • Dealing of Securities with Registered
debentures has been paid to the holders.
XIII) Investor Safeguards
Investors may note the following to avoid risks, while
dealing in securities:
• Dematerialisation of Shares
Members may convert their physical holding to demat/
electronic form through any of the nearest Depository
Participants (DPs) to avoid the hassles involved in the
physical shares such as possibility of loss, mutilation,
etc. and also to ensure safe and speedy transaction in
securities.
• National Electronic Clearing Services (NECS)
/ Electronic Clearing Services (ECS) mandate
NECS / ECS helps in quick remittance of dividend without
possible loss /delay in postal transit. Members may
register their NECS/ ECS details with the Company or
their respective DPs.
• Encash Dividends in time
Encash your dividends promptly to avoid hassles of
revalidation / losing right of claim owing to transfer of
unclaimed dividends beyond seven years to Investor
Education and Protection Fund.
• Update Address
To receive all communications promptly,
please update your registered address with the
Company.
• Consolidate your Multiple Folios (Physical)
Members are requested to consolidate their
shareholding under multiple folios to save them from
the burden of receiving multiple communications and
corporate benefits.
• Register Nominations
To enable successors to get the shares transmitted in
38
their nomination. Member(s) desirous of availing this
facility may submit nomination in Form 2B which
can be obtained from TSR Darashaw Limited at the
address mentioned below. Member(s) holding shares
in Dematerialised form are requested to register their
nominations directly with their respective DPs.
• Prevention of Frauds
There are certain instances of fraudulent transactions
observed, relating to dormant folios, where the
shareholder has either expired or has gone abroad.
Members may thus exercise due diligence and notify
the Company of any change in address /stay abroad or
demise of any shareholder as soon as possible.
Do not leave the demat account dormant for long.
Periodic statement of holdings should be obtained from
Intermediaries
Members must ensure that they deal with only SEBI
registered intermediaries and must obtain a valid
contract note / confirmation memo from the broker/
sub-broker, within 24 hours of execution of the trade
and it should be ensured that the contract note /
confirmation memo contains order no., trade no.,
trade time, quantity, price and brokerage.
Shareholders may contact the Company’s Registrar and
Share Transfer Agent or they may contact the Compliance
Officer and /or the Investor Relations Officer at the
following addresses:
Registrar and Transfer Agent
Ms. Mary George
TSR Darashaw Limited
Unit: Hindustan Construction Co. Ltd.
6-10, Haji Moosa Patrawala Ind. Estate,
20, Dr. E. Moses Road, Mahalaxmi, Mumbai-400 011
Telephone: +91-22-66568484 Fax: +91-22-66568494
Email: csg-unit@tsrdarashaw.com
Website: www.tsrdarashaw.com
Compliance Officer
Mr. V. P. Kulkarni
Hindustan Construction Co. Ltd.
Hincon House, Lal Bahadur Shastri Marg,
Vikhroli (West), Mumbai-400 083, India.
Tel: +91-22-2577 5959 Fax: +91-22-2577 5950
Website: www.hccindia.com
Email: secretarial@hccindia.com
Investor Relations Officer
Mr. Santosh Kadam
Hindustan Construction Co. Ltd.
Hincon House, Lal Bahadur Shastri Marg,
Vikhroli (West), Mumbai-400 083
Tel: +91-22-2577 5959 Fax: +91-22-2577 5950
Website: www.hccindia.com
Email: secretarial@hccindia.com
CEO/CFO certification, issued pursuant to the provisions of Clause 49
of the Listing Agreement

To the Board of Directors of Hindustan Construction Co. Ltd.

Sub: CEO/CFO Certificate

We have reviewed the financial statements, read with the cash flow statement of Hindustan Construction Co. Ltd. for the
year ended March 31, 2010 and that to the best of our knowledge and belief, we state that:

(a) (i) These statements do not contain any materially untrue statement or omit any material fact or contain statements that
might be misleading.
(ii) These statements present a true and fair view of the Company’s affairs and are in compliance with current Accounting
Standards, applicable laws and regulations.
(b) There are, to the best of our knowledge and belief, no transactions entered into by the Company during the year
which are fraudulent, illegal or violation of the Company’s code of conduct.
(c) We accept responsibility for establishing and maintaining internal controls for financial reporting. We have evaluated the
effectiveness of the internal control systems of the Company pertaining to financial reporting and have disclosed to the
Auditors and the Audit Committee, deficiencies in the design or operation of such internal controls, if any, of which
we are aware and the steps we have taken or proposed to be taken for rectifying these deficiencies.
(d) We have indicated to the Auditors and the Audit Committee
(i) Significant changes in internal control over financial reporting during the year;
(ii) Significant changes in accounting policies made during the year and the same have been disclosed in the notes
to the financial statements; and
(iii) Instances of significant fraud of which we have become aware and the involvement therein, if any, of the
management or an employee having a significant role in the Company’s internal control system over financial
reporting.

Praveen Sood Ajit Gulabchand

Group Chief Financial Officer Chairman and Managing Director

Mumbai, April 30, 2010

39
 DECLARATION

To The Members of
Hindustan Construction Co. Ltd.

Sub: Declaration under Clause 49 of the Listing Agreement

I hereby declare that all the Directors and the designated employees in the Senior Management of the Company
have affirmed compliance with their respective Codes for the financial year ended March 31, 2010.

For Hindustan Construction Co. Ltd.

Ajit Gulabchand
Chairman and Managing Director

Mumbai, April 30, 2010

AUDITOR’S CERTIFICATE OF CORPORATE GOVERNANCE

To The Members of
Hindustan Construction Co. Ltd.
Mumbai -400 083
We have examined the compliance of conditions of Corporate Governance by Hindustan Construction Co. Ltd. for the
financial year ended March 31, 2010, as stipulated in Clause 49 of the Listing Agreement of the said Company with the
stock exchange(s).
The compliance of conditions of Corporate Governance is the responsibility of the management. Our examination was
limited to procedures and implementation thereof, adopted by the Company for ensuring the compliance of the conditions
of the Corporate Governance. It is neither an audit nor an expression of opinion on the financial statements of the Company.
In our opinion, and to the best of our information and according to the explanations given to us, we certify that the Company
has complied with the conditions of Corporate Governance as stipulated in the above mentioned Listing Agreement.
We further state that such compliance is neither an assurance as to the future viability of the Company nor the efficiency
or effectiveness with which the management has conducted the affairs of the Company.

For K. S. AIYAR & CO

Chartered Accountants

Raghuvir M. Aiyar
Partner
Membership No.: 38128

Mumbai: April 30, 2010

40
CMYK
Notice
NOTICE is hereby given that the Eighty-Fourth Annual
General Meeting of the Members of Hindustan
Construction Company Limited will be held on Friday,
June 11, 2010 at 11.00 a.m. at Walchand Hirachand Hall,
Indian Merchants’ Chamber, Indian Merchants’ Chamber
Marg, Churchgate, Mumbai 400020, to transact the
following business: -
ORDINARY
ORDINAR Y BUSINESS
1. To receive, consider and adopt the Audited Balance
Sheet as at March 31, 2010, the Profit & Loss Account
for the year ended on that date and the Reports of
the Directors and Auditors thereon.
2. To declare dividend on Equity Shares.
3. To appoint a Director in place of Mr. D.M.Popat, who
retires by rotation, and being eligible, offers himself
for re-appointment.
4. To appoint a Director in place of Mr. Y.H. Malegam,
who retires by rotation, and being eligible, offers
himself for re-appointment.
5. To consider and if thought fit, to pass with or without
modification(s), the following resolution as an
Ordinary Resolution
Resolution:
“RESOLVED THAT M/s. K. S. Aiyar & Co., Chartered
Accountants, Mumbai, bearing ICAI Registration No.
100186W, the retiring Auditors of the Company, be
and are hereby re-appointed as the Auditors of the
Company, including all its Branch Offices / Sites, to
hold office from the conclusion of this Annual General
Meeting until the conclusion of the next Annual
General Meeting on a remuneration as may be fixed
by the Board of Directors of the Company.
RESOLVED FURTHER THAT the Board of Directors be
and is hereby authorized in consultation with the
Company’s Auditors to appoint Branch Auditor(s) of
the Company, to audit the accounts of the Company’s
Project Sites within and outside India, present and
future on such terms and conditions including
remuneration as the Board of Directors may deem fit.”
SPECIAL BUSINESS
6. To consider and if thought fit, to pass with or without
modification(s), the following resolution as an
Ordinary Resolution
Resolution:
“RESOLVED THAT Mr. K. G. Tendulkar, who was
appointed by the Board of Directors as an Additional
Director of the Company with effect from November
08, 2009 and who holds office upto the date of this
Annual General Meeting in terms of Section 260 of
the Companies Act, 1956 (“the Act”) and in respect
of whom the Company has received a notice in
writing from a Member of the Company under the
provisions of Section 257 of the Act proposing his
candidature for the office of a Director of the
Company, be and is hereby appointed as a Director
of the Company, liable to retire by rotation.”
7. To consider and if thought fit, to pass with or without
modification(s), the following resolution as an
Ordinary Resolution
Resolution:
“RESOLVED THAT Mr. Anil C. Singhvi, who was
appointed by the Board of Directors as a Director to
fill the casual vacancy caused by the resignation of
Mr. R. G. Vartak from the Board of Directors of the
HCC 84TH ANNUAL REPORT 2009-2010
41
Company and holds office upto the date of this
Annual General Meeting in terms of Section 262 of
the Companies Act, 1956 (“the Act”), and in respect
of whom the Company has received a notice in
writing from a Member of the Company under the
provisions of Section 257 of the Act proposing his
candidature for the office of a Director of the
Company, be and is hereby appointed as a Director
of the Company, liable to retire by rotation.”
8. To consider and if thought fit, to pass with or without
modification(s), the following resolution as an
Ordinary Resolution
Resolution:
“RESOLVED THAT pursuant to the provisions of
Sections 16, 94 and all other applicable provisions, if
any, of the Companies Act, 1956, (including any
statutory modification or re-enactment thereof for
the time being in force), the Authorised Share Capital
of the Company of Rs.50,00,00,000 (Rupees Fifty
Crores Only) divided into 49,50,00,000 Equity Shares
of Re.1/- each and 50,000, 9.5%, Redeemable
Cummulative Preference Shares of Rs.100/- each be
and is hereby increased to Rs.100,00,00,000 (Rupees
One Hundred Crores only) divided into 90,00,00,000
Equity Shares of Re.1/- each and 1,00,00,000
Redeemable Preference Shares of Rs.10/- each with
the power to the Board to decide to classify and
reclassify from time to time such Preference Shares
and fix the dividend and/or the premium payable on
the same upon redemption.”
“RESOLVED FURTHER THAT the Memorandum of
Association of the Company be and is hereby altered
by substituting the existing Clause V thereof by the
following Clause V:
V. The Capital of the Company is Rs.100,00,00,000
(Rupees One Hundred Crores only) divided into
Rs.90,00,00,000 (Ninety Crore) Equity Shares of
Re.1/- (Rupee One only) each and 1,00,00,000
(One Crore) Redeemable Preference Shares of
Rs.10/- (Rupees Ten only) each.
RESOLVED FURTHER THAT for the purpose of giving
effect to this resolution, the Board of Directors of the
Company be and is hereby authorised to take all such
steps and actions and give such directions as may be
in its absolute discretion deem necessary and to settle
any question that may arise in this regard.”
9. To consider and if thought fit, to pass with or without
modification(s), the following resolution as a Special
Resolution
Resolution:
“RESOLVED THAT pursuant to provisions of Section
31 and all other applicable provisions, if any, of the
Companies Act, 1956, (including any statutory
modification or re-enactment thereof for the time
being in force), the existing Articles of Association
of the Company be and is hereby altered by
substituting the existing Article 6a with the Article 6
as under and by deleting the existing Articles 6b and
6c:
Art 6 The Capital of the Company is Rs.100,00,00,000
(Rupees One Hundred Crore only) divided into
Rs.90,00,00,000 (Ninety Crore) Equity Shares of
Re.1/- (Rupee one only) each and 1,00,00,000
(One Crore) Redeemable Preference Shares of
Rs.10/- (Rupees Ten only) each.
RESOLVED FURTHER THAT for the purpose of giving
CMYK
effect to this resolution, the Board of Directors of the
Company be and is hereby authorised to take all such
steps and actions and give such directions as may be
in its absolute discretion deem necessary and to settle
any question that may arise in this regard.”
10. To consider and if thought fit, to pass with or without
modification(s), the following resolution as a Special
Resolution
Resolution:
“RESOLVED THAT pursuant to provisions of Section
31 and all other applicable provisions, if any, of the
Companies Act, 1956, (including any statutory
modification or re-enactment thereof for the time being
in force), the existing Articles of Association of the
Company be and is hereby altered by substituting the
existing Article 201 with the following Article:
Art 201 (1) Subject to the provisions of the Act and
regulations made thereunder or any
other applicable law, the Company shall
have the power, by a Resolution of the
Board, to capitalize its profits, gains,
investments or other assets forming part
of the undivided profits for the time
being of the Company standing to the
credit of the Reserve Fund or any other
Fund or the Profit and Loss Account of
the Company or in the hands of the
Company and available for dividend or
representing premium received on the
issue of shares and standing to the credit
of the Securities Premium Account or
otherwise available for distribution:
(a) by the distribution among the
holders of the shares of the
Company or any of them in
accordance with their respective
rights, and interests and in
proportion to the amounts paid or
credited as paid thereon, of paid up
shares, or
(b) by crediting shares of the Company
which may have been issued and
are not fully paid up, in proportion
to the amounts paid or credited as
paid thereon respectively, with the
whole or any part of the sums
remaining unpaid thereon.
(2) The Directors shall have authority, in its
absolute discretion to apply such portion
of the profits, General Reserve, Reserve
or Reserve Fund or any other fund as
may be required for the purpose of
making payment in full or part for the
shares so distributed or (as the case may
be) for the purpose of paying, in whole
or in part, the amount remaining unpaid
on the shares, which may have been
issued and are not fully paid-up. Such
distribution and payment shall stand
accepted by such shareholders in full
satisfaction of their interest in the said
capitalised sum.
(3) The Directors shall have powers to settle
any difficulty which may arise in regard
to the distribution or payment as
aforesaid as they think expedient and in
particular they may issue shares in lieu
of the fraction and generally make such
arrangements for the acceptance,
HCC 84TH ANNUAL REPORT 2009-2010
42
allotment and sale of such shares
fractions or otherwise as they think fit
and may make cash payments to any
holders of shares or fractions on the
footing of the value so fixed in order to
adjust such rights and may vest any such
shares, in trustees upon such trusts for
adjusting such rights as may seem
expedient to the Directors.
(4) Where some of the shares of the
Company are fully paid and others are
partly paid only, the Board shall have
powers to effect the capitalisation by the
distribution of further shares in respect
of the fully paid shares and by crediting
the partly paid shares with the whole or
part of the unpaid liability thereon but
so that as between the holders of the
fully paid shares and the partly paid
shares the sums so applied in the
payment of such further shares and in
the extinguishment or diminution of the
liability on the partly paid shares shall
be prorata in proportion to the amounts
then already paid or credited as paid on
the existing fully paid and partly paid
shares respectively.
RESOLVED FURTHER THAT for the purpose of giving
effect to this resolution, the Board of Directors of the
Company be and is hereby authorised to take all
such steps and actions and give such directions as
may be in its absolute discretion deem necessary
and to settle any question that may arise in this
regard.”
By Order of the Board
For Hindustan Construction Company Ltd
VITHAL P. KULKARNI
Company Secretary
Registered Office:
Hincon House,
Lal Bahadur Shastri Marg,
Vikhroli (West),
Mumbai 400 083
Place: Mumbai
Date: April 30, 2010
NOTES
1. A MEMBER ENTITLED TO A TTEND AND VOTE A
ATTEND ATT
THE MEETING IS ENTITLED TO APPOINT ONE OR
MORE PROXIES TO A TTEND AND VOTE INSTEAD
ATTEND
OF HIMSELF AND THE PROXY NEED NOT BE A
MEMBER OF THE COMP ANY
ANY.. PROXIES IN ORDER
COMPANY
TO BE EFFECTIVE MUST BE DEPOSITED A T THE
AT
REGISTERED OFFICE OF THE COMP ANY NOT LESS
COMPANY
THAN 48 HOURS BEFORE THE COMMENCEMENT
OF THE MEETING.
2. The Register of Members and the Share Transfer
Books of the Company will remain closed from
Tuesday, June 1, 2010 to Friday, June 11, 2010 (both
days inclusive) for the purpose of payment of
dividend.
3. The Explanatory Statement pursuant to Section 173(2)
of the Companies Act, 1956, relating to the Special
Business to be transacted at the ensuing Annual
CMYK

General Meeting is annexed hereto and forms part ii) Particulars of Bank Account, viz.
of the Notice. (a) Name of the Bank
4. The Members are requested to intimate change in (b) Name of the Branch
their registered address, if any, to the Company’s
Registrar and Share Transfer Agents, M/s. TSR (c) Complete address of the Bank with Pin Code
Darashaw Limited at 6-10, Haji Moosa Patrawala Indl. Number.
Estate, 20, Dr. E. Moses Road, Mahalaxmi, Mumbai - (d) Account type, whether Savings (SB) or
400 011 in respect of their holdings in physical form. Current Account (CA)
Members are requested to notify immediately any (e) Account number allotted by the Bank
change in their address to their Depository Participants 10. Appointment / Re-appointment of Directors
in respect of their holdings in electronic form.
Pursuant to Clause 49 (IV) (G) of the Listing
Non-Resident Indian Members are requested to Agreement relating to Corporate Governance, the
inform M/s. TSR Darashaw Limited immediately of brief profile of the Directors is given below:
the change in residential status on return to India for
permanent settlement. I. Name: : Mr. D.M. Popat
5. The dividend as recommended by the Board, if Date of Birth : December 18, 1933
approved at the ensuing Annual General Meeting, Qualification & : B.Com. B.A., LL.B
will be paid to those Members whose names appear Expertise Mr. Popat is a senior partner of
on the Company’s Register of Members as on June Mulla & Mulla and Craigie Blunt
11, 2010. & Caroe. He has been in practice
The dividend in respect of Shares held in the for over 46 year and has vast
electronic form will be paid to the beneficial owners experience in legal field.
of Shares whose names appear in the list furnished
Other details : Mr. Popat is a Director of the
by the Depositories for this purpose at the close of
Company since January 19, 2001.
business hours on May 31, 2010.
6. Corporate Members intending to send their He is on the Board of the
authorized representatives are requested to send duly following public companies:
certified copy of the Board Resolution authorizing (i) Hindoostan Spg. & Wvg.
their representatives to attend and vote at the ensuing Mills Ltd.
Annual General Meeting so as to reach the Company (ii) Peninsula Land Limited
on or before June 09, 2010. (formerly Morarjee Realities
7. Consequent upon, the introduction of Section 109A Ltd)., and
of the Companies Act, 1956, Members are entitled to (iii) The Ruby Mills Ltd.
make nominations in respect of the Equity Shares
held by them in physical form. Members desirous of He is Chairman of Remuneration
making nominations may send their requests in Form Committee of:
2B to the Registrar & Share Transfer Agents, M/s. TSR (i) Hindoostan Spg. & Wvg.
Darashaw Limited (Form 2B is available with them). Mills Ltd., and
8. The Securities & Exchange Board of India (SEBI) has (ii) Peninsula Land Ltd.
made it mandatory for all Companies to use the bank He is also a Member of
account details furnished by the Depositories for Remuneration Committee of The
crediting dividend. The Company has made Ruby Mills Ltd.
arrangements for crediting the dividend through
National Electronic Clearing Services (NECS)/ Mr. Popat is member of the
Electronic Clearing Services (ECS) to investors where Managing Committee of the
NECS/ECS details are available. Members may, Bombay Incorporated Law
therefore, give details regarding bank accounts in Society and Member of
which they wish to receive dividend, through their Governing Body of the Indian
Depository Participants. The Company will not Council of Arbitration &
entertain any direct request from such members for Chairman of Law Sub-
deletion of / or change in such bank details. Further, Committee of IMC and W.R.
instructions if any, already given by them in respect Indian Council of Arbitration.
of Equity Shares held in physical form, will not be No. of Equity : NIL
automatically applicable to dividend payable on Shares held
Equity Shares in electronic form.
II. Name: : Mr. Y.H.Malegam
9. In order to provide protection against fraudulent
encashment of the warrants, Members holding Equity Date of Birth : September 24, 1933
Shares in physical form are requested to intimate Qualification & : B. Com., F.C.A. (England & Wales)
the Registrar & Share Transfer Agents, M/s. TSR Expertise He is an eminent Chartered
Darashaw Ltd., by a duly signed letter by all the Accountant & was a senior
holders, the following information required to be partner of Messers S.B.
printed on the Dividend Warrants: Billimoria & Company, leading
i) Name of Sole/Joint holders and their respective firm of Chartered Accountants
Folio Numbers in India

HCC 84TH ANNUAL REPORT 2009-2010

43
CMYK
He has a wide and rich
experience in the field of finance
& accounts.
Other details : Mr. Malegam is a Director of the
Company since July 23, 1974
He is also a Director of the
following public companies viz:
(i) ABC Bearings Limited, (ii) The
Clearing Corporation of India
Ltd., (iii) First Source Solutions
Ltd., (iv) National Stock
Exchange of India Ltd.,
(v) National Securities Clearing
Corp. Ltd., (vi) Piramal
Healthcare Ltd., and
(vii) Siemens Ltd.
He is the Chairman of the Audit
Committee of:
(i) Bharatiya Reserve Bank-
Note Mudran (P) Ltd.,
(ii) Clearing Corporation of
India Ltd.,
(iii) First Source Solutions Ltd.,
(iv) National Securities Clearing
Corp. Ltd., and
(v) Siemens Ltd.
He is a Member of Audit
Committee of:
(i) National Stock Exchange of
India Ltd., and
(ii) Piramal Healthcare Ltd.
He also a Member (i) Central
Board of Western Indian Local
Board of Reserve Bank of India.,
(ii) Indian Institute of Banking &
Finance., and (iii) Indo German
Chamber of Commerce.
No. of Equity : 5,000
Shares held
III. Name: : Mr. K. G. Tendulkar
Date of Birth : February 4, 1954
Qualification & : B.Com. B.G.L, FCA
Expertise He has varied and rich
experience in senior
management and operating
positions in the Company.
Other details : Mr. K. G. Tendulkar was
Executive Director, incharge of
Operations since 1993 and was
elevated as Dy. Managing
Director of the Company during
the year 2005. Mr. K. G.
Tendulkar’s tenure as Deputy
Managing Director expired on
November 7, 2009. The Board
of Direcotrs at its Meeting held
on October 23, 2009 has
appointed him as an Additional
Director from November 8, 2009.
He is also on the Board of the
following public companies: (i)
HCC 84TH ANNUAL REPORT 2009-2010
44
Hincon Finance Ltd, (ii) Hincon
Holdings Ltd, (iii) Pune-Paud Toll
Road Company Ltd, (iv) HCC
Real Estate Ltd, (v) Lavasa
Corporation Ltd., (vi) HCC
Infrastructure Ltd., (vii) HCC
Construction Ltd. (viii) Highbar
Technologies Ltd. and (ix)
Charosa Wineries Ltd.
He is Chairman of Audit
Committee of Pune-Paud Toll
Road Company Ltd.
He is a Member of Audit
Committee of (i) HCC Real Estate
Ltd., and (ii) Charosa Wineries Ltd.
He is also a Member of the
Company’s Shareholders’/
Investors’ Grievance Committee
and ESOP Compensation
Committee.
No. of Equity : 10,000
Shares held
IV. Name: : Mr. Anil C. Singhvi
Date of Birth : June 30, 1959
Qualification & : B. Com, Chartered Accountant
Expertise He is Vice Chairman of Reliance
Natural Resouces Limited and
was Managing Director of
Ambuja Cements Ltd.
He has a wide and rich
experience in the field of finance
& accounts.
Other details : He is also on the Board of the
following public companies:
(i) Camlin Ltd., and (ii) Mastek
Ltd.
He is a Member of Audit
Committee of: (i) Camlin Ltd.,
and (ii) Reliance Natural
Resources Ltd.
He is a Member of
Compensation Committee of
Camlin Ltd.
He is also a Member of Audit
Committee and Selection
Committee of the Company.
No. of Equity : 16,860
Shares held
By Order of the Board
For Hindustan Construction Company Ltd
VITHAL P. KULKARNI
Company Secretary
Registered Office:
Hincon House,
Lal Bahadur Shastri Marg,
Vikhroli (West),
Mumbai 400 083.
Place: Mumbai
Date: April 30, 2010
CMYK
Annexure to the Notice
EXPLANA
EXPLANATOR TOR
TORY Y STATEMENT PURSUANT TO SECTION
STA
173 OF THE COMP ANIES ACT
COMPANIES ACT,, 1956
Item No. 6
Mr. K.G. Tendulkar’s tenure as Deputy Managing Director
of the Company expired on November 7, 2009. He was
appointed as an Additional Director of the Company w.e.f.
November 08, 2009 by the Board of Directors at its
meeting held on October 23, 2009 under the provision of
Section 260 of the Companies Act, 1956 read with Article
135 of Articles of Association of the Company. Mr. K. G.
Tendulkar would hold the office upto the date of the
forthcoming Annual General Meeting.
The Company has received notice in writing under Section
257 of the Companies Act, 1956 from a Member of the
Company along with the deposit of Rs. 500/- signifying his
intention to propose Mr. K.G.Tendulkar to hold the office of
Director of the Company.
Given the experience / illustratious background of Mr. K. G.
Tendulkar, the Board felt that it is in the interest of the
Company, to appoint him as a Director of the Company.
The Board of Directors therefore recommends the
resolution for the approval of the Members.
Except Mr. K.G. Tendulkar, none of the Directors is
concerned or interested in the resolution.
Item No. 7
Mr. Anil C. Singhvi was appointed as a Director w.e.f.
July 27, 2007 by the Board of Directors of the Company
at its Meeting held on July 27, 2007 under Article 134 of
the Articles of Association of the Company to fill the
casual vacancy caused by the resignation of Mr. R. G.
Vartak from the Board of Directors of the Company, who
would have retired by rotation at the ensuing Annual
General Meeting had he not resigned.
In terms of Section 262 of the Companies Act, 1956
Mr. Anil C. Singhvi can hold office of Director upto the
conclusion of the forthcoming Annual General Meeting.
The Company has received notice in writing under
Section 257 of the Companies Act, 1956 from a Member
of the Company along with the deposit of Rs. 500/-
signifying his intention to propose Mr. Anil C. Singhvi to
hold the office of Director of the Company.
The Board of Directors of the Company is of the view
that the Company shall benefit considerably through the
knowledge and experience of Mr. Anil C. Singhvi. The
Board of Directors, therefore, recommends the resolution
for the approval of the Members.
Except Mr. Anil C. Singhvi, none of the Directors is
concerned or interested in the resolution.
Item No. 8 & 9
The Company has registered considerable growth in its
business over the recent years. With the continued growth
and development in the infrastructure sector in the
country and the Company’s endeavour to secure business
in future, it would be imperative to infuse additional
capital as and when the need is felt.
In order to accommodate any such enhancement in the
capital in future by way of issue of new shares, it is
necessary to increase the Authorised Share Capital of
the Company to Rs.100,00,00,000 (Rupees One Hundred
Crore only) from the existing Rs.50,00,00,000 (Rupees
Fifty Crore only) more particularly stated in the Special
Business at items 8 & 9 of the Notice. The alterations
proposed in the Memorandum and Articles of Association
of the Company are only consequential to reflect the
HCC 84TH ANNUAL REPORT 2009-2010
45
proposed increase in the Authorised Share Capital of the
Company.
Further, Articles 6b and 6c of the Articles of Association
of the Company are proposed to be deleted as they would
be redundant in view of the proposed amendment in
Article 6.
Your Directors therefore recommend the resolutions at
business items no. 8 & 9 of the Notice for your approval.
None of the Directors of the company is concerned or
interested in the said resolution.
Item No.10
The Article 201 of the Articles of Association authorises
the Company to capitalize, inter alia by way of issue of
Bonus Shares, the investments or other assets forming
part of the undivided profits for the time being of the
Company standing to the credit of the Reserve Fund or
any other Fund or the Profit and Loss Account of the
Company or in the hands of the Company and available
for dividend or representing premium received on the
issue of shares and standing to the credit of the Securities
Premium Account or otherwise available for distribution.
The Article prescribes that the capitalization is to be
approved by the Members upon a recommendation by
the Board. It is felt that seeking the approval of the
Members of the Company would prolong the time
between the recommendation by the Board and the actual
allotment of Bonus Shares.
The Companies Act, 1956 and the SEBI Regulations for
issue of Bonus Shares do not prescribe the approval by
the Members of the Company for issuance of the same.
In order to enable the Board to expeditiously complete
the process of issue of Bonus Shares whenever the Board
decides for the same in its discretion, it is therefore
proposed that the Board be authorized to capitalize the
reserves of the Company in a manner as they may deem
expedient without seeking approval from the Members
of the Company.
This amendment in the Articles of Association will enable
the Company to give effect to the Board’s proposals in
an expeditious manner. The Board therefore recommends
to the Members for approval of the resolution.
None of the Directors is concerned or interested in the
resolution.
The draft of the amendments to the Memorandum and
Articles of Association of the Company will remain open
for the inspection of the Members at the Registered Office
of the Company between 11.00 a.m. to 1.00 p.m. on any
working day of the Company till the date of ensuing
Annual General Meeting.
By Order of the Board
For Hindustan Construction Company Ltd
VITHAL P. KULKARNI
Company Secretary
Registered Office:
Hincon House,
Lal Bahadur Shastri Marg,
Vikhroli (West),
Mumbai 400 083
Place: Mumbai
Date: April 30, 2010
CMYK

Directors’ Report
To,
The Members of
Hindustan Construction Co. Ltd.
1. Report
Your Directors are pleased to present the 84th Annual Report together with the Audited Accounts for the year
ended March 31, 2010
2. Financial Highlights
Particulars Year ended Year ended
March 31, 2010 March 31, 2009
Rs. Crore Rs. Crore

Turnover 3862.97 3518.32

Profit before Interest, Depreciation and Tax

Tax 440.89 490.27

Less: i) Interest 205.15 210.50

ii) Depreciation 113.90 319.05 115.22 325.72

Profit before Tax
Tax 121.84 164.55

Less: Provision for Current Tax 20.96 18.61

Provision for Deferred Tax 40.15 36.51

Provision for Fringe Benefit Tax — 2.40

MAT- Credit Entitlement (20.71) 40.40 (18.32) 39.20

Profit after Tax
Tax 81.44 125.35

Add: Balance brought forward from last year 279.90 207.95

Add: Transferred from Debenture Redemption Reserve 5.41 8.50

Amount available for Appropriation 366.75 341.80

Less: Appropriations

a) Proposed Dividend 24.26 20.50

b) Tax on Proposed Dividend 4.12 3.48

c) Debenture Redemption Reserve 8.75 12.92

d) Transferred to General Reserve 10.00 25.00

47.13 61.90
Balance Carried to Balance Sheet 319.62 279.90

HCC 84TH ANNUAL REPORT 2009-2010

46
CMYK
3. Dividend
Your Directors are pleased to recommend a dividend
of Re.0.80 per Equity Share of Re.1/- each for the
financial year ended March 31, 2010 (Previous year –
Re.0.80 per Equity Share of Re.1/-each) aggregating
to Rs. 24.26 crore.
4. Operations
The turnover of the Company at Rs. 3862.97 crore
has shown an increase of 9.8% as compared to
Rs. 3518.32 crore for the previous year. The profit
before tax is Rs. 121.84 crore as compared to Rs.
164.55 crore for the previous year.
Your Directors are pleased to inform that during the
year under report, the Company has secured the
following major contracts.
• Dagachhu Hydro Power Plant (Civil Works), 114
MW, Bhutan
Contract Value: 388 crore
• Gosikhurd Hydel Scheme, 24 MW, Maharashtra
Contract Value: 229 crore
• Pare Hydro Electric Project,110 MW, Arunachal
Pradesh
Contract Value: 276 crore
• Pumped Water Supply scheme from Kesaria to
Sonaria, Gujarat (NC-25)
Contract Value: 168 crore
• Elevated Road Corridor from Park Circus to
E.M. Bypass, Kolkata
Contract Value: 318 crore
• Cavern for Crude oil storage, Padur, Karnataka
Contract Value: 375 crore
• POT Shell fabrication works for Aditya
Aluminium project, Orissa
Contract Value: 109 crore
• Four-laning of Bahrampore-Farraka section of
NH-34 in West Bengal on Design, Build, Finance,
Operate and Transfer Toll basis under NHDP-
III(Package No.NHDP-III/BOT/WB/03)
• Four-laning of Farraka-Raiganj section of NH-34
in West Bengal on Design, Build, Finance,
Operate and Transfer Toll basis under NHDP-
III(Package No.NHDP-III/BOT/WB/04)
• Four-laning of Raiganj-Dalkhola section of NH-
34 in West Bengal on Design, Build, Finance,
Operate and Transfer Toll basis under NHDP-
III(Package No.NHDP-III/BOT/WB/05)
HCC 84TH ANNUAL REPORT 2009-2010
47
• POT Superstructure fabrication works for
Aditya Aluminium project, Orissa
Contract Value: 100 crore
• Civil and Piling works for Aditya Aluminium
Project, Orissa
Contract Value: 199 crore
• Single Line Tunnel No.1 between Dholakal and
Kalmai, Assam
Contract Value: 118 crore
• Reconstruction of Dry Dock at Naval Dockyard,
Mumbai
Contract Value: 608 crore
The total balance value of works on hand as on March
31, 2010 is Rs.18,810 crore including Company’s share
in integrated joint venture projects and Sawalkot
project.
Decisions are awaited from various clients for tenders
submitted by the Company (Directly or in JV) for 24
projects amounting to about Rs.9,520 crore. Tenders
for various packages for 23 projects worth about
Rs.14,630 crore are expected to be submitted in the
near future. The Company has also submitted
prequalification bids for 11 projects worth over
Rs.6,170 crore, which are currently under evaluation.
The Company is confident of securing a sizeable
share of these new projects.
Subsidiaries Operations
(i) Lavasa Corporation Ltd. - Integrated Urban
Development & Management
Lavasa is free India’s first planned hill city being
developed by Lavasa Corporation Ltd., subsidiary
company of HCC. Located in the Western region
of India in the picturesque landscape of the
Sahayadri Mountains, it is set amidst 7 hills and
60 km. of lakefront. A three hour drive from
Mumbai and an hour’s drive from Pune, the city
is one fourth of the size of Mumbai.
The master plan of Lavasa (current development
plan-18,000 acres) is developed by internationally
renowned design consultant HOK, USA. The
master plan, recipient of many international
awards, is based on the principles of New
Urbanism that brings together all the
components essential to daily life in a more
organized manner. Lavasa has many firsts to its
credit - technology leadership, e-Governance,
India’s first e-city, the first Indian city developed
using Geographical Information System (GIS),
etc. In association with The Biomimicry Guild
(USA), the science of Biomimicry is used at
Lavasa where learnings from nature are
seamlessly integrated in the master planning of
Lavasa.
CMYK
Lavasa is planned for a permanent population of
around 3 lakh residents and a tourist inflow that
is envisaged at 20 lakh per annum. It aims to
provide a perfect work - life balance with an
unique combination of technology and
infrastructure advancements. The city will have
a 365 day economy with a host of non polluting
industries being the main economic driver; these
include R&D and training centres, IT and biotech
industry, KPOs and those related to art, fashion
and animation.
The tie ups continued though 2009 - 10. In the
hospitality space partners such as Accor
Hospitality with three brands - Mercure, Novotel
and Pullman are all getting ready to launch in
the next 12 months with Mercure opening first
in April 2010. Accor Hospitality is also managing
the Lavasa International Convention Centre which
opened its doors in March 2010. Hilton, Ramada,
Velvett Country, Oakwood, two Langham
properties, Holiday Inn and many more are to
follow in quick succession giving Lavasa a new
hotel property every 6 months.
An equal amount of progress has been made in
the education space with the Ecole Hoteliere
Lavasa opening in July 2009 followed by
Educomp with an IB school and Euro kids with a
primary and pre-primary school.
The Institute of International Business Relations
Germany is ready to launch their programs in
the next 12 months. NSHM Knowledge Campus
of Kolkata, Symbiosis of Pune and Christ
University of Bangalore are also to follow with
their campuses over the next 18 months.
Professional and Executive Education has also
taken off in Lavasa in a big way with MIT having
conducted their pilot program based on Airport
and Airline Systems, Planning and Management.
This has prepared a platform for them to conduct
similar programmes at Lavasa in the future. In
addition, The Biomimicry Guild, USA also held
its first executive education at Lavasa.
The focus on branding and communication
activities at the consumer continued with
momentum through 2009-10. The
communication activities were targeted at the
various stakeholders and clearly positioned
Lavasa as a future city in the making. A thought
leadership platform –Lavasa Future Cities was
launched in association with the Times of India
group. The key objective was to trigger a
thought process amongst public as well as key
decision makers on not only the need to push
for creation of more urban centres for the
rapidly migrating Indian populace but also to
HCC 84TH ANNUAL REPORT 2009-2010
48
push forth the need for better and more
workable governance structures. This intensive
5 month campaign was planned and executed
across various media (print, radio, internet, on-
ground events) and included a Citizen Connect
initiative.
During the year, Lavasa Corporation Ltd. has
registered impressive performance with turnover
of Rs. 481.60 crore as compared to Rs. 212 crore
in the previous year. The profit before tax is at
Rs. 209.50 crore as compared to Rs. 135.10 crore
in the previous year.
(ii) HCC Real Estate Ltd.
HCC is developing its real estate business through
its wholly owned subsidiary HCC Real Estate Ltd.
(HREL). The focus of HREL has been on acquiring
and developing real-estate assets that provide
unique value propositions to customers.
Consequently, instead of building large land
banks, HREL has been focusing on developing
projects that are “one of a kind” in India.
During the financial year 2009-10, 247 Park at
Vikhroli (West) was completed. Inspite of
recessionary period, 247 Park has got good
response from the various clients and is now
leased to the extent of more than 75% of the
overall leasable area. Considering the interest
expressed by potential clients, we are confident
of leasing out the balance area during the 1st
quarter.
247 Park was awarded the prestigious “LEED”
certification for Green Building. It was also
awarded by CNBC Awaaz-CRISIL as “The Best
Commercial Building in Western Region of India”.
For the Township projects in the areas of Thane,
Pune & Nashik, the Company is consolidating its
position in respect of land titles and other
documentation. The progress on this front is
satisfactory.
Charosa Wineries Ltd., a 100% subsidiary of HREL,
established in 2008-09 for setting up world-class
vineyard and ultra-modern winery in Nashik
district has already acquired more than 200 acres
of land. All the infrastructural work for vineyard
is already completed. The first crop of wine grapes
has already been cultivated for captive use.
Company plans to complete the construction and
commission the winery during the year 2010-11.
Company has also plans to promote wine tourism
considering the increasing wine consumption in
the region.
During the year, HREL formed a 100% subsidiary
under the name HCC Realty Limited to undertake
certain projects.
CMYK
Dholera Project
The Company has received an extension of two
years to the MOU with Gujarat Government to
develop a Water Front City at Dholera on 4,000
acres as the master plan for the same is being
finalized by the Consultants appointed by the
Government. The Water Front City will be
developed with proposed total investment of
Rs. 40,000 crore in Dholera Special Investment
Region (SIR) located at the Gulf of Cambay about
130 km from Ahmadabad. Dholera is in the
influence area of the Delhi-Mumbai Industrial
Corridor (DMIC) project which has witnessed
substantial progress in the last one year. Company
has continued with the next steps of preparation
of concept development report and is expected
to receive the site options from Gujarat
Infrastructure Development Board (GIDB), the
nodal agency for Dholera SIR by June 2010.
(iii) HCC Infrastructure Ltd.
HCC Infrastructure Ltd., the company formed as
a separate wholly owned subsidiary in the
financial year 2007-08 to develop infrastructure
projects has during the year under review
gathered rapid momentum and grown its
portfolio from Rs. 2307 crore in last fiscal to
Rs. 5539 crore in 2009-10.
During the year HCC Infrastructure concentrated
mainly on National Highways Authority of India
(NHAI) projects on a public private partnership
basis with the support of an excellent team that
has special DNA that leverages its in – house
construction expertise and quality, while
opportunistically defining its own legacy as an
asset manager.
During the year under review, HCC Infrastructure
qualified for 27 road projects, and focused its
bids only for three projects with 100% success.
That expressed discipline, creativity and highly
patient investment strategy. In February 2010,
the NHAI awarded three contiguous sections of
approximately 256 km. for the development of
existing two lanes to four lanes between
Baharampore to Dalkhola on NH–34 in the state
of West Bengal.These concessions were
awarded on a Design, Build, Finance, Operate,
and Transfer (DBFOT) Toll basis with a
cumulative grant of Rs. 1033 crore. The first
section is from Baharampore to Farakka
(103 km), the second is from Farakka to Raiganj
(103 km) and the third is between Raiganj and
Dalkhola (50 km). These projects are proposed
to be implemented by three separate special
purpose vehicles (SPVs) viz. Baharampore-
Farakka Highways Ltd. (BFHL), Farakka-Raiganj
Highways Ltd. (FRHL) and Raiganj-Dalkhola
Highways Limited (RDHL) respectively.
The 4 lane Dhule-Palasner Road project on NH-3
from 168.500 km. to 265.000 km. in the State of
HCC 84TH ANNUAL REPORT 2009-2010
49
Maharashtra under DBFOT basis won last year
in a consortium with two other partners namely
John Laing, (U.K.) and Sadbhav Engineering,
(India) has achieved Financial Closure within the
minimum possible time frame and also has
reached to 10% physical completion. This project
is being implemented by a special purpose
vehicle (SPV), Dhule- Palesner Tollway Ltd.
(DPTL).
The prestigious ongoing 6 lane Badarpur-
Faridabad Elevated Highway project from 16.100
km. to 20.500 km. on Delhi-Agra Section of NH-2
has also reached to 67% completion within 15
months and expected to be commercially
operational in next year. This project is being
implemented by a special purpose vehicle (SPV),
Badarpur-Faridabad Tollway Ltd. (BFTL)
Also during the year under review, Nirmal BOT
Road project of 278.000 km. (Kadthal) to 308.000
km. (Armur) of NH-7 in the State of Andhra
Pradesh under North-South Corridor (NHDP
Phase-II) on BOT (Annuity) Basis is now fully
operational with in-house O&M team and has
achieved Commercial Operation Date 100 days
ahead of schedule which entitles an early project
completion bonus of Rs.13.22 crore. This project
is being implemented by a special purpose
vehicle (SPV), Nirmal BOT Ltd. (NBL).
5. Subsidiary Companies
At the beginning of the year, the Company had 36
subsidiary companies. During the year the following
changes have taken place.
a) Your Company has promoted following wholly
owned subsidiary/subsidiary companies for
promoting Company’s other businesses at
opportune times and for specific infrastructure
development projects.
Name of the Company Date of
Incorporation
Highbar Technologies Limited 25.11.2009
Baharampore-Farakka Highways
Limited 11.03.2010
Farakka-Raiganj Highways Limited 11.03.2010
Raiganj-Dalkhola Highways
Limited 11.03.2010
b) HCC Real Estate Limited (the wholly owned
subsidiary) has promoted the following wholly
owned subsidiary company, making it a
subsidiary of your Company from the date of its
incorporation.
Name of the Company Date of
Incorporation
HCC Realty Limited 18.02.2010
c) Lavasa Corporation Limited has promoted the
following companies making them subsidiaries
CMYK

of your Company from the day of their In terms of the approval granted by the Central
incorporation. Government under Section 212(8) of the Companies
Name of the Company Date of Act, 1956, vide its letter bearing number 47/156/2010-
Incorporation CL-III dated March 19, 2010 the copies of the Balance
Sheet, Profit and Loss Account, Reports of the Board
Green Hills Residences Limited 06.05.2009
of Directors and the Auditors’ of the Subsidiary
My City Technology Limited 04.08.2009 Companies for the year ended March 31, 2010 are
Reasonable Housing Limited 23.09.2009 not attached to the Balance Sheet of the Company.
Minfur Interior Technologies The Company will make available the annual
Limited 30.11.2009 accounts and other related detailed information of
the following subsidiaries upon request by any
Verzon Hospitality Limited 08.01.2010 member / investor of the Company / Subsidiary
Rhapsody Hospitality Limited 14.01.2010 Companies:
Valley View Entertainment Limited 20.01.2010 1. Hincon Technoconsult Ltd
Andromeda Hotels Limited 22.01.2010 2. Western Securities Ltd
Sirrah Palace Hotels Limited 25.01.2010 3. Pune Paud Toll Road Company Ltd
4 Nirmal BOT Ltd
Whistling Thrush Facilities
5. Badarpur Faridabad Tollway Ltd
Services Limited 27.01.2010
6. HCC Infrastructure Ltd
Warasgaon Tourism Limited 25.02.2010 7. HCC Aviation Ltd
Our Home Service Apartments 8. Panchkutir Developers Ltd
Limited 10.03.2010 9. Highbar Technologies Ltd
Sahyadri City Management 10. HCC Construction Ltd
Limited 12.03.2010 11. HCC Mauritius Enterprises Ltd
Warasgaon Power Supply Limited 12.03.2010 12. HCC Singapore Enterprises Pte. Ltd
13. HCC Real Estate Ltd
Hill City Service Apartments
Limited 26.03.2010 14. HRL Township Developers Ltd
15. HRL (Thane) Real Estate Ltd
Baharampore-Farakka Highways Limited, Farakka- 16. Nashik Township Developers Ltd
Raiganj Highways Limited, Raiganj-Dalkhola 17. Maan Township Developers Ltd
Highways Limited the direct subsidiaries of the 18. Charosa Wineries Ltd
Company shall close their first financial year on 19. Powai Real Estate Developers Ltd
March 31, 2011 and therefore no accounts have been 20. Lavasa Corporation Ltd
prepared by these companies for the period ended
21. Lavasa Hotel Ltd
March 31, 2010.
22. Warasgaon Lake View Hotels Ltd (formerly known
HCC Realty Limited subsidiary of HCC Real Estate as Lavasa Star Hotel Ltd)
Limited shall close its first financial year on March 23. Apollo Lavasa Health Corporation Ltd
31, 2011 and therefore no accounts have been 24. Lakeshore Watersports Company Ltd
prepared by this company for the period ended March 25. Dasve Convention Centre Ltd
31, 2010. 26. Dasve Business Hotel Ltd
Verzon Hospitality Limited, Rhapsody Hospitality 27 Ecomotel Hotel Ltd
Limited, Valley View Entertainment Limited, 28. Dasve Hospitality Institutes Ltd
Andromeda Hotels Limited, Sirrah Palace Hotels 29. Lakeview Clubs Ltd
Limited, Whistling Thrush Facilities Services Limited, 30. Dasve Retail Ltd
Warasgaon Tourism Limited, Our Home Service 31. Full Spectrum Adventure Ltd
Apartments Limited, Sahyadri City Management 32. Spotless Laundry Services Ltd
Limited, Warasgaon Power Supply Limited, Hill City 33. Lavasa Bamboocrafts Ltd
Service Apartments Limited which are the direct 34. Knowledge Vistas Ltd
subsidiaries of Lavasa Corporation Limited shall close 35. Green Hill Residences Ltd
their first financial year on March 31, 2011 and 36. My City Technology Ltd
therefore no accounts have been prepared by these 37. Reasonable Housing Ltd
companies for the period ended March 31, 2010.
38. Minfur Interior Technologies Ltd
A Statement pursuant to Section 212 of the Companies
Act, 1956 containing the details of subsidiaries of the Further, the annual accounts of the subsidiary
Company, forms part of the Annual Report. companies will also be kept for inspection by any

HCC 84TH ANNUAL REPORT 2009-2010

50
CMYK
member / investor at the Company’s Registered
Office. The Company has presented the Audited
Consolidated Financial Statements and the same have
been prepared in compliance with the Accounting
Standard AS-21 issued by the Institute of Chartered
Accountants of India (ICAI).
6. Acquisition of Controlling Stake in Karl Steiner
AG, Switzerland
In March 2010, your Company agreed to acquire
controlling stake i.e. 66% equity stake in Karl Steiner
AG, Switzerland (KSAG), the second largest total
services contractor in the Swiss Real Estate market.
This is the Company’s first international acquisition.
KSAG specialises in turnkey development of new
buildings and refurbishments and offers services in
all facets of real estate construction.
KSAG was founded in 1915 and during its rich
history, KSAG has constructed over 1,200 residential
projects, 540 office buildings, 45 hotels and 150
social infrastructure buildings which include
universities, schools, hospitals, prisons and nursing
homes. Among KSAG’s many clients, for which the
company has realized or renovated headquarters
are Nestlé, Helvetia, Merck-Serono, Sanofi - Pasteur
and the World Economic Forum. KSAG has also
built laboratories for companies like IBM and the
Federal Institute of Technology. In Zurich, KSAG has
constructed/renovated the Park Hyatt, Radisson Blu,
and The Savoy Hotels. Other significant
accomplishments for the company include Sihl City
(a CHF 500 million integrated development including
a hotel, shopping center, offices and a residential
complex), Terminal A of the Zurich Airport, portions
of the Geneva airport, the Swiss Re convention
center and the home of Google Europe. In the past
ten years, KSAG has completed nearly CHF 10 billion
worth of real estate construction, which translates
to approximately 32 million square feet of
development.
Your Company agreed to acquire 66% stake by way
of issuance of new shares in consideration for CHF
35 million cash investment in KSAG. KSAG shall use
the funds raised by the capital increase for its Swiss
operations and the growth of the Company’s core
business in India’s growing residential and
commercial construction market
In 2014, in line with the envisaged succession
process, KSAG’s sole owner Mr. Peter Steiner will
sell his remaining shares to the Company. The shares
will be sold at a pre-agreed price based on KSAG’s
earnings achieved between 2010 and 2013.
The acquisition of KSAG shall bring a rich experience
of constructing world class integrated buildings to
your company.
HCC 84TH ANNUAL REPORT 2009-2010
51
Apart from this, the acquisition of KSAG shall bring
the following benefits to HCC: -
• Entry into the lucrative integrated building
construction market in India, which is estimated
at Rs.65, 000 to Rs.75, 000 crores annually.
• Total solutions ability for a facility at a single source.
• Implementation of new technologies to support
sustainable and green development.
• Safe and fast construction processes.
• Access to many world class, cutting edge
European technologies that will augment EPC
offerings in India and other markets.
The transaction is subject to regulatory approvals in
Switzerland and India and shall close in the first
quarter of the FY 2010 -2011.
7. Employee Stock Option Scheme (ESOP)
In accordance with the approval of the Board of
Directors and the Shareholders of the Company, the
ESOP Compensation Committee at its Meeting held
on July 20, 2009 re-priced the 41,31,600 number of
Options (after adjusting for Options lapsed) already
granted by the Company on April 25, 2008 under
HCC Employee Stock Option Scheme at Rs.104.05
per Option (earlier Rs.132.50 per Option).
Further, out of total 43,25,350 Options granted (in
force) 7,70,880 number of Options have been vested
with the employees during the year.
The particulars with regard to the Stock Options as
required to be disclosed pursuant to the provision of
Clause 12 of SEBI (Employee Stock Option Scheme
and Employee Stock Purchase Scheme) Guidelines
1999, as amended as on March 31, 2010 are set out
in the Annexure I to this Report.
8. a) Raising of Funds through Qualified Institutional
Placement and Increase in Paid-up Equity
Share Capital
During the year under review, your Company
successfully raised funds aggregating
Rs. 4,80,10,50,000/- (Rupees four hundred eighty crore
ten lakhs fifty thousand only) through Qualified
Institutional Placement of 4,70,00,000 Equity Shares
of nominal / face value Re. 1/- each at an issue price
of Rs. 102.15 per Equity Share (inclusive of premium
of Rs. 101.15 per Equity Share).
This has resulted in increasing the Paid up Equity
Share Capital of the Company from 25,62,49,600
Equity Shares of Re. 1/- each aggregating
Rs. 25,62,49,600/- (Rupees twenty five crore sixty
two lakhs forty nine thousand six hundred only)
to 30,32,49,600 Equity Shares of Re. 1/- each
aggregating Rs. 30,32,49,600/- (Rupees thirty
crore thirty two lakhs forty nine thousand six
hundred only).
CMYK
The entire issue proceeds aggregating Rs.480.11
crore have been utilized by the Company towards
financing of capital expenditure, meeting the
working capital requirements of the Company
and repayment of loans in terms of the objects
of the issue.
b) Status of GDSs / FCCBs & Utilisation of Proceeds
During the financial year 2005-06, the Company
had made a combined offering of Global
Depository Shares (GDSs) and Foreign Convertible
Bonds (FCCBs) for an aggregate amount of USD
200 million. The FCCBs and underlying equity
shares of GDSs have been allotted on March 29,
2006. As at March 31, 2010, out of 2,69,54,200
underlying equity shares of GDSs, 1,40,146 GDSs
have remained outstanding which forms part of
the existing paid up capital of the Company.
During the year under review, none of the bond
holders have exercised their option for
conversion of FCCBs into equity shares. However,
the Company had re-purchased and cancelled
3.4% of its outstanding Zero Coupon Foreign
Currency Convertible Bonds (FCCBs) due 2011
of USD 1,00,000 each aggregating to USD 3.4
million (Nominal Value) in accordance with the
Guidelines prescribed by Reserve Bank of India.
As at March 31, 2010, 966 FCCBs of the nominal
value of USD 1,00,000/- each aggregating to
USD 96.60 million have remained outstanding.
The entire issue proceeds from aforesaid issue
of GDSs & FCCB aggregating to Rs.869.54 crore
have been utilized by the Company towards
financing of capital expenditure and for meeting
the working capital requirements of the Company
in terms of the objects of the issue.
9. Constitution of Selection Committee
The Company formed a Selection committee during
the financial year 2009-10 as per the requirements of
Directors’ Relatives (Office or Place of Profit) Rules,
2003 to deal with matters concerning the appointment
and remuneration of relatives of Director for holding
office or place of profit in the Company. The
Committee comprises of three Directors; namely,
Mr. Nirmal P. Bhogilal, Chairman and Independent
Director, Mr. Ram P. Gandhi, Independent Director,
Mr. Anil Singhvi, Independent Director and one
Mr. Ashish Singh, an expert who is MBA (Harvard
Business School) & B.A. Economics (Harvard
College), the Managing Director of Bain & Co., India
with significant experience in organization redesign,
across multiple industries.
Pursuant to the provisions of Section 314(IB) of the
Companies Act, 1956 and rules made thereon, the
Selection Committee & the Board of Directors in its
meeting held on October 23, 2009 and Shareholders of
the Company through Postal Ballot had approved the
HCC 84TH ANNUAL REPORT 2009-2010
52
appointment and remuneration of Mr. Arjun Dhawan, a
relative (son-in-law) of Mr. Ajit Gulabchand, Chairman
& Managing Director of the Company, to hold and
continue to hold an office or Place of Profit as a
President–HCC Infrastructure Business of the Company
with effect from November 01, 2009, remuneration being
subject to the approval of the Central Government.
10. Consolidated Financial Statements
As stipulated by Clause 32 of the Listing Agreement
with the Stock Exchanges, the attached consolidated
financial statements have been prepared in
accordance with the Accounting Standard AS-21 &
AS-27 read with Accounting Standard AS-23 on
Accounting for Investments in Associates.
11. Corporate Governance
A separate section titled “Corporate Governance”
including a certificate from the Auditors of the
Company confirming compliance of the conditions
of Corporate Governance as stipulated under
Clause 49 of the Listing Agreement is annexed hereto
and forms part of the Report.
12. Directors
Retirement by rotation
As per the provisions of the Companies Act, 1956 read
with Article 152 of the Articles of Association of the
Company Mr. D.M. Popat and Mr. Y.H. Malegam are
the Directors of the Company to retire by rotation and
being eligible, offer themselves for re-appointment.
Appointment of the Directors of the Company
Mr
Mr.. K. G. Tendulkar
Tendulkar
The tenure of Mr. K. G. Tendulkar as Deputy
Managing Director of the Company expired on
November 7, 2009. The Board of Directors place on
record its appreciation of the contributions made and
the valuable services rendered by him during his
tenure as Executive Director (Operations) and Deputy
Managing Director of the Company.
The Board of Director of the Company at its Meeting
held on October 23, 2009 appointed Mr. K. G.
Tendulkar as an Additional Director of the Company
with effect from November 8, 2009, who holds office
upto the date of the forthcoming Annual General
Meeting and is eligible for appointment as a Director
of the Company.
Mr.. Anil C. Singhvi
Mr
Mr. Anil C. Singhvi, was appointed as a Director of
the Company by the Board of Directors at its Meeting
held on July 27, 2007 to fill in the casual vacancy
caused in the Board due to the resignation by Mr. R.
G. Vartak, who holds office upto the date of the
forthcoming Annual General Meeting and is eligible
for appointment as a Director of the Company.
All these directors have filed Form DD-A with the
Company as required under the Companies
CMYK
(Disqualification of Directors under Section 274(1)
(g) of the Companies Act, 1956) Rules, 2003.
Brief particulars and expertise of these Directors and
their other directorship and committee membership
have been given in the Report on the Corporate
Governance and in the Notice of the ensuing Annual
General Meeting of the Company.
13. Directors’ Responsibility Statement
In accordance with the provisions of Section 217(2AA)
of the Companies Act, 1956, with regard to the
Directors’ responsibility statement, the Board of
Directors confirms that:
a) in the preparation of the annual accounts, the
applicable accounting standards have been
followed and there has been no material
departure;
b) the selected accounting policies were 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, 2010 and
of the profits of the Company for the year ended
on that date.
c) proper and sufficient care has been taken for the
maintenance of adequate accounting records in
accordance with the provisions of the Companies
Act,1956 for safeguarding the assets of the
Company and for preventing and detecting fraud
and other irregularities.
d) the annual accounts have been prepared on a
going concern basis.
14. Industrial Relations
The industrial relations continue to be generally
peaceful and cordial.
15. Transfer to Investor Education and Protection Fund
(IEPF)
The Company has, during the year under review,
transferred a sum of Rs.7.94 lacs to Investor
Education and Protection Fund, in compliance with
the provisions of Section 205C of the Companies
Act, 1956. The said amount represents dividend,
debentures and interest on debentures which
remained unclaimed by the shareholders / debenture
holders of the Company for a period exceeding 7
years from their respective due dates of payment.
16. Particulars of Employees and other additional
information.
The information required under Section 217 (2A) of the
Companies Act, 1956 and the Rules made there under
HCC 84TH ANNUAL REPORT 2009-2010
53
is given in the Annexure to this Report and forms part
of the Report. However, in terms of Section 219(1) (b)
(iv) of the Companies Act, 1956, the Report and
Accounts are being sent to the shareholders excluding
the aforesaid Annexure. Any Shareholder interested in
obtaining copy of the same may write to the Company
Secretary at the Registered Office of the Company.
17. Conservation of Energy
Energy,, technology absorption and
foreign exchange earnings and outgo.
The information relating to the conservation of
energy, technology absorption and foreign exchange
earnings and outgo as required to be disclosed under
the Companies (Disclosure of particulars in the Report
of the Board of Directors) Rules 1988, is given in the
Annexure II forming part of this Report.
18. Auditors
M/s K. S. Aiyar & Co., Chartered Accountants,
Mumbai, Auditors of the Company, bearing ICAI
Registration No. 100186W retire at the ensuing
Annual General Meeting and are eligible for re-
appointment. They have furnished a certificate to the
effect that their proposed appointment, if made will
be in accordance with the limits specified under
section 224(1-B) of the Companies Act, 1956.
19. Auditors’ Report
The Auditors’ Report to the shareholders does not
contain any qualification.
20. Acknowledgements
Your Directors would like to express their sincere
appreciation to the Financial Institutions, Banks, Central
and State Governments and the Company’s valued
investors for their continued co-operation and support.
Your Directors also take this opportunity to
acknowledge the dedicated efforts made by workers,
staff, and officers at all level for their contribution to
the success achieved by the Company.
For and on behalf of the Board of Directors
AJIT GULABCHAND
Chairman & Managing Director
Registered Office:
Hincon House
Lal Bahadur Shastri Marg
Vikhroli (West)
Mumbai-400 083
Place: Mumbai
Dated: April 30, 2010
CMYK

Annexure to the Directors’ Report: I

Disclosure pursuant to the provisions of Securities and Exchange Board of India, (Employee Stock Option
Scheme and Employee Stock Purchase Scheme) Guidelines, 1999 as on March 31, 2010.
Employees Stock Option Scheme
a) Options granted 46,52,550
b) The Pricing formula The Closing market price on the Stock Exchange, which recorded the
highest Trading Volume in the Company’s share prior to the date of the
Meeting of ESOP Compensation Committee in which Options were
granted / re-priced.
c) Options vested 7,70,880
d) Options exercised Nil
e) Total No. of shares arising as a
result of exercise of Options Nil
f) Options lapsed 3,27,200.
g) Variation of terms of Options In accordance with the approval of the Board of Directors and the
Shareholders of the Company, ESOP Compensation Committee at its
Meeting held on July 20, 2009 had re-priced the 41,31,600 Options already
granted by the Company at Rs.104.05 per Option (earlier Rs.132.50 per
Option).
h) Money realized by exercisable
Options Nil
i) Total No. of Options in force 43,25,350
j) Employee wise details of Options granted to:

Sr
Sr.. No. Directors & Senior Managerial Personnel Number of
Names Designations Options granted

1. Mr. Y. H. Malegam Director 34,300

2. Mr. Rajas R. Doshi Director 34,300
3. Mr. D. M. Popat Director 34,300
4. Mr. Ram P. Gandhi Director 34,300
5. Prof. Fred Moavenzadeh Director 34,300
6. Mr. Sharad M. Kulkarni Director 34,300
7. Mr. Nirmal P. Bhogilal Director 34,300
8. Mr. Anil Singhvi Director 34,300
9. Mr. K. G. Tendulkar* Director 6,17,600
10. Mr. Vinayak Deshpande President & COO – HCC (E & C) 1,93,750
11 Mr. Rajgopal Nogja President – Lavasa & HREL 1,71,600
12 Mr. P. Chakrapani Executive Vice-President – HCC Infrastructure 76,900
13 Mr. Praveen Sood* Group Chief Financial Officer 2,74,500
14 Mr. Arun Karambelkar* Group Executive Vice-President- Integrated 2,74,500
Resources Management
15 Mr. Aditya Jain Group Executive Vice-President – Human Resources 2,00,300
16 Mr. S.K. Dharmadhikari* Executive Vice-President – Business Development 3,43,200
& Construction Solutions
17 Mr. N. R. Acharyulu* Executive Vice-President – Water Business 3,43,200

HCC 84TH ANNUAL REPORT 2009-2010

54
CMYK

Sr
Sr.. No. Directors & Senior Managerial Personnel Number of
Names Designations Options granted

18 Mr. Parvez Alam* Vice President – Hydro & Transport 3,43,200

19 Mr. D. M. Kudtarkar* Vice President -Tendering & Construction Solutions 3,43,200
20 Mr. K. R. Visvanath* Vice President – Nuclear & Thermal & Special
Projects Business 2,28,700
21 Mr. S.W. Gaitonde* Vice President – EPC (Kishanganga HEP) 2,28,700
22 Mr. V. P. Kulkarni Company Secretary 1,37,200
23 Mr. Jimmy Mogal Vice President – Corporate Communications 1,37,200
24 Mr. Satish Pendse Chief Information Officer 1,37,200

Total No. of Options outstanding 43,25,350

Identified employees who were granted Options, during any one year, equal to or
exceeding 1% of the issued capital of the Company at the time of grant. Nil

* Employees who have been granted Options amounting to 5% or more of the total Options granted.

For and on behalf of the Board of Directors

AJIT GULABCHAND
Chairman & Managing Director
Registered Office:
Hincon House
Lal Bahadur Shastri Marg
Vikhroli (West)
Mumbai-400 083
Place: Mumbai
Dated: April 30, 2010

HCC 84TH ANNUAL REPORT 2009-2010

55
CMYK
Annexure to the Directors’ Report: II
Information as per section 217 (1) (e) of the Companies
Act, 1956 read with the Companies (Disclosure of
particulars in the Report of the Board of Directors)
Rules, 1988
I. Conservation of Energy
a) Energy Conservation Measures Taken:
Taken:
• HCC is continuing with energy saving
measures initiated earlier like usage of Load
Sharing System in D.G. plants, APFC
(Automatic Power Factor Controller) panels
for GRID Power, FCMA (Flux Compensated
Magnetic Amplifier) Starter for Crusher
Motors, Variable Frequency Drive (VFD)
Starting System for Ventilation Fans and
Tunnel Excavation Machines (Road Header)
• In this year we have introduced Solar Water
Heating System at Nimoo Bazgo Project
which reduces input power requirement.
b) Additional investment and proposals, if any
being implemented for reduction in
consumption of Energy:
• Introduction of Lighting Energy Saver (About
10 %) in GRID Power circuit at Project sites
Locations like Camp, Office, Yard & Area
Lighting etc.
c) Impact of measures at (a) and (b) above for
reduction of Energy consumption and
consequent impact on the production of goods:
Energy conservation measures continue to
reduce the production cost per unit with
reference to energy consumption.
d) T
To
otal energy consumption and energy
consumption per unit as per form –A of
Annexure to the rules of Industries specified
in the schedule thereto:
Not Applicable
II. Technology Absorption
Efforts made in technology absorption as per Form-
B of the Annexure to the Rules.
1. Research and Development (R&D)
Rapid changes in the area of infrastructure
creation and management has resulted in new
demands in terms of competitiveness,
understanding and adoption of new construction
materials and technology. HCC has been giving
a thrust on research and development activities,
which include process improvement, adoption
of new construction materials and technology,
and innovation. Besides the in-house efforts to
develop appropriate technology, efforts are also
HCC 84TH ANNUAL REPORT 2009-2010
56
being made to identify technology in other areas
and study its possible use in the construction.
Innovative work by your Company’s engineers
has resulted in improvements in various areas
of operations. The areas wherein new
technologies are being examined for application
include:
• Use of new construction materials
• Development of new construction
methodologies
• Use of IT and communication tools for
monitoring and improving productivity.
• Indigenous Tunnel monitoring software
developed and used in Vizag cavern
• Asset utilization and life extension
• The Company has spent Rs.40.34 lakhs
towards Research & Development expenses,
and substantial progress to pioneer efforts
in Indian Industry is envisaged.
2. Te c h n o l o g y Absorption, Adaptation &
Innovation
a) Efforts made towards technology absorption,
adaptation and innovation during the year
2009-10 are:
• For Kishenganga Hydroelectric project,
proposal for adopting double shield type
of Tunnel boring machine is being
studied which has advantages of
overcoming adverse geological
challenges and continuous segment
erection.
• For Kishenganga Hydroelectric project,
proposal for adoption of Concrete face
rockfill dam [CFRD] has been finalized
which has got cost advantages over
conventional concrete dams. For the
foundation, plastic cut off wall is being
adopted by using modern hydromill
equipment.
• For Nimoo Bazgo Hydroelectric project,
concreting was done in extremely cold
temperatures by providing thermal
blanket to concrete surface for
overcoming temperature drop effect. For
concrete, special admixtures were used
to achieve the desired setting within the
allowable time in the extreme cold
temperatures
• For Nimoo Bazgo & Chutak Hydroelectric
project, aviation turbine fuel was used
as an additive in fuel for equipments
working in high altitude.
CMYK

• For Vizag cavern underground water tunnel, with continuous conveyor

excavation, bulk underground liquid for mucking and simultaneous
explosives were used which resulted in installation of precast segmental lining.
reduction in time cycle and better yield.
• New Austrian Tunneling Method (NATM)
By adopting this technique, record
is being used of Pir Panjal tunnels in
excavation of 1,00,000 cum/month was
Jammu and Kashmir using Tunnel
achieved
Version excavators and Road Headers.
• For Dagachu Hydroelectric project, in
b) Benefits derived as a result of the above
order to speed up construction, raise
efforts :
boring machine for excavation of pilot
hole for surge shaft and for excavation Reduction in cycle time of construction of
of full cross section of pressure shaft different components and thereby increasing
has been finalized. of productivity.
• For Dagachu Hydroelectric project, in Development of Human Resource in use of
order to accelerate tunneling progress, advanced technology with modern
use of ITC tunnel loader in combination equipment and technology.
with reversible dumper is being finalized.
c) Technology Year of Has technology
In the past, significant efforts have been Imported import been fully
made to absorb foreign technology absorbed
including methods /equipments for Use of reverse 2001 Fully absorbed
bridge construction and tunnel circulation Drill for
construction. pilling
• HCC has deployed specialized self Use of 55C 15 2003 Absorbed
climbing formwork for construction of
Fressyinet System for
tall and slender pylon legs for the pylons
Prestressing
of the cable stayed bridges of the Bandra
Worli Sea Link. This formwork has Hydro jetting 2005 Fully absorbed
enabled HCC to achieve the complicated technology for
geometry of the pylons with demanding concrete skinning
accuracy and the desired aesthetic Computerized 2005 Fully absorbed
appeal has made the pylons as the boomers
signature feature of the Bandra Worli Sea
Link. Steel corrugated tunnels 2005 Fully absorbed
Use of free flow 2005 Fully absorbed
• HCC engineers have developed (no slump) concrete in
capabilities to design complicated highly congested area
segment casting moulds for the
Badarpur Elevated High Way Project. Road Header 2006 Absorbed
This capability has been developed with De-Dusting System 2006 Absorbed
the assistance of a Specialist designer for Road Header
from Switzerland.
Tunnel version 2006 Absorbed
• A beginning has been made to achieve excavator
capabilities for in house design of Box pushing technique 2007 Absorbed
Launching Girders (at AP8 and for construction of
Gosikhurd Projects), Traveling form under existing road
works (at Chamera and Uri projects). without disturbing traffic
• HCC has designed and constructed Over on existing road at
Topping Cofferdam using geosynthetic Chennai Road Project
material and gabion Mattresses to save Use of Geo textile bags 2007 Absorbed
on re-making cost and time. This has replacing bouldercrate
been successfully adopted at Lohari pitching for Teesta
Nagpala Project. Diversion scheme
• Double Shield Tunnel Boring Machine Use of Fly ash for 2008 Absorbed
(TBM) is being used at Veligonda project embankment and RE
for excavating large diameter very long wall backfilling

HCC 84TH ANNUAL REPORT 2009-2010

57
CMYK

Technology Year of Has technology (b) Total Foreign Exchange used and earned:
Imported import been fully The information on Foreign Exchange earnings
absorbed and outgo is contained in Note no. 18 (B) and
Orica Emulsion base 2008 Absorbed (D) of Schedule Q forming part of the accounts.
explosive & Powerdet
long delay detonators
Roller Compacted 2008 Under
Concrete Technology at Implementation
Teesta Project
Wassara drilling Equipment 2008 Absorbed
(unique method of drilling
by using water power) For and on behalf of Board of Directors,
Cold weather concreting 2008 Absorbed
system and Protection
works when atmospheric AJIT GULABCHAND
temperature is below 5°C Chairman & Managing Director
III. Foreign Exchange earnings and outgo: Registered Office:
(a) Activities relating to exports, initiative taken to Hincon House
increase exports, development of new export Lal Bahadur Shastri Marg
market for production services and export plans: Vikhroli (West)
Mumbai 400 083
Visits are being made by technical and marketing
personnel to develop new export markets from Place: Mumbai
time to time. Date: April 30, 2010

HCC 84TH ANNUAL REPORT 2009-2010

58
CMYK

Auditors’ Report
To the Members of
Hindustan Construction Company Limited
Report on the accounts for the year ended on 31st March,
2010 in compliance with Section 227(2) of the Companies
Act, 1956
1. We have audited the attached Balance Sheet of
Hindustan Construction Company Limited, as at 31st
March, 2010 and also the Profit and Loss Account
for the year ended on that date annexed thereto and
the Cash Flow statement for the year ended on that
date. These financial statements are the responsibility
of the Company’s management. Our responsibility is
to express an opinion on these financial statements
based on our audit.
2. We conducted our audit in accordance with auditing
standards generally accepted in India. Those
Standards require that we plan and perform the audit
to obtain reasonable assurance about whether the
financial statements are free of material
misstatement. An audit includes examining, on a test
basis, evidence supporting the amounts and
disclosures in the financial statements. An audit also
includes assessing the accounting principles used
and significant estimates made by management, as
well as evaluating the overall financial statement
presentation. We believe that our audit provides a
reasonable basis for our opinion.
3. We did not audit the financial statements of certain
Integrated Joint Ventures reflecting Company’s share
in Loss(Net) of Rs.2.88 Crore in these financial
statements. These financial statements have been
audited by other auditors whose report(s) have been
furnished to us, and our opinion, in so far as it relates
to the amounts included in respect of the said audited
Joint Ventures, is based solely on the Report of the
other auditors.
4. As required by the Companies (Auditor’s Report)
Order, 2003 as amended by Companies (Auditor’s
Report) (Amendment) Order, 2004 issued by the
Central Government of India in terms of sub-section
(4A) of section 227 of the Companies Act, 1956, we
enclose in the Annexure a statement on the matters
specified in paragraphs 4 and 5 of the said Order.
5. Further to our comments in the Annexure referred
to above, we report that:
(a) We have obtained all the information and
explanations, which to the best of our knowledge
and belief, were necessary for the purposes of
our audit;
(b) In our opinion, proper books of account as
required by law have been kept by the Company
so far as appears from our examination of those
books;
(c) The Balance Sheet, Profit and Loss Account and
Cash Flow Statement dealt with by this report
are in agreement with the books of account;
(d) In our opinion, the Balance Sheet, Profit and Loss
Account and Cash Flow Statement dealt with by
this report comply with the accounting standards
referred to in sub-section (3C) of section 211 of
the Companies Act, 1956 to the extent applicable;
(e) On the basis of written representations received
from the directors / companies, as on 31st March,
2010, and taken on record by the Board of
Directors we report that none of the directors
are disqualified as on 31st March, 2010 from
being appointed as a director in terms of clause
(g) of sub-section (1) of section 274 of the
Companies Act, 1956.
(f) In our opinion and to the best of our information
and according to the explanations given to us,
the said accounts give the information required
by the Companies Act, 1956, in the manner so
required and give a true and fair view in
conformity with the accounting principles
generally accepted in India:
(i) In the case of the Balance Sheet, of the state
of affairs of the Company as at 31st March,
2010;
(ii) In the case of the Profit and Loss Account,
of the profit for the year ended on that date;
and
(iii) In the case of Cash Flow Statement, of the
cash flows for the year ended on that date.
For K.S.Aiyar & Co
Chartered Accountants
Registration Number;100186 W
Raghuvir M. Aiyar
Partner
Membership No.38128
Place: Mumbai
Date: 30th April, 2010

HCC 84TH ANNUAL REPORT 2009-2010

59
CMYK
Annexure to the Auditors’ Report
(Referred to in paragraph 4 of our Report of even date
on the Accounts for the year ended on 31st March, 2010
of Hindustan Construction Company Limited)
(i) The Company is maintaining proper records
showing full particulars including quantitative
details and situation of Fixed Assets.
(ii) A substantial portion of the fixed assets have been
physically verified by the management during the
year and in our opinion the frequency of such
verification is reasonable having regard to the size
of the Company and the nature of its assets. No
material discrepancies were noticed on such
physical verification.
(iii) Fixed assets disposed off during the year were
not substantial. According to the information and
explanations given to us, we are of the opinion
that the disposal of fixed assets has not affected
the going concern status of the Company.
(iv) The inventories have been physically verified
during the year by the management. In our
opinion, the frequency of verification is reasonable.
(v) The procedure of physical verification of
inventories followed by the management is
reasonable and adequate in relation to the size of
the Company and the nature of its business.
(vi) In our opinion and according to the information
and explanation given to us, the Company is
maintaining proper records of inventory. The
discrepancies noticed on verification between
physical stocks and the book records were not
material and have been properly dealt with in the
books of account.
(vii) The company has not granted unsecured loans
and Inter-Corporate Deposits to companies
covered in the Register maintained under Section
301 of the Act. Hence provisions of clause
(iii)(b),(c),(d) of paragraph 4 are not applicable to
the Company.
(viii) The company has taken unsecured loans in the
form of inter-corporate deposits from three
companies covered in the Register maintained
under Section 301 of the Companies Act, 1956.
The maximum amount involved was Rs16.48
crores and the balance at the year end was
Rs.15.17 crores
(ix) Based on the information and explanations given
to us, we are of the opinion that the rate of interest
and other terms and conditions of loans taken
from such parties covered in the Register
maintained under Section 301 are not prima facie
prejudicial to the interests of the company.
HCC 84TH ANNUAL REPORT 2009-2010
60
(x) According to the information and explanations
given to us, repayments of the principal and
interest have been regularly made as stipulated.
(xi) In our opinion and according to the information
and explanations given to us, there is an adequate
internal control system commensurate with the
size of the Company and the nature of its business,
for purchase of inventory and fixed assets and for
the Work Done. During the course of our audit,
we have not observed any major weakness in
internal control system.
(xii) Based on the audit procedures applied by us and
according to the information and explanations
provided by the management, we are of the
opinion that the particulars of contracts or
arrangements referred to in section 301 of the Act
have been entered in the register required to be
maintained under that section. The transactions
made in pursuance of such contracts or
arrangements have been made at prices which
are reasonable having regard to prevailing market
prices at the relevant time.
(xiii) The Company has not accepted any deposits from
the public within the meaning of Sections 58A
and 58AA of the Act and the rules framed there
under. Therefore, the provisions of Section 58A,
58AA and any other relevant provisions of the
Companies Act, 1956 and the rules framed
thereunder with regard to deposits accepted from
the public are not applicable to the Company.
(xiv) In our opinion, the Company has an internal audit
system commensurate with the size and nature of
its business.
(xv) The Central Government has not prescribed the
maintenance of cost records under section
209(1)(d) of the Companies Act, 1956.
(xvi) According to the records of the Company,
Provident Fund, Investor Education and Protection
Fund, Employees’ State Insurance, Income Tax,
Sales Tax, Wealth Tax, Service Tax, Customs Duty,
Excise Duty, Cess and other material statutory
dues applicable to it have been generally regularly
deposited during the year with the appropriate
authorities. According to the information and
explanations given to us, no undisputed amounts
payable in respect of above were in arrears, as at
March 31, 2010 for a period of more than six
months from the date on which they became
payable.
(xvii) According to the records of the Company, sales
tax, income tax, customs duty, wealth tax, service
tax, excise duty or cess which have not been
deposited on account of dispute are given below :
CMYK
Name of Nature of dues Year Amount
the Statute Rs. crores
Orissa Sales Reassessment of 2000-01 0.53
Tax Turnover for
1997-98 to
2000-01
(xviii) The Company does not have any accumulated
losses at the end of the financial year and has not
incurred cash losses during the financial year
covered by our audit and the immediately
preceding financial year.
(xix) In our opinion and according to the information
and explanations given to us, the Company has
not defaulted in repayment of dues to a financial
institution, bank or debenture holders.
(xx) Based on our examination of the records and the
information and explanations given to us, the
Company has not granted any loans and advances
on the basis of security by way of pledge of shares,
debentures and other securities.
(xxi) In our opinion the Company is not a chit fund or a
nidhi / mutual benefit fund / society. Therefore
the provisions of clause 4(xiii) of the Companies
(Auditor’s Report) (Amendment) Order, 2004 are
not applicable to the Company.
(xxii) In our opinion the Company is not dealing in or
trading in shares, securities, debentures and other
investments. Accordingly, the provisions of clause
4 (xiv) of the Companies (Auditor’s Report)
(Amendment) Order, 2004 are not applicable to
the Company.
(xxiii) In our opinion, the terms and conditions on which
the Company has given guarantees for loans taken
by others from banks or financial institutions are
not prejudicial to the interest of the Company.
HCC 84TH ANNUAL REPORT 2009-2010
Forum where (xxiv) In our opinion, the term loans have been applied
dispute is for the purpose for which they were raised.
pending
(xxv) According to the information and explanations
Sales Tax
Appellate
given to us and on an overall examination of the
Tribunal balance sheet of the Company, we report that no
funds raised on short-term basis have been used
for long-term investment.
(xxvi) According to the information and explanations
given to us, the Company has not made any
preferential allotment of shares to parties and
companies covered in the register maintained
under section 301 of the Companies Act, 1956.
(xxvii) The Company has created a security / charge in-
respect of secured debentures issued and
outstanding at the year end.
(xxviii) The Company has not raised any money by way
of public issue during the year. The monies raised
on account of Bonds / GDS issue in the earlier
year have been utilised for the purpose for which
it was raised as disclosed in Note III (20) of Notes
forming part of the Accounts.
(xxix) According to the information and explanations
given to us, no fraud on or by the Company has
been noticed or reported during the course of our
audit.
For K.S.Aiyar & Co
Chartered Accountants
Registration Number;100186 W
Raghuvir M. Aiyar
Partner
Membership No.38128
Place: Mumbai
Date: 30th April, 2010
61
CMYK

Balance Sheet as at 31st March, 2010

As at As at
31.03.2010 31.03.2009
Schedule Rs. Crore Rs. Crore Rs.Crore
SOURCES OF FUNDS
Share Capital A 30.33 25.63
Share Warrants — 15.19
Reserves and Surplus B 1,486.85 964.03
Total Shareholders’ Funds 1,517.18 1,004.85
Loans
(a) Secured C 963.03 904.10
(b) Unsecured D 1,551.67 1,417.70
Total Loans 2,514.70 2,321.80
Deferred Tax Liability (Net) 142.64 113.17
Total 4,174.52 3,439.82

APPLICA TION OF FUNDS

APPLICATION
Fixed Assets
(a) Gross Block E 1,814.18 1,682.83
(b) Less: Depreciation 664.49 554.65
(c) Net Block 1,149.69 1,128.18
(d) Items Awaiting Completion or Commissioning 34.85 46.44
Total Fixed Assets 1,184.54 1,174.62
Investments F 408.69 365.50
Current Assets, Loans and Advances
A. Current Assets G
(a) Inventories 3,565.22 2,776.64
(b) Sundry Debtors 2.65 4.71
(c) Cash and Bank Balances 188.32 153.87
(d) Other Current Assets 4.79 3.81
3,760.98 2,939.03
B. Loans and Advances H 863.26 528.35
Total Current Assets, Loans and Advances 4,624.24 3,467.38
Less: Current Liabilities and Provisions I
(a) Current Liabilities 1,852.00 1,402.60
(b) Provisions 190.95 165.08
Total Current Liabilities and Provisions 2,042.95 1,567.68
Net Current Assets 2,581.29 1,899.70
Total 4,174.52 3,439.82

The Annexed Notes (Schedule - Q) form an integral part of the Accounts.

As per our report attached AJIT GULABCHAND Chairman & Managing Director
For K.S. AIYAR & CO.
Chartered Accountants VINAYAK DESHPANDE Y.H. MALEGAM

}
Registration No. 100186W President and K.G. TENDULKAR
Chief Operating Officer RAJAS R. DOSHI
RAGHUVIR M. AIYAR D.M. POPAT
Partner PRAVEEN SOOD RAM P. GANDHI Directors
Membership No. 38128 Group Chief Financial Officer PROF. FRED MOAVENZADEH
SHARAD M. KULKARNI
VITHAL P. KULKARNI NIRMAL P. BHOGILAL
Company Secretary ANIL SINGHVI
Mumbai, Dated: 30th April, 2010 Mumbai, Dated: 30th April, 2010

HCC 84TH ANNUAL REPORT 2009-2010

62
CMYK

Profit and Loss Account for the year ended 31st March, 2010
Previous
Year
Schedule Rs. Crore Rs. Crore Rs. Crore
INCOME
Income from Operations J 3,862.97 3,518.32
Less: Company’s Share of Turnover in
Integrated Joint Ventures 218.77 204.62
3,644.20 3,313.70
Company’s Share of Profit/(Loss) in
Integrated Joint Ventures (14.99) 0.06
Other Income K 13.01 58.83
3,642.22 3,372.59
EXPENDITURE
Construction Expenses L 2,647.68 2,390.14
Employees’ Remuneration and Benefits M 394.35 374.90
Office and Site Establishment Expenses N 159.30 117.28
Interest O 205.15 210.50
Depreciation / Amortisation 113.90 115.22
3,520.38 3,208.04
PROFIT / (LOSS) BEFORE T AX
TAX 121.84 164.55
Provision for Current Tax 20.96 18.61
Provision for Deferred Tax 40.15 36.51
Provision for Fringe Benefit Tax — 2.40
MAT Credit Entitlement (20.71) (18.32)
PROFIT / (LOSS) AFTER T AX
TAX 81.44 125.35
Add: Balance brought forward from Last Year 279.90 207.95
Add: Transferred from Debenture Redemption Reserve 5.41 8.50
AMOUNT A VAILABLE FOR APPROPRIA
AV TION
APPROPRIATION 366.75 341.80
Less:Appropriations :
(a) Proposed Dividend 24.26 20.50
(b) Tax on Proposed Dividend 4.12 3.48
(c) Debenture Redemption Reserve 8.75 12.92
(d) General Reserve 10.00 25.00
47.13 61.90
Balance carried to Balance Sheet 319.62 279.90

Basic EPS …….. Annualised Rs.

— before and after Extraordinary Items 2.80 4.89
Diluted EPS …….. Annualised Rs.
— before and after Extraordinary Items 2.60 4.49
The Annexed Notes (Schedule - Q) form an integral part of the Accounts.

As per our report attached AJIT GULABCHAND Chairman & Managing Director
For K.S. AIYAR & CO.
Chartered Accountants VINAYAK DESHPANDE Y.H. MALEGAM

}
Registration No. 100186W President and K.G. TENDULKAR
Chief Operating Officer RAJAS R. DOSHI
RAGHUVIR M. AIYAR D.M. POPAT
Partner PRAVEEN SOOD RAM P. GANDHI Directors
Membership No. 38128 Group Chief Financial Officer PROF. FRED MOAVENZADEH
SHARAD M. KULKARNI
VITHAL P. KULKARNI NIRMAL P. BHOGILAL
Company Secretary ANIL SINGHVI
Mumbai, Dated: 30th April, 2010 Mumbai, Dated: 30th April, 2010

HCC 84TH ANNUAL REPORT 2009-2010

63
CMYK

Schedules forming part of the Balance Sheet

SCHEDULE - A As at SCHEDULE - B As at
31.03.2009 31.03.2009
SHARE CAPIT AL
CAPITAL Rs. Crore Rs.Crore RESERVES AND SURPLUS (Contd.)
RESERVES Rs. Crore Rs. Crore Rs.Crore
Authorised Capital
50,000 9.5% Redeemable Cumulative 0.50 0.50 (e) Capital Reserve (Forfeiture of Share W arrants) 15.19
Warrants) —
Second Preference Shares of (refer note 24 of part III of Schedule Q)
Rs.100/- each (f) Profit and Loss Account
49,50,00,000 Equity Shares of Re.1/- each 49.50 49.50 Balance carried forward 319.62 279.90

Total 50.00 50.00 Total 1,486.85 964.03

Issued, Subscribed & Paid-Up

SCHEDULE - C As at
30,32,49,600 Equity Shares of Re.1/- each 30.32 25.62
31.03.2009
(Previous year 25,62,49,600
SECURED LOANS Rs. Crore Rs. Crore Rs. Crore
Equity Shares of Re. 1/- each)
(a) Debentures:
Add : Forfeited Shares 0.01 0.01
(i) 10% Non-Convertible “E” Series — 5.00
Total 30.33 25.63 (ii) 9% Non-Convertible 33.33 50.00
(iii) 9.5% Non-Convertible 50.00 50.00
NOTES: (iv) 11.10% Non-Convertible 100.00 100.00
Out of 30,32,49,600 Equity Shares of Re.1/- each 183.33 205.00
(a) 12,68,66,250 Equity Shares were issued as fully paid Bonus Shares (b) From Banks:
by capitalisation of Reserves and Surplus. i) Rupee loans
(b) 2,90,55,400 Equity Shares were issued to two SEBI Registered 1) On Cash Credit Account 111.33 12.70
Institutional Investors and a Domestic Mutual Fund on a preferential 2) Exim Bank — 50.00
basis on 31st March, 2005. 3) State Bank of Travancore 60.00 100.00
(c) 2,69,54,200 Shares representing 2,69,54,200 Global Depository 4) Bank of Maharashtra 50.00 50.00
Shares were issued on 29th March, 2006 pursuant to Global 5) State Bank of India 12.50 70.00
Depository Offering by the Company. Out of the above 2,68,14,054 6) Axis Bank limited 60.00 60.00
Global Depository Shares (previous year 2,68,14,054) have been 7) IDBI Bank Limited 270.00 270.00
converted into Indian Equity Shares. 8) Bank of Baroda 50.00 —
(d) 4,70,00,000 Equity Shares were issued to QIBs by way of Qualified 9) Standard Chartered Bank 13.75 —
Institutional Placement on 4th July, 2009. 10) Development Bank -
SCHEDULE - B As at of Singapore 13.70 —
31.03.2009
641.28 612.70
RESERVES AND SURPLUS
RESERVES Rs. Crore Rs. Crore Rs.Crore
ii) Foreign currency loans
(a) Securities Premium Account :
1) State Bank of Travancore — 28.59
Balance as per last Account 502.24 573.39
2) Exim Bank — 57.11
Add: Additions during the year 475.41 —
3) Standard Chartered Bank 27.18 —
977.65 573.39 4) Development
Less: QIP / Bonds issue expenses Bank of Singapore 36.24 —
(net of Tax) 8.03 —
63.42 85.70
Add: Reversal of Provision for Premium 2.41 —
Interest accrued & Due — 0.70
on buyback of FCCBs (net of Tax)
(c) From Others 75.00 —
(refer note 21 of part III of
Schedule Q) Total 963.03 904.10
Less: Provision for Premium on 15.22 71.15
redemption of FCCBs (net of Tax) Notes:
956.81 502.24 Privately Placed Non Convertible Debentures
(b) General Reserve :
Balance as per last Account 154.38 158.81 i) 10% Non Convertible Debentures “E” Series : Secured by first
Add: Transferred from Profit and charge by way of hypothecation of specific movable properties as
Loss Account 10.00 25.00 specified in second schedule of the trust deed executed on 20th
January, 2003 in favour of Axis Bank Ltd., the trustees to the
164.38 183.81
debenture holders. These debentures having a face value of Rs.100/-
Less: Transferred to Fixed Assets /
each aggregating Rs. 15 crore are to be redeemed in seven half
Foreign Currency Monetory Item
yearly installments at the end of 48th, 54th, 60th, 66th, 72nd, 78th
Translation difference account — 29.43
and 84th month from the date of allotment i.e. 25th October, 2002.
164.38 154.38 These debentures are redeemed on 23rd October, 2009.
(c) Debenture Redemption Reserve:
ii) 9% Non Convertible Debentures: Secured by first charge on
Balance as per last Account 27.49 23.07
Company’s specific movable properties as specified in second
Add: Transferred from Profit and
schedule of the trust deed executed on 17th January, 2007 in favour
Loss Account 8.75 12.92
of UTI Bank Ltd., the trustees to the debenture holders. These
36.24 35.99 debentures having a face value of Rs.10,00,000/- each aggregating
Less: Transferred to Profit and Rs.50 crore are to be redeemed in three annual equal installments
Loss Account 5.41 8.50 commencing from the end of 3rd, 4th and 5th year from the date of
first disbursement i.e. 7th September,2006. The first installment of
30.83 27.49
Rs.16.67 crore has been paid on the due date i.e. 7th September,
(d) Forfeited Debentures Account 0.02 0.02 2009.

HCC 84TH ANNUAL REPORT 2009-2010

64
CMYK

SCHEDULE - C (Contd.) 8. Bank of Baroda

SECURED LOANS Secured by first charge by way of hypothecation of specific movable
iii) 9.5% Non Convertible Debentures: Secured by first charge on properties as described in the second schedule of the composite
Company’s specific movable properties as specified in second hypothecation agreement of loan, executed on 18th May, 2009.
schedule of the trust deed executed on 17th January, 2007 in favour 9. Standard Chartered Bank [b(i)(9) & b(ii)(3)]
of UTI Bank Ltd., the trustees to the debenture holders. These Secured by first charge by way of hypothecation of fixed movable
debentures having a face value of Rs.10,00,000/- each aggregating assets acquired under the facility as described in the first schedule
Rs.50 crore are to be redeemed by bullet payment at the end of 5th to the memorandum of hypothecation executed on 10th November,
year from the date of allotment i.e. 20th November,2007. 2009.
iv) 11.10% Non Convertible Debentures: Secured by first charge by 10. Development Bank of Singapore [b(i)(10) & b(ii)(4)]
way of hypothecation of specific immovable and movable properties
Secured by first charge by way of hypothecation of specific movable
as specified in first and second schedule of the trust deed executed
assets based on the terms of the deed of hypothecation to be
on 27th August, 2008 in favour of IDBI Trusteeship Services Ltd.
executed. The creation of security is under process.
(ITSL), the trustees to the debenture holders. These debentures
Others:
having a face value of Rs. 10,00,000/- each aggregating Rs. 100
1. SREI Equipment Finance Private Limited
crore are to be redeemed in four equal installments at the end of
Secured by first charge by way of hypothecation of specific movable
4th, 5th, 6th and 7th year from the date of allotment ie. 5th August,
assets as described in the annexure to schedule VIII of the loan
2008.
agreement executed on 3rd February, 2010 (for disbursement of
The above debentures (i) to (iv) are also secured by way of mortgage Rs.25 Crore) and on 2nd March, 2010 (for disbursement of Rs.50
of a flat situated at Lok Gaurav Complex, Vikhroli. Crore).
Banks: SCHEDULE - D As at
1. Cash credit limits are secured against hypothecation of work in 31.03.2009
progress, stores, book debts, dues and advances and residual UNSECURED LOANS Rs. Crore Rs. Crore
charge/mortgage on plant & machinery and land and buildings at A : Short Term Loans and Advances
Term
Village Tara, District Raigad.
i) From Banks
2. EXIM Bank Term Loan [b(i)(2) & b(ii)(2)]
Term (a) Commercial Paper (Maximum
Secured by a first charge on movable fixed assets acquired/to be balance outstanding during 360.00 130.00
acquired by the Company as specified in schedule III-A of the loan the year Rs.450 Crore
agreement executed on 22nd March,2007. (previous year Rs.165 Crore)
3. State Bank of Travancore T
Travancore erm Loan [b(i)(3) & b(ii)(1)]
Term (b) Term Loans
Secured by a first charge by way of hypothecation of a pool of Rupee Loan 185.00 330.00
specific plant,machinery,tools and accessories acquired / to be Interest accrued & Due on above — 0.28
acquired by the Company as specified in schedule II of the deed of ii) From Others
hypothecation executed in favour of the Bank on 15th February, (a) Intercorporate Deposits 15.06 —
2007 and deed of hypothecation executed on 23rd March, 2009 for (b) NBFC — 50.00
disbursement of Rs.75 Crore on 25th March, 2009. B : Other Loans & Advances
4. Bank of Maharashtra i) From Banks
Secured by first charge by way of hypothecation of specific assets (a) Rupee Loan* 544.99 254.99
in favour of the Bank as described in the fourth schedule of the (b) Foreign Currency Loan* 11.33 152.40
deed of hypothecation executed on 26th December, 2007.
* (Repayable within one year
5. State Bank of India Rs.186.33 crore,
Secured by first charge by way of hypothecation of specific fixed as at 31st March, 2009
assets in favour of the Bank as described in the annexure II to the Rs.164.49 crore)
agreement of loan executed on 30th November, 2007.
ii) From Others
6. Axis Bank
(a) Zero Coupon Convertible
Secured by first charge by way of hypothecation of specific movable
fixed assets as specified in the schedule annexed to the loan Foreign Currency Bonds due
agreement executed on 29th September, 2008. 2011 435.29 500.03
(refer note 19 of part III
7. IDBI Bank
of Schedule Q)
Secured by way of a) Second charge on all the movable assets of
the Company as on March 31, 2008 and b) First charge on one Flat Total 1,551.67 1,417.70
located at “Greater Kailash – II” New Delhi – 110048.

HCC 84TH ANNUAL REPORT 2009-2010

65
CMYK

SCHEDULE - E

FIXED ASSETS (Rs. Crore)

GROSS BLOCK DEPRECIATION/AMOR

DEPRECIATION/AMORTISA
TION/AMORTISATION
TISATION NET BLOCK

ASSETS As at Additions Deductions As at As at For the Deductions Upto As at As at

01.04.09 31.03. 10
31.03.10 01.04.09 year 10
31.03.10
31.03. 31.03. 10
31.03.10 31.03.09

At Cost:
Freehold Land 9.09 — — 9.09 — — — — 9.09 9.09

At Book Value
Buildings & Sheds 43.44 — 3.97 39.47 16.02 1.75 1.65 16.12 23.35 27.42

Plant & Machinery 1,354.81 124.56 113.97 1,365.40 452.49 90.26 4.58 538.17 827.23 902.32

Heavy Vehicles 142.89 15.44 4.28 154.05 37.50 15.79 1.00 52.29 101.76 105.40

Light Vehicles 29.93 7.36 4.03 33.26 10.02 2.81 1.72 11.11 22.15 19.91

Helicopter/ Aircraft 49.48 147.04 39.23 157.29 5.23 5.96 3.99 7.20 150.09 44.25

Speed Boat 0.51 — 0.02 0.49 0.13 0.02 — 0.15 0.34 0.38

Furniture and Office 18.16 0.39 0.10 18.45 10.74 1.15 — 11.89 6.56 7.42
Equipments

Computers 19.41 1.67 0.45 20.63 16.11 1.93 — 18.04 2.59 3.30

Intangible Assets 15.10 0.94 — 16.04 6.41 3.11 — 9.52 6.52 8.69
(ERP software)

Total of this year 1,682.83 297.40 166.05 1,814.18 554.65 122.78 12.94 664.49 1,149.69 —

Less Transferred to Project

Work in Progress 8.88

Depreciation as per profit

and loss account 113.90

Total of previous year 1,409.73 313.53 40.43 1,682.83 456.63 129.11 31.09 554.65 1,128.18

Less Transferred to Project

Work in Progress in
previous year 13.89

Depreciation as per profit

and loss account in
previous year 115.22

Items Awaiting Completion

or Commissioning 34.85 46.44

Total 1,184.54 1,174.62

Note :- Deductions in gross block includes decapitalisation of foreign exchange and CENVAT credit availed.

HCC 84TH ANNUAL REPORT 2009-2010

66
CMYK

SCHEDULE - F As at 31.03.2009 SCHEDULE - F As at 31.03.2009

Cost Cost Cost Cost Cost Cost Cost Cost
Unquoted Quoted Unquoted Quoted Unquoted Quoted Unquoted Quoted
INVESTMENTS Rs. Crore Rs. Crore Rs. Crore Rs. Crore INVESTMENTS Rs. Crore Rs. Crore Rs. Crore Rs. Crore
Long T erm Investments
Term (d) Other Investments:
(a) Investment in Subsidiary (i) Walchand Co-op.
Companies in India : Housing Society Ltd. 0.00* 0.00*
(i) Hincon Technoconsult Ltd. 1.00 1.00 5 Equity Shares of
10,00,000 Equity Shares of Rs.50/- each fully paid
Rs.10/- each fully paid (ii) Shushrusha Citizens 0.00* 0.00*
(ii) Western Securities Ltd. 5.38 5.38 Co-Op. Hospital Ltd. -
19,57,500 Equity Shares of 100 Equity Shares of
Rs.10/- each fully paid Rs. 100/- each fully paid
(iii) Pune Paud Toll Road (iii) Housing Development
Company Ltd. 5.44 5.44 Finance Corporation Ltd. 0.00* 0.04
54,44,500 Equity Shares 3,044 (Previous year
of Rs.10/- each fully paid 25,044 Equity Shares of
(refer note 33 of part III Rs.10/- each fully paid)
of Schedule Q) (iv) HDFC Bank Ltd. 0.00* 0.00*
(iv) HCC Real Estate Ltd. 304.47 304.47 500 Equity Shares of
4,41,28,790 Equity Shares Rs.10/- each fully paid
of Rs.10/- each fully paid (v) Hindustan Oil Exploration
(v) Nirmal BOT Ltd. 31.50 31.50 Co.Ltd. — 0.91
3,15,00,000 Equity Shares NIL (Previous year 78,061
of Rs.10/- each fully paid Equity Shares of Rs.10/- each
(vi) HCC Infrastructure Ltd. 0.05 0.05 fully paid)
50,000 Equity Shares of (78,061 Equity Shares sold
Rs.10/- each fully paid during the year)
(vii) Lavasa Corporation Ltd. 0.01 0.01 (vi) Khandwala Securities Ltd. 0.00* 0.00*
134 Equity Shares of 3,332 Equity Shares of
Rs.10/- each fully paid Rs.10/- each fully paid
(viii) Panchkutir Developers Ltd. 0.10 0.10 (vii) Hincon Finance Ltd. 0.12 0.12
1,00,000 Equity Shares of 1,20,000 Equity Shares of
Rs.10/- each fully paid Rs.10/- each fully paid
(ix) HCC Aviation Ltd. 0.05 0.05 (viii) Jyoti Ltd. 12.00 12.00
50,000 Equity Shares of 12,00,000 Equity Shares of
Rs.10/- each fully paid Rs.10/- each fully paid
(x) Badarpur Faridabad (ix) Dhule Palesner Tollway Ltd. 0.13 —
Tollways Ltd. 43.86 0.05 1,30,000 Equity Shares of
4,38,60,000 Equity Shares Rs.10/- each fully
of Rs.10/- each paid (Purchased during
fully paid (4,38,10,000 the year)
Equity Shares of
Rs.10/- each purchased Total 396.68 12.01 352.55 12.95
during the year) 408.69 365.50
(xi) HCC Construction Ltd. 0.05 —
50,000 Equity Shares of
Rs.10/- each As at 31.03.2009
Cost Market Cost Market
fully paid (purchased
Value Value
during the year)
Rs. Crore Rs. Crore Rs. Crore Rs. Crore
(xii) Highbar Technologies Ltd. 0.05 — Notes :
50,000 Equity Shares of 1. Aggregate of Investments :
Rs.10/- each fully paid (i) Quoted Investments 12.01 7.83 12.95 7.30
(purchased during the year) (ii) Unquoted Investments 396.68 352.55
(xiii) Rajganj Dalkhola Highways
Total 408.69 365.50
Ltd. 50,000 Equity Shares
of Rs.10/- each fully paid
(purchased during the year) 0.03 — Note :- * represents amount less than Rs. 100000.
(xiv) Baharampore Farakka Mutual Funds Received / Purchased and Sold during the year
Highways Ltd. 50,000 Equity Name of the Security Face V alue No. of Units Rs.
Value Crore
Shares of Rs.10/- each fully i) Kotak Liquid Institutional
paid (purchased during the Premium - Daily Dividend Rs.10/- each. 8,177,885.36 10.00
year) 0.03 — Reinvest Plan
(xv) Farakka Rajganj Highways ii) Birla Sunlife Cash Plus-
Ltd. 50,000 Equity Shares Institutional Premium Rs.10/- each. 19,961,075.90 20.00
of Rs.10/- each fully paid - Daily Dividend Reinvest Plan
(purchased during the year) 0.03 — iii) Birla Sunlife Saving Fund-
Institutional Rs.10/- each. 19,988,272.34 20.00
(b) Investment in Subsidiary - Daily Dividend Reinvest Plan
Companies outside India :
(i) HCC Mauritius Enterprises Ltd. 0.02 0.02 iv) ICICI Pru. Institutional Liquid
5,000 Shares of USD 1 each Plan-Super Institutional Rs.10/- each. 39,991,201.94 40.00
fully paid - Daily Dividend Reinvest Plan
(ii) HCC Singapore Enterprises v) HDFC Liquid Fund Premium
PTE Ltd. 0.02 0.02 Plan Institutional Rs.10/- each. 24,470,219.74 30.00
5,000 Shares of - Daily Dividend Reinvest Plan
USD 1 each fully paid vi) UTI Liquid Fund Cash Plan
(c) Investment in the capital Institutional Rs.10/- each. 196,185.04 20.00
of Partnership Firm - Daily Income Option
Vikhroli Corporate Park 4.34 4.34 Reinvestment Plan
(refer note 23 of part III vii) Kotak Flexi Debt Scheme
of Schedule Q) Institutional Rs.10/- each. 19,907,492.06 20.00
- Daily Dividend Reinvest Plan

HCC 84TH ANNUAL REPORT 2009-2010

67
CMYK

SCHEDULE - G As at SCHEDULE - H (Contd.) As at

31.03.2009 31.03.2009
CURRENT ASSETS Rs. Crore Rs. Crore LOANS AND ADVANCES
ADVANCES Rs. Crore Rs. Crore
Inventories Unsecured, Considered Good
(As technically valued and Certified (e) Loans & advances / deposits to
by the Management) Partnership firm 20.22 0.67
(a) Stores,Spares and Embedded Goods, at Cost 259.94 292.02
(f) Foreign Currency Monetory Item
(b) Fuel, at Cost 13.63 12.24 Translation difference account 2.17 19.33
(c) Materials in transit, at Cost 1.61 0.54 (g) Integrated Joint Ventures (net)
(d) Work in Progress
(i) HCC L & T Purulia Joint Venture 1.89 3.00
Uncompleted Contracts and value of
Work Done 3,379.57 2,768.27 (ii) Nathpa Jhakri Joint Venture 8.04 29.22
Less: (iii) KSHI Joint Venture 0.53 1.40
(i) Advances Received/Other Recoveries 304.24 426.45 (iv) Alpine Samsung HCC Joint Venture — 2.68
(ii) Related Site Mobilisation Expenses 88.24 148.78
(v) Alpine HCC Joint Venture 8.38 7.71
2,987.09 2,193.04
(vi) Dhule Palesner Tollway Ltd. 6.39 —
Add: Retention Money 302.95 278.80
Total 863.26 528.35
3,290.04 2,471.84
Total 3,565.22 2,776.64
SCHEDULE - I
CURRENT LIABILITIES AND PROVISIONS
Sundry Debtors
Current Liabilities
Unsecured, Considered Good :
(a) Outstanding over six months — — (a) Sundry Creditors
(refer note 13 of part III of Schedule Q) 1,186.79 1,032.10
(b) Others 2.65 4.71
(b) Due to Subsidiary companies — 5.23
Total 2.65 4.71
(c) Advances from Contractees 736.28 502.91
Less: Related Site Mobilisation
Cash and Bank Balances Expenses 88.24 148.78
(a) Cash on Hand 1.33 1.56 648.04 354.13
(b) Cheques on Hand 37.86 25.04
(d) Interest Accrued but not due on Loans 11.81 7.62
(c) With Scheduled Banks
(e) Integrated Joint Ventures (net)
(i) Current Accounts in Indian Rupees 95.84 100.45
(ii) Current Accounts in Foreign Currency 41.25 18.08 (i) HCC Pati Joint Venture 2.71 2.71

(iii) Deposit Accounts in Indian Rupees 12.04 8.74 (ii) Alpine Samsung HCC Joint Venture 1.74 —
Total 188.32 153.87 (f) Investor Education & Protection Fund
shall be Credited by the following
amounts when due:
Other Current Assets
Interest Accrued on others 4.79 3.81 (i) Unclaimed Dividend 0.91 0.78

Total 4.79 3.81 (ii) Unclaimed Debentures

(including interest) — 0.03
Grand Total 3,760.98 2,939.03
Total 1,852.00 1402.60

SCHEDULE - H
LOANS AND ADV ANCES Provisions:
ADVANCES
Unsecured, Considered Good (a) Proposed Dividend 24.26 20.50
(a) Advances Recoverable in Cash or in Kind (b) Tax on Proposed Dividend 4.12 3.48
or for Value to be received 232.50 183.28
(c) Provision for Premium on redemption
(b) Advance Payment of Taxes net of provision 108.70 71.33 of FCCBs 127.14 107.78
Advance Tax Rs.187.07 crore (refer note 19 of part III of Schedule Q)
(Previous year Rs.130.48 crore) including
MAT credit entitlement Rs.40.30 Crore (d) Provision for Leave Encashment 12.02 11.64
(Previous Year - Rs.19.39 Crore), 21.87
(e) Provision for Gratuity 20.19
Provision for Tax Rs.78.37 crore
(Previous year Rs.59.15 Crore) (f) Provision for Sick leave 1.54 1.49
(c) Earnest Money, Security and Other Deposits 22.10 17.71 Total 190.95 165.08
(d) Loans & advances to Subsidiary companies Grand Total 2,042.95 1,567.68
(refer note 25 of part III of Schedule Q) 452.34 192.02

HCC 84TH ANNUAL REPORT 2009-2010

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CMYK

Schedules forming part of the Profit and Loss Account

SCHEDULE - J Previous SCHEDULE - N (Contd.) Previous
Year OFFICE AND SITE Year
INCOME FROM OPERA TIONS
OPERATIONS Rs. Crore Rs. Crore Rs. Crore ESTABLISHMENT EXPENSES
ESTABLISHMENT Rs. Crore Rs. Crore Rs. Crore
Value of Work Done
i) Contract Revenue (j) Guarantee, Commission and Charges 10.32 11.17
(refer note 30 of part III of Schedule Q) 3,642.18 3,304.94 (k) Finance Charges 3.68 8.22
ii) Service Income from Joint Ventures 2.02 8.76
(l) Miscellaneous Expenses 13.68 11.34
Total 3,644.20 3,313.70 (m) Computer Maintenance & Development
Add: Company’s Share of Turnover in Expenses 5.38 5.43
Integrated Joint Ventures 218.77 204.62 (n) Donations 3.21 5.13
(refer note 12 of part III of Schedule Q)
(o) Donations to Political parties
Grand Total 3,862.97 3,518.32 (refer note 32 of part III of Schedule Q) 5.00 —
(p) Provision for Doubtful Advances. 0.09 —
SCHEDULE - K
OTHER INCOME (q) Loss on Sale of Assets (net) 16.25 —
(a) Dividend on Other Investments 0.24 0.56 (r) Expenses relating to prior years — 0.04
(b) Miscellaneous Receipts 7.43 7.12 (s) Share of Loss in Partnership firm 0.10 0.91
(c) Profit on Sale of Assets — 61.63 Total 159.30 117.28
(d) Profit on Sale of Investments (Net) 6.69 1.69
(e) Earlier Years’ Provisions No Longer Required — 0.08 SCHEDULE - O
(f) Exchange Loss ( Net ) (1.35) (12.25) INTEREST
(a) On Debentures 20.47 19.79
Total 13.01 58.83 (b) On Other Accounts 206.47 205.83

SCHEDULE - L 226.94 225.62

CONSTRUCTION EXPENSES Less: Interest Capitalised 0.79 1.27
(a) Stores and Embedded Goods consumed 226.15 224.35
Stock at Commencement 292.02 336.48 Less: Interest Earned (Gross)
Add: Purchases 1,054.37 1,210.89 0.05
(a) Fixed deposits with Foreign Banks 0.41
1,346.39 1,547.37 (b) Others 20.95 13.44
Less: Scrap and Unserviceables (Tax Deducted at Source
Sold 26.49 18.95 Rs.2.77 Crore Previous Year
Rs.1.47 crore)
1,319.90 1,528.42
Less: Stock at Close 259.94 292.02 21.00 13.85

1,059.96 1,236.40 Total 205.15 210.50

(b) Sub-Contract, Transportation, Hire etc. 1,348.72 888.75
[refer note 3(a) & 3(b) of part III of Schedule Q] SCHEDULE - P
(c) Power and Fuel 200.51 227.67 Statement of Computation of Net Profit
(d) Repairs to Machinery 7.04 14.48 Under Section 198 (read with Section 349)
of the Companies Act, 1956, for the purpose of
(e) Other Repairs 2.02 1.65 Managerial Remuneration for the year ended
(f) Rent 14.48 12.85 31st March, 2010
(g) Water Charges 14.95 8.34 Previous
Total 2,647.68 2,390.14 Year
Rs. Crore Rs. Crore
SCHEDULE - M Profit Before Tax as per Profit and Loss Account 121.84 164.55
EMPLOYEES’ REMUNERA
REMUNERATIONTION AND BENEFITS Add: (a) Depreciation Charged as per Profit and
(a) Salaries,Wages,Bonus and Gratuity 348.65 332.34 Loss Account 113.90 115.22
(b) Contribution to Provident Fund 18.61 17.72 (b) Managerial Remuneration and
and Other Funds Directors’ Fees 10.41 8.64
(c) Welfare Expenses 27.09 24.84 (c) Loss on Sale of Fixed Assets as per 21.53 2.80
Profit & Loss Account
Total 394.35 374.90
(d) Profit on Sale of Assets as per Section 2.05 2.20
349 of the Companies Act,1956
SCHEDULE - N
OFFICE AND SITE EST ABLISHMENT EXPENSES
ESTABLISHMENT 269.73 293.41
(a) Stationery, Postage, Telephone & Advertisement 17.56 11.52 Less: (a) Depreciation as per Section 350 of the
(b) Travelling and Conveyance 24.06 21.08 Companies Act, 1956 113.90 115.22
(c) Rent 7.19 0.90 (b) Loss on Sale of Assets as per Section
(d) Rates and Taxes 2.09 1.06 349 of the Companies Act,1956 21.53 2.80
(e) Insurance 2.92 3.23 (c) Profit on Sale of Fixed Assets as per 5.28 64.43
(f) Professional Charges 36.21 25.86 Profit & Loss Account
(g) Repairs and Maintenance 10.33 10.40 (d) Profit on Sale of Investments 6.69 1.69
(h) Directors’ Fees 0.21 0.14
Net Profit as per Section 198 (read with
(i) Auditors’ Remuneration: 122.39
Section 349) of the Companies Act, 1956 109.27
(i) Audit Fees 0.45 0.40
(ii) Tax Audit Fees 0.11 0.11 Maximum amount of Remuneration Permissible 12.23 10.93
to Wholetime Directors (@10% of Net Profit)
(iii) For Reviews and Certification
Work 0.40 0.29 Commission to Wholetime Directors — —
(iv) Reimbursement of Out of Maximum amount of Commission Permissible
Pocket Expenses 0.06 0.05 to Non-Executive Directors (@1% of Net Profit) 1.22 1.09
1.02 0.85 Commission to Non-Executive Directors 0.50 0.48

HCC 84TH ANNUAL REPORT 2009-2010

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CMYK
SCHEDULE - Q
SIGNIFICANT ACCOUNTING POLICIES AND NOTES FORMING PAR
PART
ART
OF THE ACCOUNTS AS AT 31ST MARCH, 2010
AT
I. Significant Accounting Policies
1. Basis of Accounting
The Company maintains its accounts on accrual basis.
Management makes estimates and technical and other
assumptions regarding the amounts of income and expenses
in accordance with GAAP in the preparation of the financial
statements. Difference between the actual results and
estimates are recognised in the period in which they are
determined.
2. Fixed Assets
Fixed assets are stated at cost of acquisition including
attributable interest & financial costs till the date of acquisition/
installation of the assets and improvement thereon less
accumulated depreciation / amortisation.
Intangible assets comprise of licence fees, other
implementation cost for software (ERP) and other application
softwares acquired for inhouse use.
3. Depreciation
Depreciation on fixed assets is provided:
i) In respect of buildings and sheds, furniture and office
equipments on the written down value method (pro-rata
on additions and deletions of the year) at rates prescribed
in Schedule XIV of the Companies Act, 1956.
ii) In respect of plant & machinery, heavy vehicles, light
vehicles, helicopter, aircraft and speed boat on the straight
line method at rates prescribed in schedule XIV of the
Companies Act, 1956 on a pro-rata basis.
iii) In respect of computers depreciation is provided on
straight line basis over a period of three years on a pro-
rata basis.
iv) The depreciation on assets used for construction has been
treated as period cost.
v) Software and implementation costs including users
licence fees of the Enterprise Resourse Planning (ERP)
system and other application software costs are
amortised over a period of 5 years.
4. Investments
Investments are classified as long-term and current
investments. Long-term investments are shown at cost or
written down value (in case of other than temporary
diminution) and current investments are shown at cost or
market value whichever is lower.
5. Employee Benefits
i) Defined Contribution plan
Contribution to provident fund and superannuation fund
is accounted on accrual basis.
ii) Defined Benefit plan
Gratuity is charged to revenue on the basis of actuarial
valuation and in case of daily rated workmen on actual
basis computed on tenure of service as at the end of the
year.
iii) Other Benefits
Short term and long term compensated absenses are
provided for based on actuarial valuation.
The actuarial valuation is done as per projected unit credit
method.
The obligation is measured at the present value of the
estimated future cash flows. The discount rates used for
determining the present value of the obligation under
HCC 84TH ANNUAL REPORT 2009-2010
70
defined benefit plans, is based on market yields on
Government securities as at the Balance Sheet date,
having maturity periods approximating to the terms of
the related obligations.
6. Inventories
a) The stock of stores, spares and embedded goods and
fuel is valued at cost (weighted average basis), or net
realisable value whichever is lower.
b) Work-in-Progress is valued at the contract rates and site
mobilisation expenditure of incomplete contracts is stated
at cost.
c) Certain loose plant, tools & service equipments costing
below Rs. 5 lacs are valued at proportionate written down
value @ 3% p.m. over a period of 32 months.
d) Site mobilisation expenses are presented as a deduction
from advances from contractees to the extent funded by
such advances.
7. Provisions, Contingent Liabilities and Contingent Assets
Provisions involving substantial degree of estimation in
measurement are recognised when there is a present obligation
as a result of past events and it is probable that there will be
an outflow of resourses. Contingent liabilities are not
recognised but are disclosed in the notes. Contingent assets
are neither recognised nor disclosed in the financial statements.
8. Borrowing Costs
Borrowing costs that are attributable to the acquisition,
construction or production of a qualifying asset are capitalised.
Other borrowings costs are expensed out.
9. Foreign Exchange T ranslation of Foreign Projects and
Translation
Accounting of Foreign Exchange T ransactions
Transactions
a) Current assets and current liabilities are translated at the
exchange rate prevailing on the last day of the year.
b) Gains or losses arising out of remittance / translations at
the year-end are credited / debited to the profit and loss
account for the year except in cases where they relate to
acquisition of Fixed assets, in which case they are
adjusted to the carrying cost of such assets.
c) Foreign exchange transactions are converted into Indian
rupees at the prevailing rate on the date of the
transaction.
d) Exchange differences arising on contracts are recognised
in the period in which they arise and the premium paid /
received is accounted as expense / income over the period
of the contract.
10. Financial Derivatives & Hedging Transactions
Transactions
Financial derivatives and hedging contracts are accounted on
the date of their settlement and realised gain/ loss in respect
of settled contracts is recognised in the profit & loss account
along with the underlying transactions.
11. Accounting of Construction Contracts
The Company follows the percentage completion method,
based on the stage of completion at the balance sheet date,
taking into account the contractual price and revision thereto
by estimating total revenue and total cost till completion of
the contract and the profit so determined has been accounted
for proportionate to the percentage of the actual work done.
Revenue is recognized as follows:
a) In case of Item rate contracts on the basis of physical
measurement of work actually completed at the balance
sheet date.
b) In case of lumpsum contracts, revenue is recognized on
the completion of milestones as specified in the contract
or as identified by the management.
CMYK

SCHEDULE - Q (Contd.) SCHEDULE - Q (Contd.)

Foreseeable losses are accounted for as and when they are As at As at
determined except to the extent they are expected to be 31.03.2010 31.03.2009
recovered through claims presented or to be presented to the Rs. Crore Rs. Crore
customer or in arbitration. (ii) Claims not acknowledged as debts
Claims are accounted as income in the year of receipt of by the Company. 2.69 0.40
arbitration award or acceptance by client or evidence of (iii) Sales Tax liability / Works Contract
acceptance received. Tax liability that may arise in respect
12. Accounting for Joint Venture Contracts
Venture of matters in appeal 14.26 7.56
(Net of an amount of Rs.0.53 Crore
(a) Contracts executed in Joint Venture under work sharing
(previous year Rs.12.06 crore))
arrangement (consortium) are accounted in accordance
recoverable from Clients as per the
with the accounting policy followed by the Company as
terms of contract )
that of an independent contract to the extent work is
executed. (iv) Bills discounted with banks 165.98 241.39
(b) In respect of contracts executed in Integrated Joint (v) Corporate Guarantees:
Ventures under profit sharing arrangement (assessed as The Company has provided an
AOP under Income tax laws), the services rendered to undertaking to pay in the event of
the Joint Ventures are accounted as income on accrual default on loan given by a bank to
basis. The profit / loss is accounted for, as and when it is subsidiary,Joint Ventures.
determined by the Joint Venture and the net investment
a) Pune Paud Toll Road Company
in the Joint Venture is reflected as investments, loans &
Limited 14.36 18.48
advances or current liabilities.
b) Lavasa Corporation Limited 555.44 185.43
13. Taxation
c) HCC Real Estate Limited 423.93 410.00
The tax expense comprises of current tax & deferred tax
charged or credited to the profit and loss account for the year. d) Nirmal BOT Limited 6.18 26.78
Current tax is calculated in accordance with the tax laws e) Charosa Wineries Limited 22.00 17.00
applicable to the current financial year. The deferred tax charge
vi) A client has encashed Performance Bank Guarantee amounting
or credit is recognised using the tax rates and tax laws that
to Rs. 27.40 Crore in the year 2007-08 which is disputed by the
have been enacted by the balance sheet date. Where there are
Company. The Company has been legally advised that it has a
unabsorbed depreciation or carry forward losses, deferred tax
good case on merits and therefore has invoked arbitration
assets are recognised only if there is virtual certainty of
provisions of the contract. During the year issues to be decided
realisation of such assets. Other deferred tax assets are
by the Arbitral Tribunal have been framed by the Tribunal.
recognised only to the extent there is reasonable certainty of
Pending resolution of the dispute the encashed Bank Gurantee
realisation in future. At each balance sheet date, recognised
is considered as a current asset.
and unrecognised deferred tax assets are reviewed.
III. Notes :
14. Leases
1. Advances from contractees of Rs.736.28 Crore (previous year
Lease rentals in respect of assets aquired under operating Rs.502.90 Crore) have been guaranteed by Company’s bankers to
lease are charged to Profit and Loss account.
the extent of Rs.692.85 Crore (previous year Rs.473.42 Crore).
15. Impairment of Assets 2 Commitment for capital expenditure is Rs.74.28 Crore (previous
The Company makes an assessment of any indicator that may year Rs. 130.09 Crore).
lead to impairment of assets on an annual basis. 3. (a) Sub-contract, transportation, hire etc. include insurance
An asset is treated as an impaired when the carrying cost of Rs.31.05 Crore ( previous year Rs. 24.87 Crore), rates and taxes
the asset exceeds its recoverable value, which is higher of net Rs.130.06 Crore (previous year Rs. 127.20 Crore ) and lease
selling price and value in use. Any impairment loss is charged rent Rs.7.02 Crore (previous year Rs.6.83 Crore ).
to profit and loss account in the year in which it is identified (b) Light vehicle expenses grouped under construction expenses
as impaired. include insurance Rs.2.15 Crore (previous year Rs.0.86 Crore)
16. Employees Stock Option Plan and taxes Rs.0.10 Crore (previous year Rs. 0.11 Crore). No
allocation is made to it for petrol and maintenance at the sites.
In respect of the stock options granted pursuant to the
4. Loans and Advances include an amount due from an Officer of the
Company’s stock option scheme, market value of the
Company’s shares as on the grant date was equal to the par Company Rs.0.09 Crore (previous year Rs.0.12 Crore). Maximum
amount outstanding during the year Rs.0.12 Crore (previous year
value for the options granted, hence no accounting entries as
per ESOP guidelines are required to be made. Rs.0.14 Crore).
2009-10 2008-09
II. Contingent Liabilities As at As at
5. Managerial Remuneration : Rs. Crore Rs. Crore
31.03.2010 31.03.2009
Rs. Crore Rs. Crore (i) Salary 4.09 3.52

(i) Counter Indemnities given to : (ii) Commission to Chairman & Managing

Director & whole time Directors — —
Banks, in respect of contracts
(iii) Commission to Non-executive Directors 0.50 0.48
(a) For works in India
(Secured on all the assets) 1,619.53 1,741.86 (iv) Contribution to Provident and other Funds 2.06 0.95
(v) Perquisites 3.57 3.55
(b) *For works abroad (secured by
ECGC counter guarantees) 202.93 32.30 Total 10.22 8.50
*(Converted in rupees at the rate Note:The above figure does not include provision for gratuity liability
fixed by the Bank)
actuarially valued as separate figures are not available.

HCC 84TH ANNUAL REPORT 2009-2010

71
CMYK

SCHEDULE - Q (Contd.) SCHEDULE - Q (Contd.)

6. I) The Company has taken various construction equipments and 11. (a) Contracts executed by the following Joint Ventures are
vehicles under non cancelable operating leases. accounted for as per accounting policy No. 12 (a).
The future minimum lease payments in respect of these as at i) HCC-Van Oord Joint Venture ix) HCC-MEIL - CBE Joint Venture
31st March, 2010 are as follows. ii) Samsung-HCC Joint Venture x) HCC-MEIL - BHEL Joint Venture
Rs.Crore
iii) L & T-HCC Joint Venture xi) HCC-MEIL - SEW- AAG Joint Venture
As at As at
iv) HCC-KBL Joint Venture xii) HCC-MEIL - SEW Joint Venture
31.03.2010 31.03.2009
v) HCC-NCC Joint Venture xiii) HCC-Halcrow Joint Venture
Minimum Lease Rental payments
vi) HCC-CEC Joint Venture xiv) HCC-Laing-Sadbhav
i) Payable Not Later than one year 7.56 8.90
vii) HCC-NOVA Joint Venture xv) HCC-MEIL- NCC- WPIL Joint Venture
ii) Payable Later than one year but viii) HCC-CPPL Joint Venture xvi) MEIL-IVRCL- HCC - WPIL Joint Venture
not later than five years 1.47 9.03
(b) Contracts executed by the following Joint Ventures are
Total 9.03 17.93 accounted for as per accounting policy No. 12 (b).
II) The lease agreement provides for an option to the Company Name of the Name of the Method of Share of
to renew the lease period at the end of the non cancelable Venture Venture/s Accounting Interest
period.There are no exceptional/restrictive covenants in the Partner/s
lease agreements. HCC-L&T Purulia Larsen & Toubro Ltd. Percentage 57%
7. The Income-tax assessments of the Company have been completed completion
upto the accounting year ended 31st March, 2006. Several appeals HCC-Pati Pati Sendirian, Berhad Percentage 50%
preferred by the Company are pending before appellate authorities. completion
Deferred Tax liability for the year ended 31st March, 2010 has been Nathpa Jhakri Impregilio Spa, Italy Completed 40%
provided on the estimated tax computation for the year. Contract
Major components of deferred tax assets and liabilities arising on Kumagai-Skanska Skanska, Kumagai Completed 19.60%
account of timing differences are: HCC-Itochu Group Itochu Contract
2009-10 2008-09 Alpine - Samsung Alpine Meyreder Bau, Percentage 33%
Assets Liabilities Assets Liabilities - HCC Samsung Corporation completion
Rs. Crore Rs. Crore Rs. Crore Rs. Crore
Alpine - HCC Alpine Meyreder Bau Percentage 49%
a) Depreciation 104.71 69.28 completion
b) Claims/Arbitration Dhule Palesner HCC Infrastructure Ltd., Percentage 26%
Awards 90.53 79.92 Tollway Ltd. John Laing Investment Ltd., completion
c) Others 9.42 0.60 John Laing Investments
Mauritius (No 1) Ltd.,
d) FCCBs premium 43.18 36.63 Sadbhav Engineering Ltd.,
Total 52.60 195.24 36.63 149.80 Sadbhav Infrastructure
Projects Ltd.
8. Disclosure in relation to the Derivative instruments In respect of Joint Ventures the Company alongwith other JV
For hedging Foreign Currency members is jointly & severally responsible for performance of the
risk for unsecured loans: Number of contracts Rs. Crore contracts.
i) Options 6 94.40 12. Financial Interest in Jointly Controlled Entities.
(3) (66.95) Rs. Crore
ii) Forward Contracts NIL NIL Name of HCC’
HCC’ss Share of
(NIL) (NIL) the Joint Assets Liabilities Turnover Other Expenses
Venture Income
(Note: Figures in bracket pertain to previous year).
As at For the year ended
Foreign Currency exposure not hedged as on 31st March, 2010 is 31st March, 2010 31st March, 2010
Rs.563.93 Crore (previous year Rs. 971.91 Crore).
9. The Company has a single segment namely “Engineering & HCC-L&T Purulia 5.80 1.77 — 0.07 0.04
Construction”. Therefore, the Company’s business does not fall Joint Venture (5.91) (1.87) (0.02) (0.06) (0.24)
under different business segments as defined by AS 17- “Segmental HCC-Pati Joint 3.53 5.22 — — 0.00*
Reporting” issued by ICAI. Venture (3.53) (5.22) — (0.11) 0.00 *
10. Disclosure in accordance with Accounting Standard - 7 (Revised)- Nathpa Jhakri 9.42 9.42 6.00 — 18.13
Amount due from / to customers on Construction Contracts.
Joint Venture (31.26) (14.96) (1.43) — (1.41)
2009-10 2008-09
Rs. Crore Rs. Crore Kumagai-Skanska 1.11 3.73 — — 0.12
HCC-Itochu Group (1.67) (4.17) — — (-0.13)
Contract Revenue 10,717.87 8,413.10
Alpine-Samsung- 43.68 47.02 118.10 0.31 121.27
Contract Costs incurred 9,515.60 7,392.98 HCC Joint (117.65) (118.12) (142.73) — (143.20)
Recognised Profits / Losses 1,202.27 1,020.12 Venture
Advances received 582.95 496.12 Alpine-HCC 26.74 26.23 94.67 0.38 94.96
Retention Money 208.33 173.30 Joint Venture (39.40) (38.96) (60.44) — (60.00)

Gross amount due from Customer for Dhule Palesner 48.64 48.64 — — —
Contract Work 1,551.43 1,368.65 Tollway Ltd. (—) (—) (—) (—) (—)

Gross amount due to Customer for Total 138.92 142.03 218.77 0.76 234.52
Contract Work 290.88 415.20 (199.42) (183.30) (204.62) (0.17) (204.72)
Note :- The above information is given only in respect of contracts
entered into on or after 01.04.03. (Note: Figures in bracket pertain to previous year ).

HCC 84TH ANNUAL REPORT 2009-2010

72
CMYK

SCHEDULE - Q (Contd.) SCHEDULE - Q (Contd.)

13. The Company has amounts due to suppliers under the Micro, Small
and Medium Enterprises Development Act 2006, as at 31st March,
2010. The disclosure pursuant to the said Act is as under:
Principal amount due to suppliers under MSMED Act
Interest accrued and due to suppliers under MSMED
Act on the above amount
Payment made to suppliers (other than interest) beyond
appointed day during the year
Interest paid to suppliers under MSMED Act
Interest due and payable to suppliers under MSMED
Act towards payments already made
Interest accrued and remaining unpaid at the end of the
accounting year
Note : This information as required to be disclosed under the Micro,
Small and Medium Enterprises Development Act, 2006 has been
determined to the extent such parties have been identified on the
basis of information available with the Company.
14. In accordance with Accounting Standard 11 (Revised) the net
exchange loss debited to profit & loss account is Rs.1.35 Crore
(previous year Rs.12.26 Crore).
The Companies (Accounting Standards) Amendment Rules 2009
has amended the provisions of AS-11 relating to “The Effects of the
changes in Foreign Exchange Rates” vide notification dated 31st
March, 2009. In terms of these amendments, the Company has
carried over long term monetory exchange loss of Rs. 2.17 Crore
through “Foreign Currency Monetory Items Translation Difference
Account” (previous year Rs.19.33 Crore), to be amortised over the
balance period of such long term asset/ liability but not beyond
31st March 2011. Further foreign exchange difference (net) of
Rs.62.89 Crore (Previous year Rs.99.64 Crore) on capital account
has been taken to the cost of respective fixed assets.
15. During the year, Company claimed Cenvat Credit of Rs.49.84 Crore
on capital and non-capital goods from 2004-05 to 2006-07 in terms
of Circular dated 01.10.2007. As a result the gross block of fixed
assets is reduced by Rs.48.25 Crore, accumulated depreciation is
reduced by Rs.9.99 Crore with corresponding effect on inventory
except for an amount of Rs.2.63 Crore relating to closed projects
credited to the Profit and Loss Account.
Rs. Crore
D. Earnings in foreign currencies 2009-10 2008-09
(on accrual basis)
0.03 Export of goods or services on 78.54 70.73
F.O.B. basis and work bills realised
—* on contracts
19. The Company issued at par 1,000 Zero Coupon Convertible Bonds
2.04 due 2011 of US$1,00,000 each and 2,69,54,200 Global Depository
— Shares (GDSs) for an issue price of US $ 3.71 each aggregating to
US $ 200 million. (INR 891.60 Crore as on the date of issue) in the
year 2005-06 to finance capital expenditure, acquisitions, investment
0.04
in Company’s real estate subsidiary and any other use as may be
permitted under applicable law or by relevant regulatory bodies
0.04 from time to time . The Bondholders have an option of converting
these Bonds into shares at an initial conversion price of Rs. 248.08
per share with a fixed rate of conversion of Rs.44.58 = US$1 at any
time on or after 11th May, 2006 up to 18th February, 2011. The
Bonds are also redeemable at the option of the Company at least at
130% of the early redemption amount at any time on or after 14th
April, 2009 upto 18th February, 2011. Unless previously redeemed ,
converted or purchased and cancelled , the Bonds will be redeemed
on 1st April, 2011 at 137.7139 % of their principal amount.
The Offering Circular provides for an adjustment to the conversion
price of the FCCBs in the event the Company making a fresh issue
of its equity shares for a consideration that is less than the Current
Market Value of the equity shares as on the date on which the
Company fixes the consideration.
Pursuant to the issuance of fresh equity shares to QIBs, the Company
has revised the conversion price of the FCCBs from Rs. 248.08 to
Rs. 246.02.
Premium payable on redemption of FCCBs till 31st March, 2010 has
been adjusted net of tax in the Securities Premium Account.
20. In the year 2005-06 pending utilization of the issue proceeds of
Zero Coupon Foreign currency convertible bonds (FCCB) and Global
Depositary Shares (GDS) an amount of Rs.869.54 Crore had been
kept in Foreign Currency Current and Deposit Accounts. During the
current year out of issue proceeds, Rs.NIL (previous year Rs.14.42
Crore) has been utilized for meeting working capital requirements
in terms of the objects of the issue.

16. Value of assets taken on lease NIL (previous year NIL). Future 21. During the year ended 31st March, 2010, 34 FCCBs of the face value
obligation on account of lease rentals Rs.9.03 Crore (previous year of USD 100,000 each were bought back by the Company aggregating
Rs. 17.93 Crore). to USD 0.34 crore.
17. Intangible assets (ERP) includes compatible software Rs.0.94 Crore Further, provision made for premium on redemption of FCCBs by
(previous year Rs.3.15 Crore). debiting Securities Premium in the previous year has been reversed
to the extent it pertains to the FCCBs buyback.
18. Additional information pursuant to the provisions of part II of
Schedule VI to the Companies Act, 1956 (wherever applicable). 22. The Company vide its Qualified Institutional Placement Document
dated 30th June, 2009 has placed 4,70,00,000 fully paid equity shares
Rs. Crore
of Re 1/- each at an issue price of Rs 102.15 per equity share
2009-10 2008-09 (including a premium of Rs 101.15 per equity share), aggregating
A. Value of Imports calculated on CIF Basis : to Rs 480.11 Crore to Qualified Institutional Buyers. These equity
(i) Components, embedded goods shares have been subsequently issued and alloted at its Board
and spare-parts 65.26 96.23 meeting held on 4th July, 2009.
(ii) Capital goods 180.39 90.89 23. Investment in the capital of Partnership Firm - Vikhroli Corporate
B. Expenditure in foreign currencies : Park
(i) Travelling expenses 0.95 0.51 As at As at
(ii) Other expenses 23.26 22.46 31.03.2010 31.03.2009
Rs. Crore
C. Value of imported and indigenous
components, embedded goods Partners Share in firm Capital Contribution
and spare parts consumed: (i) HCC Real Estate
Rs. Crore % Rs. Crore % Limited 80% 54.08 54.08
(i) Imported into India 21.77 2.05 40.16 3.25 (ii) Hindustan Construction
(ii) Indigenous, to the Company Limited 20% 4.34 4.34
site 1,038.19 97.95 1,196.24 96.75
24. The Company issued 75,00,000 Warrants of Re.1/- each at a premium
1,059.96 100.00 1,236.40 100.00 of Rs. 202.50 per warrant on preferential basis to promoters on
20th December, 2007. The Warrant holders were entitled to apply

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SCHEDULE - Q (Contd.) SCHEDULE - Q (Contd.)

for and be allotted, in one or more tranches, one equity share of 2009-10 2008-09
Re. 1/- each of the Company per warrant, anytime after the date of Non Funded Non Funded
allotment of Warrant but before the expiry of 18 months from the Gratuity Leave Gratuity Leave
date of allotment of such Warrants. Upon exercise of the right to Encash- Encash-
apply for equity shares, the Warrant holders were liable to make ment ment
the payment of 90% of the issue price. The Board upon receipt of B. Net Asset / (Liability)
the entire amount was to allot one equity share per Warrant. recognised in the
However, upon not exercising the option, an amount of Rs.15.19 Balance Sheet
Crore equivalent to 10% of the issue price of 75,00,000 warrants 1. Present value of the
received during the previous year have been forfeited. obligation. 21.41 11.75 19.95 11.42
25. Disclosure as per Clause 32 of the Listing agreement and as per
2. Fair value of Plan Assets — — — —
Schedule VI of the Companies Act, 1956.
3. Funded Status
Loans and advances given to Subsidiaries. Rs. Crore
(surplus / deficit) — — — —
Outstanding Maximum balance
Balance during the period Net Asset / (Liability)
recognised in the
As at As at As at As at
Balance Sheet 21.41 11.75 19.95 11.42
31.03.10 31.03.09 31.03.10 31.03.09
i) HCC Real Estate Ltd. (HREL) Subsidiary 121.51 0.63 128.67 57.48 4. Add: a) Provision for
ii) Pune Paud Toll Road separated
22.74 22.74 employees/ Others 0.46 0.13 0.24 0.07
Company Ltd. Subsidiary 13.90 13.90
iii) Nirmal BOT Ltd. Subsidiary 33.19 31.50 41.18 40.94 b) Provision at
overseas branch — 0.14 — 0.15
iv) Lavasa Corporation Ltd. Subsidiary of 20.41 8.29 20.97 12.07
HREL Total provision
(refer schedule ‘I’) 21.87 12.02 20.19 11.64
v) HCC Mauritius Enterprise Ltd. Subsidiary 0.06 0.03 0.06 0.03
vi) HCC Singapore Enterprise C. Change in Present value of obligation
PTE Ltd. Subsidiary 0.06 0.04 0.06 0.04
1. Present value of obligation
vii) HCC Infrastructure Ltd. Subsidiary 136.63 7.74 136.63 7.61
as on 1st April, 2009 19.95 11.42 14.58 7.62
viii) Panchkutir Developers Ltd. Subsidiary 91.52 81.01 91.52 81.01
2. Current Service Cost 2.50 2.40 2.52 2.81
ix) HCC Aviation Ltd. Subsidiary 10.67 4.31 14.07 5.80
x) Badarpur Faridabad 3. Interest Cost 1.50 0.86 1.09 0.57
Tollway Ltd. Subsidiary 15.36 44.57 54.65 44.57 4. Benefits paid (2.34) (1.95) (1.91) (1.43)
xi) Charosa Wineries Ltd. Subsidiary — — — 4.00
5. Net Actuarial (Gain) / Loss
xii) HCC Construction Ltd. Subsidiary 0.05 — 0.05 — recognised during the year (0.20) (0.98) 3.67 1.85
xiii) Highbar Technologies Ltd. Subsidiary 0.14 — 0.14 — Present value of obligation 21.41 11.75 19.95 11.42
Total 452.34 192.02 510.74 267.45 as per actuarial valuation
as at 31st March, 2010
Note:- i) Loans and advances include interest free loan to Nirmal
6. Add: a) Provision for
BOT Ltd. of Rs.31.50 crore where there is no repayment separated
schedule and is repayable on demand.
employees/others 0.46 0.13 0.24 0.07
ii) Inter Corporate Deposits are repayable on demand and
b) Provision at
interest is charged at market rates.
overseas branch — 0.14 — 0.15
26. Disclosure relating to Employee Benefits - As per Revised AS - 15
Total Provision
Rs.Crore (refer schedule ‘I’) 21.87 12.02 20.19 11.64
2009-10 2008-09
Non Funded Non Funded D. Actuarial assumptions:
Gratuity Leave Gratuity Leave
A. Expenses recognised in the Encash- Encash- i. Discount Rate 8.00% p.a. 7.50% p.a.
statement of Profit & Loss ment ment ii. Salary Escalation -
Account for the year ended over a long term 7.50% p.a. 7.00% p.a.
31.03.2010
iii. Mortality rate LIC (1994-96) LIC (1994-96)
1. Current Service Cost 2.50 2.40 2.52 2.81 ultimate ultimate
2. Interest Cost 1.50 0.86 1.09 0.57
iv. Average future 20 years. 10 years.
3. Expected Return on working lifetime
Plan Assets — — — —
v. The attrition rate varies from 2% to 8% (previous year 2%
4. Net Actuarial (Gain) / to 8%) for various age groups.
Loss recognised
during the year (0.20) (0.97) 3.67 1.85 E. Accumulated compensated absences (non vesting)

5. Settlements cost/ others 0.62 0.31 0.06 0.42 Actuarial valuation of sick leave has been made on 31.03.2010.
Provision in respect of this benefit amounts to Rs.1.54 crore for
Total Expenses 4.42 2.60 7.34 5.65
the financial year ending 31.03.2010 (previous year Rs.1.49 Crore).

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27. Disclosure in accordance with Accounting Standard -18 Related Party b) Integrated Joint Ventures:
Ventures:
Transactions
i) Nathpa Jhakri Joint Venture
A. Names of Related Parties & Nature of Relationship
a) Subsidiaries & its Subsidiaries: ii) HCC-Pati Joint Venture
1) Hincon Technoconsult Ltd. iii) Kumagai-Skanska-HCC-Itochu Group
2) Western Securities Ltd. iv) HCC-L & T Purulia Joint Venture
3) Pune Paud Toll Road Company Ltd. v) Alpine - Samsung - HCC Joint Venture
4) HCC Real Estate Ltd.
vi) Alpine - HCC Joint Venture
5) HCC Singapore Enterprises Pte Ltd.
vii) Dhule Palesner Tollway Ltd.
6) HCC Mauritius Enterprises Ltd.
7) Nirmal BOT Ltd. c) Other Related Parties:
8) HCC Aviation Ltd. 1) Hincon Holdings Ltd.
9) Badarpur Faridabad Tollways Ltd. 2) Vikhroli Corporate Park
10) HCC Infrastructure Ltd. 3) Bon Sera Hotels Ltd.
11) HCC Construction Ltd.
4) Palmetto Hospitality Ltd.
12) Panchkutir Developers Ltd.
5) Gulabchand Foundation (formed under section 25 of
13) Highbar Technologies Ltd.
Companies’ Act, 1956)
14) Baharampore-Farakka Highways Ltd.
15) Farakka-Raiganj Highways Ltd. B. Key Management Personnel
16) Raiganj-Dalkhola Highways Ltd. i) Shri Ajit Gulabchand Chairman & Managing Director
17) HREL Township Developers Ltd.
ii) Shri K.G. Tendulkar Director (Deputy Managing
18) HREL (Thane) Real Estate Ltd.
Director upto 7th November, 2009)
19) Maan Township Developers Ltd.
(Previously Hinjewadi Township Ltd.) iii) Shri Vinayak Deshpande President & COO (EPC &
20) Nashik Township Developers Ltd. Construction)
21) Charosa Wineries Ltd. iv) Shri Praveen Sood Group Chief Financial Officer
22) Powai Real Estate Developers Ltd. v) Shri V. P. Kulkarni Company Secretary
23) Lavasa Corporation Ltd.
C. Transactions with Related Parties:
24) HCC Realty Ltd.
25) Lavasa Hotels Ltd. Rs. Crore
26) Warasgaon Lake View Hotels Ltd. Nature of Transactions Subsidiary Integrated Other Related
(Previously Lavasa Star Hotel Ltd.) Companies JV’s Parties
27) Appolo Lavasa Health Corporation Ltd. Purchase of Construction
28) Ecomotel Hotels Ltd. materials and Spares
29) Dasve Business Hotels Ltd. Alpine—HCC Joint venture — 0.07 —
30) Dasve Convention Centre Ltd. (—) (—) (—)
31) Lakeshore Watersport Company Ltd. Nirmal BOT Ltd. 0.30 — —
32) Lakeview Clubs Ltd. (—) (—) (—)
33) Dasve Hospitality Institutes Ltd. Total 0.30 0.07 —
34) Dasve Retails Ltd. (—) (—) (—)
35) Spotless Laundry Services Ltd. Sale of Construction
36) SOL Hospitality Ltd. * materials and Spares
37) Lavasa Bamboocraft Ltd. Badarpur Faridabad
38) Green Hill Residences Ltd. Tollways Ltd. 0.16 — —
39) Knowledge Vista Ltd. (—) (—) (—)
(Previously GDXT Oxford International School Ltd.) Alpine-Samsung-HCC
40) Full Spectrum Adventure Ltd. Joint venture — 0.03 —
41) Space Theme Park India Ltd. ** (—) (0.31) (—)
42) My City Technology Ltd. Alpine-HCC Joint venture — — —
43) Reasonable Housing Ltd. (—) (0.20) (—)
44) Minfur Interior Technologies Ltd. Lavasa Corporation Limited — — —
45) Verzon Hospitality Ltd. (0.81) (—) (—)
46) Rhapsody Hospitality Ltd.
Total 0.16 0.03 —
47) Sirrah Palace Hotels Ltd. (0.81) (0.51) (—)
48) Andromeda Hotels Limited (100%)
Sale of Fixed Assets
49) Valley View Entertainment Ltd.
Panchkutir Developers Ltd — — —
50) Whistling Thrush Facilities Services Ltd.
(61.90) (—) (—)
51) Warasgaon Power Supply Ltd.
Others — — —
52) Sahyadri City Management Ltd.
(0.04) (—) (—)
53) Warasgaon Tourism Ltd.
Total — — —
* - Ceased to be subsidiary from May’09
(61.94) (—) (—)
** - Ceased to be subsidiary from April’09

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SCHEDULE - Q (Contd.) Rs. Crore SCHEDULE - Q (Contd.) Rs. Crore

Nature of Transactions Subsidiary Integrated Other Related Nature of Transactions Subsidiary Integrated Other Related
Companies JV’s Parties Companies JV’s Parties
Rendering of Services / Advances received / recovered
Financial Income Nirmal BOT Ltd. 4.40 — —
Lavasa Corporation Ltd. 12.37 — — (51.25) (—) (—)
(6.29) (—) (—) Badarpur Faridabad Tollways Ltd. 23.48 — —
(35.77) (—) (—)
HCC Real Estate Ltd. 7.13 — —
Dhule Palesner Tollway Ltd. — 36.63 —
(4.06) (—) (—) (—) (—) (—)
HCC Infrastructure Ltd. 5.50 — — Others 0.14 — —
(—) (—) (—) (6.45) (—) (—)
HCC Aviation Ltd. 4.01 — — Total 28.02 36.63 —
(2.56) (—) (—) (93.47) (—) (—)
Alpine-HCC Joint venture — 1.76 — Share application money given
(—) (8.43) (—) during the year
Alpine-Samsung-HCC Joint venture — 0.22 — Dhule Palesner Tollway Ltd. — 6.33 —
(—) (—) (—) (—) (—) (—)
Vikhroli Corporate Park — — 0.76 Total — 6.33 —
(—) (—) (0.16) (—) (—) (—)
Others 3.51 — — Advances given / repaid
Nirmal BOT Ltd. 15.11 — —
(3.92) (0.69) (—)*
(67.20) (—) (—)
Total 32.52 1.98 0.76 Badarpur Faridabad Tollways Ltd. 9.00 — —
(16.83) (9.12) (0.16) (43.81) (—) (—)
Donation Others 0.54 — —
Gulabchand Foundation — — 3.00 (8.83) (—) (—)
(—) (—) (5.00) Total 24.65 — —
(119.84) (—) (—)
Total — — 3.00
Equity Contribution made
(—) (—) (5.00) during the year
Purchase of Fixed Assets HCC Real Estate Ltd. — — —
Lavasa Corporation Ltd. — — — (100.28) (—) (—)
(0.02) (—) (—) Badarpur Faridabad Tollways Ltd. 43.81 — —
(—) (—) (—)
Total — — —
Dhule Palesner Tollway Ltd. — 0.13 —
(0.02) (—) (—) (—) (—) (—)
Receiving of Services Baharampore-Farakka Highways Ltd. — — 0.03
Lavasa Corporation Ltd. — — — (—) (—) (—)
(5.80) (—) (—) Farakka-Raiganj Highways Ltd. — — 0.03
Hincon Technoconsult Ltd. 0.54 — — (—) (—) (—)
(—) (—) (—) Raiganj-Dalkhola Highways Ltd. — — 0.03
(—) (—) (—)
Hincon Holdings Ltd. — — 0.88
Others 0.10 — —
(—) (—) (0.17)
(0.25) (—) (—)
Western Securities Ltd. 0.11 — —
Total 43.91 0.13 0.09
(—) (—) (—)
(100.53) (—) (—)
HCC Aviation Ltd. 3.15 — —
Outstanding Receivables
(—) (—) (—) Nirmal BOT Ltd. 58.14 — —
Vikhroli Coprorate Park — — 6.05 (36.17) (—) (—)
(—) (—) (0.18) HCC Real Estate Ltd. 121.52 — —
Others — — — (—) (—) (—)
(1.25) (—) (—) HCC Infrastructure Ltd. 136.63 — —
(—) (—) (—)
Total 3.80 — 6.93
Panchkutir Developers Ltd. 91.52 — —
(7.05) (—) (0.35) (81.01) (—) (—)
Work Bill Receipts Badarpur Faridabad Tollways Ltd. — — —
Lavasa Corporation Ltd. — — — (45.81) (—) (—)
(16.70) (—) (—) Nathpa Jhakri Joint Venture — 8.05 —
Nirmal BOT Ltd. 36.01 — — (—) (29.22) (—)
(106.03) (—) (—) Alpine-HCC Joint venture — 8.38 —
(—) (7.27) (—)
Badarpur Faridabad Tollways Ltd. 160.06 — —
HCC-L & T-Purulia Joint Venture — 1.89 —
(—) (—) (—)
(—) (—) (—)
Dhule Palesner Tollway Ltd. — 62.88 —
Vikhroli Coprorate Park — — 20.22
(—) (—) (—) (—) (—) (—)
Others 12.44 — — Others 57.54 0.53 —
(14.67) (—) (—) (40.78) (7.96) (—)
Total 208.51 62.88 — Total 465.35 18.85 20.22
(137.40) (—) (—) (203.77) (44.45) (—)

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SCHEDULE - Q (Contd.) Rs. Crore SCHEDULE - Q (Contd.) Rs. Crore

Nature of Transactions Subsidiary Integrated Other Related Nature of Transactions Subsidiary Integrated Other Related
Companies JV’s Parties Companies JV’s Parties
Share W arrant forfeited
Warrant Bank Guarantees given
during the year outstanding as at the
Hincon Holdings Ltd. 12.56 — —
(—) (—) (—) end of the year
Alpine-Samsung-HCC Joint venture — 78.45 —
Total 12.56 — —
(—) (131.70) (—)
(—) (—) (—)
Alpine-HCC Joint venture — 24.38 —
Outstanding Payables
Hincon Technoconsult Ltd. — — — (—) (50.62) (—)
(1.34) (—) (—) HCC- L&T Purulia JV — 22.12 —
HCC- Pati JV — 2.71 — (—) (—) (—)
(—) (2.71) (—) Others — — —
Alpine-Samsung-HCC Joint venture — 1.74 — (—) (28.27) (—)
(—) (—) (—)
Hincon Holdings Ltd. — — 12.00 Total — 124.95 —
(—) (—) (—) (—) (210.59) (—)
Vikhroli Coprorate Park — — —
(—) (—) (0.34) Note: Figures in brackets pertain to previous year.
Badarpur Faridabad Tollways Ltd. 2.55 — —
(—) (—) (—) D. i) Details of Transactions relating to persons referred to in item
Others — — 4.33 (B) above
(0.06) (—) (—) For the For the
Total 2.55 4.45 16.33 year ended year ended
(1.40) (2.71) (0.34) Nature of Transactions 31st March, 31st March,
2010 2009
Intercorporate Deposit given /
repaid during the year Rs. Crore Rs.Crore
Alpine-Samsung-HCC Joint venture — — — Remuneration 14.63 10.50
(—) (18.00) (—)
HCC Real Estate Ltd. 114.05 — — Salary of Ms. Shalaka
(86.77) (—) (—) Gulabchand Dhawan 0.65 0.55
HCC Infrastructure Ltd. 123.93 — — (Daughter of Shri Ajit Gulabchand)
(—) (—) (—)
Security Deposit received from
Lavasa Corporation Ltd. — — — Mr. Praveen Sood — 0.10
(325.00) (—) (—)
Hincon Holdings Ltd. — — — Rent received from Mr. Praveen Sood 0.02 0.05
(—) (—) (6.70)
Vikhroli Corporate Park — — 24.50 ii) Options granted to Key Management Personnel under
(—) (—) (—) Employees’ Stock Option Scheme
Others 43.39 — 0.85 Number of Options Granted
(36.54) (—) (—) As at As at
Total 281.37 — 25.35 31st March, 31st March,
(448.31) (18.00) (6.70) 2010 2009
Corporate Guarantees given i) Shri K.G. Tendulkar 617,600 617,600
outstanding as at the end
ii) Shri Vinayak Deshpande 193,750 193,750
of the year
HCC Real Estate Ltd. 423.93 — — iii) Shri Praveen Sood 274,500 274,500
(410.00) (—) (—)
iv) Shri V. P. Kulkarni 137,200 137,200
Lavasa Corporation Ltd. 555.44 — —
(185.43) (—) (—)
28. Employees Stock Option Scheme:
Others 42.55 — —
(62.26) (—) (—) a) Options granted i) The Company offered 44,58,800 Stock
Total 1,021.92 — — Options on April 25, 2008 (each option
(657.69) (—) (—) carrying entitlement for one equity share
Intercorporate Deposit received/ of the face value of Re.1/- each) at a price
recovered during the year of Rs.132.50 per equity share.Out of the
Alpine-Samsung-HCC Joint venture — — — total Stock Options offered, 3,27,200 have
(—) (28.00) (—)
been lapsed on account of resignation
Lavasa Corporation Ltd. — — — by employees.
(325.00) (—) (—)
HCC Real Estate Ltd. 6.50 — — In accordance with the approval of the
(86.77) (—) (—) Board of Directors and the Shareholders
Hincon Holdings Ltd. — — 12.75 of the Company, the ESOP
(—) (—) (5.55)
Compensation Committee at its meeting
Badarpur Faridabad Tollways Ltd. 25.00 — —
held on July 20, 2009 has repriced the
(—) (—) (—)
above 41,31,600 options at Rs.104.05 per
Vikhroli Corporate Park — — 10.21
(—) (—) (—) equity share
Others 0.60 — — ii) The ESOP Compensation committee at
(5.47) (—) (—)
its meeting held on 23rd October, 2008
Total 32.10 — 22.96 granted 1,93,750 options at an exercise
(417.24) (28.00) (5.55)
price of Rs. 43.40 per equity share.

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SCHEDULE - Q (Contd.) SCHEDULE - Q (Contd.)

b) Settlement Through Equity Shares. compulsorily convertible at the end of 5 years at an equity
c) Options vested 7,70,880 Options shall not be vested before valuation of Rs 10,000 crores. The Investor and HCC have a
the expiry of 1 year and not after 4 years put /call option respectively to sell / purchase the DDCDs at
from the date of grant of Options. the end of 39th, 48th and 60th month from the closing date.
d) Outstanding at the beginning of the year 4,325,350 ii) Allahabad Bank has subscribed Rs. 50 Crores in the form of
e) Granted during the year NIL Deep Discount Convertible Debentures (“DDCD”).

f) Forfeited during the year
g) Exercised during the year
h) Expired / cancelled during the year
i) Outstanding at the end of the year
j) Exercisable at the end of the year
29. Earnings per share:
Basic EPS
A. Profit computation for basic
earnings per share of Re.1/-each
Net Profit as per Profit & Loss
Account available for
Equity shareholders (Rs.Crore)
B. Weighted average number of
Equity shares for (Nos.) 291,145,490 256,249,600
EPS computation
C. EPS (weighted average)
Basic EPS (before and after
Extraordinary Items)
Diluted EPS
A. Profit computation for diluted
earnings per share of Re.1/-each
Net Profit as per Profit & Loss
Account available for
Equity shareholders (Rs.Crore)
B. Weighted average number of
Equity shares for (Nos.) 312,975,222 279,294,402
EPS computation
Diluted EPS (before and after
Extraordinary Items)
30. Income From operations
Work Bills, Received Gross
Add: Accretion/ (Decretion) in
Work in progress
NIL This DDCD carry a coupon of 6% per annum on the
subscription amount and have a maximum tenor of 5 years.
NIL
The investor has an option to convert DDCDs into equity
NIL shares at anytime within 5 years from the closing date at an
4,325,350 equity valuation of Rs. 10,000 crores or at the time of Initial
NIL Public Offer (IPO) whichever is earlier. DDCDs are
compulsorily convertible at the end of 5 years at an equity
As at As at
valuation of Rs 10,000 crores. The Investor and HCC have a
31.03.2010 31.03.2009
put /call option respectively to sell / purchase the DDCD at
the end of 39th, 48th and 60th month from the closing date.
iii) Axis Bank has subscribed Rs 225 Crores in the form of Deep
Discount Convertible Debentures (“DDCD”).
This DDCD carry a coupon of 3.52% per annum on the face
value of DDCD and have a maximum tenor of 5 years. The
investor has an option to convert DDCDs into equity shares
81.44 125.35 of the Company at anytime within 5 years at an equity
valuation of Rs. 10,000 crores from the closing date or at the
time of Initial Public Offer (IPO) whichever is earlier. DDCDs
are compulsorily convertible at the end of 5 years at an
equity valuation of Rs 10,000 crores. The Investor and HCC
have a put/call option respectively to sell / purchase the
DDCD at the end of 36th, 48th and 60th month from the
(Rs.) 2.80 4.89
closing date.
iv) Axis Bank has subscribed Rs 25 Crores in the form of
Compulsory Convertible Preference Shares (“CCPS”).
This CCPS carry a coupon of 0.001% per annum on the
subscripton amount of CCPS. The CCPS have a maximum
tenor of 5 years. The Investor has an option to convert the
81.44 125.35 CCPS into equity shares of the Company at any time within
5 years from the Closing Date. Axis Bank and HCC have the
put /call option respectively to sell / purchase the CCPS at
the end of 36th, 48th and 60th month from the closing date.
v) Andhra Bank has subscribed Rs 25 crores in the form of
(Rs.) 2.60 4.49 Deep Discount Convertible Debentures (“DDCD”).
This DDCD carry a coupon of 6% per annum on the
subscription amount and have a maximum tenor of 5 years.
For the For the
The investor has an option to convert DDCDs into equity
year ended year ended
shares at anytime within 5 years from the closing date at an
31st March, 31st March,
equity valuation of Rs. 10,000 crores or at the time of Initial
2010 2009
Public Offer (IPO) whichever is earlier. DDCDs are
Rs. Crore Rs.Crore
compulsorily convertible at the end of 5 years at an equity
3,410.50 3,095.99 valuation of Rs 10,000 crores. The Investor and HCC have a
put /call option respectively to sell / purchase the DDCD at
231.68 208.95 the end of 39th, 48th and 60th month from the closing date.

Contract revenue 3,642.18 3,304.94
31. (A) Lavasa Corporation Ltd., a subsidary has issued Deep Discount
Convertible Debentures (DDCD) & Compulsory Convertible
Preference Shares (CCPS) convertible into ordinary shares. The
particulars, terms of issue and the status of conversion as at
March 31, 2010 is given below.
i) Bank of India has subscribed Rs. 150 Crores in the form of
Deep Discount Convertible Debentures (“DDCD”).
This DDCD carry a coupon of 6% per annum on the
subscription amount and have a maximum tenor of 5 years.
The investor has an option to convert DDCDs into equity
shares at anytime within 5 years from the closing date at an
equity valuation of Rs. 10,000 crores or at the time of Initial
Public Offer (IPO) whichever is earlier. DDCDs are
vi) Indusind Bank has subscribed Rs 50 crores in the form of
Deep Discount Convertible Debentures (“DDCD”).
This DDCD carry a coupon of 6% per annum on the
subscription amount and have a maximum tenor of 5 years.
The investor has an option to convert DDCD into equity
shares of the Company at anytime within 5 years from the
closing date at an equity valuation of Rs 10,000 crores. The
Investor and HCC have a put/call option respectively to sell /
purchase the DDCD at the end of 3rd, 4th and 5th year from
the closing date.
vii) United Bank of India has subscribed Rs 50 crores in the
form of Deep Discount Convertible Debentures (“DDCD”).
This DDCD carry a coupon of 6% per annum on the
subscription amount and have a maximum tenor of 5 years.
The investor has an option to convert DDCDs into equity

HCC 84TH ANNUAL REPORT 2009-2010

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CMYK

SCHEDULE - Q (Contd.) SCHEDULE - Q (Contd.)

shares at anytime within 5 years from the closing date at an
equity valuation of Rs. 10,000 crores or at the time of Initial
Public Offer (IPO) whichever is earlier. DDCDs are
compulsorily convertible at the end of 5 years at an equity
valuation of Rs 10,000 crores. The Investor and HCC have a
put /call option respectively to sell / purchase the DDCD at
the end of 39th, 48th and 60th month from the closing date.
viii) Allahabad Bank has subscribed Rs 50 crores in the form of
Deep Discount Convertible Debentures (“DDCD”).
This DDCD carry a coupon of 6% per annum on the
subscription amount and have a maximum tenor of 5 years.
The investor has an option to convert DDCDs into equity
shares at anytime within 5 years from the closing date at an
equity valuation of Rs. 10,000 crores or at the time of Initial
Public Offer (IPO) whichever is earlier. DDCDs are
compulsorily convertible at the end of 5 years at an equity
valuation of Rs 10,000 crores. The Investor and HCC have a
put /call option respectively to sell / purchase the DDCD at
the end of 39th, 48th and 60th month from the closing date.
date. The said DDCD is secured by way of 1 Acre of Land at
Mulshi, Pune
ix) ICICI Bank has subscribed Rs 250 crores in the form of Deep
Discount Convertible Debentures (“DDCD”).
This DDCD carry a coupon of 6% per annum on the
subscription amount and have a maximum tenor of 5 years.
The investor has an option to convert DDCDs into equity
shares at anytime within 5 years from the closing date at an
equity valuation of Rs. 10,000 crores or at the time of Initial
Public Offer (IPO) whichever is earlier. DDCDs are
compulsorily convertible at the end of 5 years at an equity
valuation of Rs 10,000 crores. The Investor and HCC have a
put /call option respectively to sell / purchase the DDCD at
the end of 39th, 48th and 60th month from the closing date.
x) IndusInd Bank has subscribed Rs 50 crores in the form of
Deep Discount Convertible Debentures (“DDCD”).
The DDCD carry a coupon of 6% per annum on the face
value of Rs 74.94 crores of DDCD and have a maximum
tenor of 5 years. The investor has an option to convert DDCD
into equity shares of the Company within 5 years from the
closing date i.e 9th July, 2009 subject to investor’s stake is
not less than 0.5% of Company’s equity capital. The
conversion amount is to be calculated based on the YTM of
13% / 13.6% based on the equity valuation of Rs. 10,000
crores. The Bank and Promoters have a put/call option
respectively to sell / purchase the DDCD at the end of 3rd,
4th and 5th year from the closing date.
(B) Bennett Coleman & Co. Limited., has invested an amount of Rs.
81.25 crores into the Company against issuance of one Warrant
on preferential basis, giving a right to Bennett, Coleman & Co.
Limited to subscribe to 0.8125%of the fully diluted equity share
capital of the Company as on the date of exercise of the warrant.
BCCL has paid Rs 8,12,50,000/- being 10% of the exercise amount
against the allotment of warrant. BCCL can exercise the right of
conversion at any time during the 5 years from the date of
agreement or shall exercise in whole at the end of 5th year or at
the time of IPO. In the event BCCL does not exercise its option
to acquire all the shares within 5 years the Company shall forfeit
the proportionate warrant subscription price to the extent not
exercised and warrant shall lapse.
32. Donation to Political Parties
Sr. No. Name of the party Rs. Crore
1) Bharatiya Janata Party 2.00
2) Maharashtra State Nationalist Congress Party 1.00
3) All India Congress Committee 2.00
Total 5.00
33. i) Pune Paud Toll Road Company Ltd. a subsidiary has an
accumulated loss of Rs.21.65 crore as on 31st March, 2010. The
toll road operated by the Company is expected to generate
manifold increase in the traffic plying on the road during balance
part of the concession period due to large scale hill station
township development namely ‘LAVASA’ taking place in the
project vicinity and also the planned ring road development
extending the municipal limits of Pune city beyond present toll
plaza location.
ii) HCC Aviation Limited, a wholly owned subsidiary, has an
accumulated loss of Rs.8.55 crore as at 31st March, 2010. The
Company has long term business outlook and future growth
plans hence, the going concern nature of the business is not
adversely affected.
In the opinion of the management since the losses in both the
Companies are temporary in nature, no diminution in value of
investment is required.
34. Figures for the previous year have been regrouped/recast, wherever
necessary.
35. ‘ * ‘ represents amount less than Rs. 100000.

As per our report attached AJIT GULABCHAND Chairman & Managing Director
For K.S. AIYAR & CO.
Chartered Accountants VINAYAK DESHPANDE Y.H. MALEGAM

}
Registration No. 100186W President and K.G. TENDULKAR
Chief Operating Officer RAJAS R. DOSHI
RAGHUVIR M. AIYAR D.M. POPAT
Partner PRAVEEN SOOD RAM P. GANDHI Directors
Membership No. 38128 Group Chief Financial Officer PROF. FRED MOAVENZADEH
SHARAD M. KULKARNI
VITHAL P. KULKARNI NIRMAL P. BHOGILAL
Company Secretary ANIL SINGHVI

Mumbai, Dated: 30th April, 2010 Mumbai, Dated: 30th April, 2010

HCC 84TH ANNUAL REPORT 2009-2010

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CMYK

Cash Flow Statement for the year ended 31st March, 2010
2009-10 2008-09
Rs. Crore Rs.Crore
A. CASH FLOW FROM OPERA TING ACTIVITIES
OPERATING
Net Profit before tax and extraordinary items 121.84 164.55
Adjustments for :
Depreciation 113.90 115.22
Interest expense 226.15 224.35
Interest/Dividend received (21.24) (14.41)
Lease Rentals 7.02 6.83
Unrealised Foreign Exchange Loss (net) 1.35 12.25
(Profit)/Loss on sale of Assets 16.25 (61.63)
(Profit) on sale of Investment (6.69) (1.69)
Provision for Doubtful Advances 0.09 —
336.83 280.92
Operating profit before working capital changes 458.67 445.47
Adjustments for :
Trade & Other receivables (47.66) (208.87)
Inventories (779.70) (596.77)
Trade payables 172.63 390.04
Client Advances (Interest Free) 293.91 108.49
(360.82) (307.11)
Cash Generated from operations 97.85 138.36
Direct Taxes paid (41.10) (33.80)
(41.10) (33.80)
NET CASH FLOW FROM OPERA TING ACTIVITIES
OPERATING 56.75 104.56
B. CASH FLOW FROM INVESTING ACTIVITIES
Purchase of Fixed Assets (285.81) (194.11)
Sale of Fixed Assets 28.37 70.97
Decapitalisation of Fixed Assets 108.49 (98.36)
Purchase of Investments (0.31) (100.54)
Purchase of Investments in Subsidiaries (43.81) —
Sale of Investments 7.64 32.27
Inter Corporate Deposits (249.26) (31.07)
Interest received 20.02 12.02
Dividend received 0.24 0.56
NET CASH USED IN INVESTING ACTIVITIES (414.43) (308.26)
C. CASH FLOW FROM FINANCING ACTIVITIES
Interest Paid (222.94) (220.39)
Repayment of lease finance liabilities (7.02) (6.83)
Proceeds from long term and other borrowings 193.88 478.07
Proceeds from Issue of Shares to QIBs (net of expenses) 467.94 —
Foreign Currency translation difference — (29.43)
Reversal of Provision for Premium on buyback of FCCBs 3.66 —
Provision for Premium on redemption of FCCBs (23.02) (107.78)
Dividend paid (20.37) (20.42)
NET CASH USED IN FINANCING ACTIVITIES 392.13 93.22
NET INCREASE IN CASH AND CASH EQUIV ALENTS (A+B+C)
EQUIVALENTS 34.45 (110.48)
CASH AND CASH EQUIVALENTS AS AT 1/4/2009 (OPENING BALANCE) 153.87 264.35
UNREALISED FOREIGN EXCHANGE GAIN/ ( LOSS ) (0.17) 0.20
CASH AND CASH EQUIVALENTS 188.49 153.67
CASH AND CASH EQUIVALENTS AS AT 31/03/2010 (CLOSING BALANCE) 188.32 153.87
34.45 (110.48)
NOTES : 1. Proceeds from Long Term and Other Borrowings are shown net of repayments.
2. Figures for the previous year have been regrouped /recast whereever necessary.
As per our report attached AJIT GULABCHAND Chairman & Managing Director
For K.S. AIYAR & CO.
Chartered Accountants VINAYAK DESHPANDE Y.H. MALEGAM

}
Registration No. 100186W President and K.G. TENDULKAR
Chief Operating Officer RAJAS R. DOSHI
RAGHUVIR M. AIYAR D.M. POPAT
Partner PRAVEEN SOOD RAM P. GANDHI Directors
Membership No. 38128 Group Chief Financial Officer PROF. FRED MOAVENZADEH
SHARAD M. KULKARNI
VITHAL P. KULKARNI NIRMAL P. BHOGILAL
Company Secretary ANIL SINGHVI

Mumbai, Dated: 30th April, 2010 Mumbai, Dated: 30th April, 2010

HCC 84TH ANNUAL REPORT 2009-2010

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CMYK

Additional Information Pursuant to Part IV of Schedule VI to the Companies Act, 1956

I. Registration Details
Registration No. 1228
State Code No. 11
Balance Sheet Date 31.03.2010
II. Capital Raised During the Year
Year (Rs. in 000s)
Public Issue (Issue through the prospectus) Nil
Rights Issue Nil
Bonus Issue Nil
Private Placement 47,000
III. Position of Mobilisation and Deployment of Funds
Total Liabilities 62,174,771
Total Assets 62,174,771
Sources of Funds
Paid-up Capital (Including Share Application Money) 303,316
Reserves & Surplus 14,868,304
Secured Loan 9,630,339
Unsecured Loan 15,516,724
Deferred Tax Liability 1,426,405
Application of Funds
Net Fixed Assets 11,845,491
Investments 4,086,789
Net Current Assets 25,812,809
Misc. Expenditure —
Accumulated Losses —
IV
IV.. Performance of Company
Gross Turnover/Total Income ( Including Company’s 38,610,006
share of Profit in Integrated Joint Ventures)
Less: Company’s Share of Turnover in Integrated JV’s 2,187,726
Net Total Income 36,422,280
Total Expenditure 35,203,896
Profit/(Loss) Before Tax 1,218,384
Profit/(Loss) After Tax 814,354
Net Surplus After Tax
Basic EPS …….. Annualised Rs. 2.80
— before and after Extraordinary Items
Diluted EPS …….. Annualised Rs. 2.60
— before and after Extraordinary Items
Dividend Rate 80%
V. Generic Name of Principal
Product of Company
(As per Monetary T
Terms)
erms)
Item Code No. N.A
Product Description Engineering & Construction

HCC 84TH ANNUAL REPORT 2009-2010

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CMYK

Statement Pursuant tto

Statement o Section 212 of the Companies Act,1956 rrelating
ct,1956 elating tto
o Subsidiary Companies

Sr
Sr.. Name of the Subsidiary The financial year (a) Number of (b) Extent of Date from which The net aggregate amount of Profits/ The net aggregate amount of Profits/ Changes in the Material changes
No. of the subsidiary Shares held by interest of the it became a (Losses) of the subsidiary so far as (Losses) of the subsidiary so far as interest of holding between the end of
Company holding Company holding Company at subsidiary they concern the members of the they concern the members of the Company between the subsidiary’
subsidiary’ss
ended on as on the the end of the holding Company not dealt with in holding Company dealt with in the end of the financial year and
above date financial year the holding Company’
Company’ss accounts the holding Company’
Company’ss accounts subsidiary’
subsidiary’ss 31st March, 2010
of the subsidiary financial year and in: (i) Fixed Assets
for the financial for the previous (i) for the financial (ii) for the previous 31st March,2010 (ii) Investments
year of the financial years of the year of the financial years of the (iii) Moneys lent by
subsidiary subsidiary since subsidiary subsidiary since the subsidiary (iv)
it became the it became the Moneys borrowed
holding holding by the subsidiary
Company’
Company’ss Company’
Company’ss other than for meet-
subsidiary subsidiary ing current liabilities
Rs. Lacs Rs. Lacs Rs. Lacs Rs. Lacs
1 Hincon TTechnoconsult
echnoconsult Ltd. 31.03.2010 10,00,000 100.00% 3/30/1976 33.46 92.66 Nil 7.2 N.A. N.A.
Equity Shares of
Rs.10/- each
2 W estern Securities Ltd. 31.03.2010 19,57,500 97.88% 28-02-1997 6.81 (67.56) Nil Nil N.A. N.A.
Equity Shares of
Rs.10/- each
3 Pune Paud TToll
oll Road Co. Ltd. 31.03.2010 54,44,500 89.98% 17-03-2005 (940.62) (1007.14) Nil Nil N.A. N.A.
Equity Shares of
Rs.10/- each
4 Nirmal BOT Ltd. 31.03.2010 3,15,00,000 100.00% 19-09-2006 (78.31) N.A. Nil N.A. N.A. N.A.
Equity Shares of
Rs.10/- each
5 HCC Infrastructure Ltd. 31.03.2010 50,000 100.00% 14-02-2008 (1,275.32) (756.67) Nil N.A. N.A. N.A.
Equity Shares of
Rs.10/- each
6 HCC Aviation Ltd.
Aviation 31.03.2010 50,000 100.00% 19-05-2008 (465.47) (390.02) Nil N.A. N.A. N.A.
Equity Shares of
Rs.10/- each
7 Panchkutir Developers Ltd. 31.03.2010 100,000 100.00% 30-06-2008 (251.95) (158.17) Nil N.A. N.A. N.A.
Equity Shares of
Rs.10/- each
8 Badarpur Faridabad TTollway
ollway Ltd. 31.03.2010 $ 8,60,00,000 100.00% 17-07-2008 N.A. N.A. Nil N.A. N.A. N.A.
Equity Shares of
Rs.10/- each
9 HCC Singapore Enterprises 31.03.2010 5,000 100.00% 18-12-2007 (3.20) (7.27) Nil N.A. N.A. N.A.
PTE. Ltd. Ordinary Shares of
USD.1 each
10 HCC Mauritius Enterprises Ltd. 31.03.2010 5,000 100.00% 17-01-2008 (3.03) (4.90) Nil N.A. N.A. N.A.
Ordinary Shares of
USD.1 each
11 HCC Real Estate Ltd. 31.03.2010 44128790 100.00% 15-06-2005 120.31 (1,123.73) N. A. N. A. N. A. N. A.
(Formerly Hincon Realty Ltd.) Equity Shares of
Rs.10 each
12 HCC Construction Limited 31.03.2010 50,000 100.00% 05.03.2009 (4.76) NA N.A. N.A. N.A. N.A.
Equity Shares of
Rs.10/- each
13 Highbar TTechnologies
echnologies Limited 31.03.2010 50,000 100.00% 25.11.2009 (18.16) NA N.A. N.A. N.A. N.A.
Equity Shares of
Rs.10/- each
Subsidiaries of
HCC Real Estate Ltd.
14 HRL TTownship
ownship Developers Limited 31.03.2010 1,00,000 100.00% 02-08-2006 (2.43) (30.23) N. A. N. A. N. A. N. A.
Equity Shares of
Rs. 10 each
15 HRL (Thane) Real Estate Limited 31.03.2010 1,00,000 100.00% 03-08-2006 (2.59) (7.57) N. A. N. A. N. A. N. A.
Equity Shares of
Rs. 10 each
16 Nashik TTownship
ownship Developers 31.03.2010 1,00,000 100.00% 31-01-2007 (2.54) (17.68) N. A. N. A. N. A. N. A.
Limited Equity Shares of
Rs. 10 each
17 Maan TTwonwship
wonwship Developers 31.03.2010 1,00,000 100.00% 02-02-2007 (3.22) (13.96) N. A. N. A. N. A. N. A.
Limited, (formerly Hinjewadi Equity Shares of
Township Developers Limited) Rs. 10 each
18 Powai Real Estate Developers 31.03.2010 50,000 100.00% 21-01-2009 (0.96) — N. A. N. A. N. A. N. A.
Limited Equity Shares of
Rs. 10 each
19 Charosa Wineries Limited 31.03.2010 50,00,000 100.00% 11-12-2007 (163.63) (36.38) N. A. N. A. N. A. N. A.
Equity Shares of
Rs. 10 each
20 Lavasa Corporation Limited 31.03.2010 # 3,07,06,543 64.99% 14-04-2006 9110.68 7047.35 N. A. N. A. N. A. N. A.
Equity Shares of
Rs. 10 each and
1,59,00,897
6% Cummulative
Preference Shares
of Rs. 10 each
Subsidiaries of
Lavasa Corporation Ltd.
21 Warasgao Lake VView
iew Hotels Ltd.
(formerly known as Lavasa Star
Hotel Ltd.) 31.03.2010 * 50,000 100.00% 01-09-2007 (4.00) 14.04 N. A. N. A. N. A. N. A.
Equity Shares of
Rs. 10 each

HCC 84TH ANNUAL REPORT 2009-2010

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CMYK

Sr
Sr.. Name of the Subsidiary The financial year (a) Number of (b) Extent of Date from which The net aggregate amount of Profits/ The net aggregate amount of Profits/ Changes in the Material changes
No. of the subsidiary Shares held by interest of the it became a (Losses) of the subsidiary so far as (Losses) of the subsidiary so far as interest of holding between the end of
Company holding Company holding Company at subsidiary they concern the members of the they concern the members of the Company between the subsidiary’
subsidiary’ss
ended on as on the the end of the holding Company not dealt with in holding Company dealt with in the end of the financial year and
above date financial year the holding Company’
Company’ss accounts the holding Company’
Company’ss accounts subsidiary’
subsidiary’ss 31st March, 2010
of the subsidiary financial year and in: (i) Fixed Assets
for the financial for the previous (i) for the financial (ii) for the previous 31st March,2010 (ii) Investments
year of the financial years of the year of the financial years of the (iii) Moneys lent by
subsidiary subsidiary since subsidiary subsidiary since the subsidiary (iv)
it became the it became the Moneys borrowed
holding holding by the subsidiary
Company’
Company’ss Company’
Company’ss other than for meet-
subsidiary subsidiary ing current liabilities
Rs. Lacs Rs. Lacs Rs. Lacs Rs. Lacs
22 Lavasa Hotel Limited 31.03.2010 * 50,000 100.00% 01-09-2007 (392.41) (71.79) N. A. N. A. N. A. N. A.
Equity Shares of
Rs. 10 each
23 Apollo Lavasa Health 31.03.2010 *6,88,300 93.23% 13-12-2007 (157.20) 20.83 N. A. N. A. N. A. N. A.
Corporation Limited Equity Shares of
Rs. 10 each
24 Lakeshore Watersports Company
Watersports 31.03.2010 * 50,000 100.00% 01-08-2008 (201.89) (83.38) N. A. N. A. N. A. N. A.
Limited Equity Shares of
Rs. 10 each
25 Ecomotel Hotel Limited 31.03.2010 * 61,419 65.40% 18-08-2008 (98.20) (1.41) N. A. N. A. N. A. N. A.
Equity Shares of
Rs. 10 each
26 Dasve Convention Center Limited 31.03.2010 * 50,000 100.00% 19-08-2008 (189.03) (1.59) N. A. N. A. N. A. N. A.
Equity Shares of
Rs. 10 each
27 Dasve Business Hotel Limited 31.03.2010 * 50,000 100.00% 19-08-2008 (0.88) (2.16) N. A. N. A. N. A. N. A.
Equity Shares of
Rs. 10 each
28 Dasve Hospitality Institutes Limited 31.03.2010 *1,05,000 100.00% 19-09-2008 (698.01) (59.16) N. A. N. A. N. A. N. A.
Equity Shares of
Rs. 10 each
29 Lakeview Clubs Limited 31.03.2010 * 50,000 100.00% 19-09-2008 (126.59) (3.16) N. A. N. A. N. A. N. A.
Equity Shares of
Rs. 10 each
30 Dasve Retail Limited 31.03.2010 * 50,000 100.00% 08-10-2008 (53.20) (1.31) N. A. N. A. N. A. N. A.
Equity Shares of
Rs. 10 each
31 Full Spectrum Adventure Limited 31.03.2010 * 50,000 100.00% 01-12-2008 (83.26) (0.82) N. A. N. A. N. A. N. A.
Equity Shares of
Rs. 10 each
32 Spotless Laundry Services Limited 3/31/2010 * 44,030 63.35% 20-1-2009 (29.05) — N. A. N. A. N. A. N. A.
Equity Shares of
Rs. 10 each
33 Lavasa Bamboocrafts Limited 3/31/2010 * 50,000 100.00% 24-2-2009 (94.77) — N. A. N. A. N. A. N. A.
Equity Shares of
Rs. 10 each
34 Knowledge VVistas
istas Limited 3/31/2010 * 1,92,000 100.00% 24-2-2009 (6.60) — N. A. N. A. N. A. N. A.
Equity Shares of
Rs. 10 each
35 Green Hills Residences Limited 3/31/2010 * 50,000 100.00% 6-5-2009 (1.05) — N. A. N. A. N. A. N. A.
Equity Shares of
Rs. 10 each
36 My City TTechnology
echnology Limited 3/31/2010 * 2,32,065 81.00% 4-8-2009 (2.62) — N. A. N. A. N. A. N. A.
Equity Shares of
Rs. 10 each
37 Reasonable Housing Limited 3/31/2010 * 50,000 100.00% 23-9-2009 (1.04) — N. A. N. A. N. A. N. A.
Equity Shares of
Rs. 10 each
38 Minfur Interior TTechnologies
echnologies 3/31/2010 * 50,000 100.00% 30-11-2009 (0.71) — N. A. N. A. N. A. N. A.
Limited Equity Shares of
Rs. 10 each
* Held by Lavasa Corporation Limited, a subsidiary of HCC Real Estate Limited.
# Held by HCC directly (1340 shares) and by HREL, wholly owned subsidiary of HCC (3,07,05,203 shares).
$ Held by HCC directly (4,38,60,000 shares) and by HCC Infrastructure Limited, wholly owned subsidiary of HCC (4,21,40,000 shares).

AJIT GULABCHAND Chairman & Managing Director

}
Y.H.MALEGAM
K.G.TENDULKAR
RAJAS R. DOSHI
D. M. POPAT
PRAVEEN SOOD RAM P. GANDHI Directors
Group Chief Financial Officer PROF. FRED MOAVENZADEH
SHARAD M. KULKARNI
NIRMAL P. BHOGILAL
VITHAL P. KULKARNI ANIL SINGHVI
Company Secretary

Mumbai, Dated: 30th April, 2010 Mumbai, Dated: 30th April, 2010

HCC 84TH ANNUAL REPORT 2009-2010

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CMYK
CONSOLIDATED FINANCIAL STATEMENTS
Auditors’ Report
AUDITOR’S REPORT TO THE BOARD OF DIRECTORS
REPORT
OF HINDUSTAN CONSTRUCTION COMP
HINDUSTAN ANY LIMITED,
COMPANY
ITS SUBSIDIARIES, ASSOCIA TES AND JOINT
AT
VENTURES
We have examined the attached Consolidated Balance
Sheet of Hindustan Construction Company Limited., its
Subsidiaries, Associates and Integrated Joint Ventures
(“The HCC Group”) as at 31st March, 2010, the
Consolidated Profit and Loss Account and the
Consolidated Cash Flow Statement for the year then
ended. These financial statements are the responsibility
of the Hindustan Construction Company Limited’s
Management and have been prepared by the
Management on the basis of separate financial statements
and other financial information regarding components.
Our responsibility is to express an opinion on these
financial statements based on our audit.
We conducted our audit in accordance with generally
accepted auditing standards in India. These Standards
require that we plan and perform the audit to obtain
reasonable assurance about whether the financial
statements are prepared, in all material respects, in
accordance with an identified financial reporting
framework and are free of material misstatements. An
audit includes, examining on a test basis, evidence
supporting the amounts and disclosures in the financial
statements. An audit also includes assessing the
accounting principles used and significant estimates
made by Management, as well as evaluating the overall
financial statement presentation. We believe that our audit
provides a reasonable basis for our opinion.
We did not audit the financial statements of certain
Subsidiaries and Integrated Joint Ventures, whose
financial statements reflect total assets of Rs. 873.46
Crore, Company’s share of Revenue of Rs. 233.51Crore,
the Loss of Rs. 3.83 Crore and Cash outflows of Rs 1.08
Crore in these financial statements. These financial
statements have been audited by other auditors whose
reports have been furnished to us and in our opinion, in
so far as it relates to the amounts included in respect of
the said audited Subsidiaries and Joint Ventures, is based
solely on the Reports of the other auditors. The financial
statements of certain subsidiaries reflecting total assets
HCC 84TH ANNUAL REPORT 2009-2010
85
of Rs0.38 Crore, share in revenue of Rs. Nil Crore, share
in loss of Rs.0.05 Crore in the consolidated financial
statements are unaudited.
We report that the consolidated financial statements have
been prepared by the Hindustan Construction Company
Limited’s Management in accordance with the
requirements of Accounting Standard (AS) 21-”
Consolidated Financial Statements”, Accounting Standard
(AS) 23-”Accounting for Investments in Associates in
Consolidated Financial Statements” and Accounting
Standard (AS) 27-”Financial Reporting of Interest in Joint
Ventures”, issued by the Institute of Chartered
Accountants of India and on the basis of the separate
audited financial statements of the HCC Group included
in the Consolidated financial statements.
On the basis of the information and explanation given to
us and on the consideration of the separate audit reports
on individual audited financial statements of the HCC
Group its aforesaid Subsidiaries, Associates and Joint
Ventures, we are of the opinion that:
a) The Consolidated Balance Sheet gives a true and
fair view of the consolidated state of affairs of the
HCC Group as at 31st March, 2010;
b) The Consolidated Profit and Loss account gives a
true and fair view of the consolidated profits of the
HCC Group for the year then ended; and
c) The Consolidated Cash Flow Statement gives a true
and fair view of the consolidated cash flows of the
HCC Group for the year ended on that date.
For K. S. Aiyar & Co.
Chartered Accountants
Registration Number 100186 W
Raghuvir M.Aiyar
Partner
Membership No.38128
Place: Mumbai
Date: 30th April, 2010
CMYK

Consolidated Balance Sheet as at 31st March, 2010

As at
31.03.2009
Schedule Rs. Crore Rs. Crore Rs. Crore
SOURCES OF FUNDS
Share Capital A 30.32 25.63
Share W arrants
Warrants 8.12 23.31
Reserves and Surplus B 1276.79 830.55
Total Shareholders’ Funds 1315.23 879.49
Minority Interest 141.72 127.66
Loans
(a) Secured C 3448.08 2446.15
(b) Unsecured D 1930.30 1607.48
Total Loans 5378.38 4053.63
Deferred T ax Liability (Net)
Tax 222.03 122.16
TOTAL 7057.36 5182.94
APPLICA TION OF FUNDS
APPLICATION
Fixed Assets
(a) Gross Block E 3571.41 2363.83
(b) Less: Depreciation 731.58 582.88
(c) Net Block 2839.83 1780.95
(d) Items Awaiting Completion or
Commissioning 1020.07 1094.31
Total Fixed Assets 3859.90 2875.26
Investments F 305.57 95.29
Current Assets, Loans and Advances
A. Current Assets G
(a) Inventories 4222.08 3305.10
(b) Sundry Debtors 248.87 103.99
(c) Cash and Bank Balances 310.57 219.12
(d) Other Current Assets 4.94 3.95
4786.46 3632.16
B. Loans and Advances H 698.30 466.95
Total Current Assets, Loans and Advances 5484.76 4099.11
Less: Current Liabilities and Provisions I
a) Current Liabilities 2397.00 1713.72
b) Provisions 195.87 173.10
Total Current Liabilities and Provisions 2592.87 1886.82
Net Current Assets 2891.89 2212.29
Miscellaneous Expenditure — 0.10
TOTAL 7057.36 5182.94
The Annexed Notes (Schedule -Q ) form an Integral part of the Accounts.
As per our report attached AJIT GULABCHAND Chairman & Managing Director
For K.S. AIYAR & CO.
Chartered Accountants
Regn. No. 100186W Y.H. MALEGAM

}
K.G. TENDULKAR
RAGHUVIR M. AIYAR PRAVEEN SOOD RAJAS R. DOSHI
Partner Group Chief Financial Officer D.M. POPAT
Membership No. 38128 RAM P. GANDHI Directors
PROF. FRED MOAVENZADEH
SHARAD M. KULKARNI
VITHAL P.KULKARNI NIRMAL P. BHOGILAL
Company Secretary ANIL SINGHVI
Mumbai, Dated: 30th April, 2010 Mumbai, Dated: 30th April, 2010

HCC 84TH ANNUAL REPORT 2009-2010

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CMYK

Consolidated Profit and Loss Account for the year ended 31st March, 2010
Previous Year
Schedule Rs. Crore Rs. Crore Rs. Crore
INCOME
Income From Operations J 3975.19 3560.31
3975.19 3560.31
Other Income K 14.74 (2.88)
3989.93 3557.43
EXPENDITURE
Construction Expenses L 2773.19 2510.23
Employees’ Remuneration and Benefits M 438.24 389.62
Office and Site Establishment N 238.03 146.16
Expenses
Interest (Net) O 276.36 236.44
Depreciation / Amortisation 140.47 125.91
3866.29 3408.36
PROFIT BEFORE T AX AND SHARE OF
TAX
PROFIT / (LOSS) OF ASSOCIA
ASSOCIATESTES 123.64 149.07
Provision for Current Tax (refer note no IV-18) P 69.30 34.52
Provision for Deferred Tax (refer note no IV-18) 109.17 45.82
Provision for Fringe Benefit Tax — 2.76
MAT credit entitlement (56.31) (33.56)
PROFIT AFTER T AX
TAX 1.48 99.53
Less: Profit / (Loss) Transfered to Minority Share-holders (4.58) 40.29
Share of Profit / (Loss) of Associates (0.26) —
NET PROFIT 5.80 59.24
Add/ Less Preference Dividend adjustment on consolidation — 7.72
NET SURPLUS AFTER T AX
TAX 5.80 66.96
Add:Balance brought forward from Last Year 118.95 132.59
Add:Transferred from Debenture Redemption Reserve 5.41 8.50
AMOUNT A VAILABLE FOR APPROPRIA
AV TION
APPROPRIATION 130.16 208.05
Less:Appropriations:
(a) Proposed Dividend 24.26 20.50
(b) Tax on Proposed Dividend 4.12 3.48
(c) Proposed Preference Dividend 0.68 3.97
(d) Tax on Proposed preference Dividend 0.27 1.62
(e) Debenture Redemption Reserve 8.75 12.92
(f) General Reserve 10.00 25.00
(g) Capital Redemption Reserve — 21.61
48.08 89.10
Balance carried to Balance Sheet 82.08 118.95
Basic EPS Rs.
— before and after Extraordinary Items 0.22 2.46
Diluted EPS (on Adjusted profit) Rs.
— before and after Extraordinary Items 0.21 2.26
The Annexed Notes (Schedule -Q) form an Integral part of the Accounts.
As per our report attached AJIT GULABCHAND Chairman & Managing Director
For K.S. AIYAR & CO.
Chartered Accountants
Regn. No. 100186W Y.H. MALEGAM

}
K.G. TENDULKAR
RAGHUVIR M. AIYAR PRAVEEN SOOD RAJAS R. DOSHI
Partner Group Chief Financial Officer D.M. POPAT
Membership No. 38128 RAM P. GANDHI Directors
PROF. FRED MOAVENZADEH
SHARAD M. KULKARNI
VITHAL P.KULKARNI NIRMAL P. BHOGILAL
Company Secretary ANIL SINGHVI
Mumbai, Dated: 30th April, 2010 Mumbai, Dated: 30th April, 2010

HCC 84TH ANNUAL REPORT 2009-2010

87
CMYK

Schedules forming part of the Balance Sheet

SCHEDULE - A As at SCHEDULE - C As at
31.03.2009 31.03.2009
Rs. Crore Rs. Crore Rs. Crore Rs. Crore Rs. Crore
SHARE CAPIT AL
CAPITAL SECURED LOANS
Authorised Capital (a) Debentures:
50,000 9.5% Redeemable Cumulative 0.50 0.50 (i) 11.1% Non-Convertible
Second Preference Shares of “F” Series 100.00 100.00
Rs.100/- each (ii) 9% Non-Convertible UTI Bank 33.33 50.00
49,50,00,000 Equity Shares of Re.1/- each 49.50 49.50 (iii) 9.5% Non-Convertible 50.00 50.00
(previous year 49,50,00,000 (iv) 10% Non-Convertible
shares of Re.1/- each). “E” Series — 5.00
(v) 6% Secured DDCD having
TOTAL 50.00 50.00 face value of Rs 70.84 crore
Issued, Subscribed and Paid-up: with United Bank of India 49.21 —
Equity Share Capital (vi) One 3.52% Secured DDCD
30,32,49,600 Equity Shares of Re.1/- each 30.32 25.62 having face value of Rs 387.40
(Previous year 25,62,49,600 crore with Axis Bank 262.89 239.41
Equity shares of Re.1/- each) (vii) One 6% Secured DDCD
Less: 26,000 Equity Shares Held by having face value of Rs 234.92
Western Securities Ltd.- a Subsidiary 0.00* 0.00* crore with Bank of India 162.58 171.71
(viii) One 6% Secured DDCD
30.31 25.62 having face value of Rs 78.31
Add: Forfeited Shares 0.01 0.01 crore with Allahabad Bank 53.09 56.29
(ix) One 6% Secured DDCD
TOTAL 30.32 25.63 having face value of Rs 74.94
crore with Allahabad Bank 54.94 —
NOTES: (x) One 6% Secured DDCD
1. Out of 30,32,49,600 Equity Shares of Re.1/- each having face value of Rs 353.40
crore with Andhra Bank 239.17 —
a. 12,68,66,250 Equity Shares were issued as fully paid Bonus (xi) One 6% Secured DDCD
Shares by capitalisation of Reserves and Surplus. having face value of Rs 35.42
b. 2,90,55,400 Equity Shares were issued to two SEBI Registered crore with Indus Ind Bank 24.68 —
Institutional Investors and a Domestic Mutual Fund on a (xii) One 6% Secured DDCD having
preferential basis on 31st March, 2005. face value of Rs 70.84 crore
secured by English mortgage 48.43 —
c. 2,69,54,200 Shares representing 2,69,54,200 Global Depository
Shares were issued on 29.03.2006 pursuant to Global 1078.32 672.41
Depository Offering by the Company. Out of above 2,68,14,054 (b) Term Loans
Global Depository Shares (previous year 2,68,14,054) have been (i) From Banks (Indian Currency) 1743.71 1557.70
converted into Indian Equity shares. (ii) From Banks (Foreign Currency) 63.42 85.70
2. 4,70,00,000 Equity Shares were issued to QIB’s by way of Qualified (iii) From Financial Institution 97.23 42.38
Institutional Placement on 4th July 2009. (iv) Cash Credit 130.42 87.00
SCHEDULE - B As at 2034.78 1772.78
31.03.2009 Interest accrued & Due 1.05 0.96
Rs. Crore Rs. Crore (c) From HDFC
Reserves and Surplus Corporate Loan 333.93 —
(a) Share Premium Account
Balance as per last Account 502.24 573.39 TOTAL 3448.08 2446.15
Add: Additions during the year 475.41 — Notes:
977.65 573.39 Privately Placed Non Convertible Debentures
Less: QIP/Bond Issue expenses (net of tax) 8.03 — i) 11.10% Non-convertible debentures: Secured by first charge by
Add: Reversal of Provision for Premium way of hypothecation of specific immovable and movable properties
on buyback of FCCB’s (net of tax) 2.41 — as specified in first and second schedule of the trust deed executed
Less: Provision for Premium on on 27th August, 2008 in favour of IDBI Trusteeship Services Ltd.
FCCB redemption (net of tax) 15.22 71.15 (ITSL), the trustees to the debenture holders. These debentures
having a face value of Rs. 10,00,000/- each aggregating Rs. 100
956.81 502.24 crore are to be redeemed in four equal installments at the end of
(b) General Reserve 4th, 5th, 6th and 7th year from the date of allotment ie. 5th August,
Balance as per last Account 160.24 164.67 2008.
10.00 ii) 9% Non-convertible debentures: Secured by first charge on
Add: Transferred from Profit and Loss Account 25.00
Company’s specific movable properties as specified in second
170.24 189.67 schedule of the trust deed executed on 17th January, 2007 in favour
Less: Adjustment of Exchange Gain difference — 29.43 of UTI Bank Ltd., the trustees to the debenture holders. These
debentures having a face value of Rs.10,00,000/- each aggregating
170.24 160.24 Rs.50 crore are to be redeemed in three annual equal installments
(c) Capital Reserve commencing from the end of 3rd, 4th and 5th year from the date of
(Forfeited Equity Share W arrants)
Warrants) 15.19 — first disbursement i.e. 07th September,2006. The first installment of
(d) Debenture Redemption Reserve: Rs.16.67 crore has been paid on the due date i.e. 07th
Balance as per last Account 27.49 23.07 September,2009.
Add: Transferred from Profit and Loss Account 8.75 12.92 iii) 9.5% Non-convertible debentures: Secured by first charge on
Company’s specific movable properties as specified in second
36.24 35.99 schedule of the trust deed executed on 17th January, 2007 in favour
Less: Transferred to Profit and Loss Account 5.41 8.50 of UTI Bank Ltd., the trustees to the debenture holders. These
debentures having a face value of Rs.10,00,000/- each aggregating
30.83 27.49 Rs.50 crore are to be redeemed by bullet payment at the end of 5th
(e) Forfeited Debentures Account 0.02 0.02 year from the date of allotment i.e. 20th November,2007.
(f) Capital redemption reserve 21.61 21.61 iv) 10% Non Convertible Debentures “E” Series : Secured by first
(g) Profit and Loss Account 82.08 118.95 charge by way of hypothecation of specific movable properties as
specified in second schedule of the trust deed executed on 20th
TOTAL 1276.79 830.55 January, 2003 in favour of UTI Bank Ltd., the trustees to the
debenture holders. These debentures having a face value of Rs.100/-

HCC 84TH ANNUAL REPORT 2009-2010

88
CMYK

each aggregating Rs. 15 crore are to be redeemed in seven half Nirmal BOT Ltd.
yearly installments at the end of 48th, 54th, 60th, 66th, 72nd, 78th a) A first charge by way of hypothecation of all moveable assets,
and 84th month from the date of allotment i.e. 25th October, 2002. both present and future, all intangible assets of borrower,
These debentures are redeemed on 23rd October, 2009. assignment of right and government approvals excluding the
v) One 6% Secured Deep Discount Convertible Debentures having project assets as defined in the concession agreement.
face value of Rs 70.84 crore, secured by charge created by English b) Pledge of equity shares held by the promoters- Hindustan
Mortgage Deed on Land of Lavasa Project admeasuring one acre Construction Company Ltd- representing 51% of the issued,
with United Bank of India. paid up and voting equity share capital of the company for
vi) One 3.52% Secured Deep Discount Convertible Debentures having the period upto expiry of 36 months from commercial
face value of Rs 387.40 crore, secured by charge created by English operations date and thereafter the pledged shares % will come
Mortgage Deed on Land of Lavasa Project admeasuring one acre down to 26% of equity share capital of the Company.
with Axis Bank. c) A first charge on company’s bank accounts including the
vii) One 6% Secured Deep Discount Convertible Debentures having Escrow account establised by the company and each of the
face value of Rs 234.92 crore, secured by charge created by English other accounts required to be created by the company under
Mortgage Deed on Land of Lavasa Project admeasuring one acre any project document or contract.
with Bank of India. The land is under lien to IDBI Trusteeship services Limited by
viii) One 6% Secured Deep Discount Convertible Debentures having way of charge dated 26-10-2007 for loan of Rs 252 crore
face value of Rs 78.31 crore, secured by charge created by English sanctioned by the consortium of Bankers.
Mortgage Deed on Land of Lavasa Project admeasuring one acre 8. Bank of Baroda
with Allahabad Bank. Secured by first charge by way of hypothecation of specific movable
ix) One 6% Secured Deep Discount Convertible Debentures having properties as described in the second schedule of the Composite
face value of Rs 74.94 crore, secured by charge created by English Hypothecation agreement of loan executed on 18th May, 2009.
Mortgage Deed on Land of Lavasa Project admeasuring one acre 9. Standard Chartered Bank
with Allahabad Bank. Secured by first charge by way of hypothecation of fixed movable
x) One 6% Secured Deep Discount Convertible Debentures having assets acquired under the facility as described in the first schedule
face value of Rs 35.42 crore, secured by charge created by English to the memorandum of Hypothecation executed on 10th November,
Mortgage Deed on Land of Lavasa Project admeasuring one acre 2009.
with Indusind Bank. 10. Development Bank of Singapore
xi) One 6% Secured Deep Discount Convertible Debentures having Secured by first charge by way of hypothecation of specific movable
face value of Rs 70.84 crore, secured by charge created by English assets based on the terms of the deed of hypothecation to be
Mortgage Deed on Land of Lavasa Project admeasuring one acre. executed. The creation of security is under process.
Banks: 11. HDFC
1. Cash credit limits are secured against hypothecation of work in HCC Real Estate Ltd. Secured by mortgage of property financed
progress, stores, book debts, dues and advances and residual and corporate guarantee by Hindustan Construction Company
charge/mortgage on plant & machinery and land and buildings at Limited.
Village Tara, District Raigad. 12. Term Loan - Lavasa Corporation Ltd.
2. EXIM Bank T erm Loan
Term Secured by charge created by English Mortgage Deed on Land of
Secured by a first charge on movable fixed assets acquired / to be Lavasa Project admeasuring 6950.96 acres (previous yr 7696.12
acquired by the company as specified in schedule III-A of the loan acres); and premises, building constructed or to be constructed
agreement executed on 22nd March, 2007. thereon. All present & future moveable assets.
3. State Bank of T ravancore T
Travancore erm Loan
Term 13. Others:
SREI Equipment Finance Private Limited: Secured by first charge
Secured by a first charge by way of hypothecation of a pool of
specific plant,machinery,tools and accessories acquired / to be by way of hypothecation of specific movable assets as described in
the annexure to schedule VIII of the loan agreement executed on
acquired by the Company as specified in schedule II of the deed of
hypothecation executed in favour of the Bank on 15th February, 3rd February, 2010 (for disbursement of Rs.25 Crore) and on 2nd
2007 and deed of hypothecation executed on 23rd March, 2009 for March, 2010 (for disbursement of Rs.50 Crore)
disbursement of Rs.75 Crore on 25th March, 2009. SCHEDULE - D As at
31.03.2009
4. Bank of Maharashtra
Rs. Crore Rs. Crore
Secured by first charge by way of hypothecation of specific assets UNSECURED LOANS
in favour of the Bank as described in the fourth schedule of the 1) Short T erm Loans and Advances
Term
deed of hypothecation executed on 26th December, 2007.
i) From Banks
5. State Bank of India (a) Commercial Paper (Maximum balance 360.00 130.00
Secured by first charge by way of hypothecation of specific fixed outstanding during the year Rs.450 Crs
assets in favour of the Bank as described in the annexure II to the previous year Rs.165 Crs)
agreement of loan executed on 30th November, 2007. (b) Term Loans 206.26 391.41
6. Axis Bank (c) Term Loans (Foreign Currency) — 20.03
Secured by first charge by way of hypothecation of specific movable Interest accrued & Due — 0.28
fixed assets as specified in the schedule annexed to the loan ii) From Others
agreement executed on 29th September, 2008. Intercorporate Deposits. 15.05 50.00
Badarpur Faridabad T oll Road Ltd.
Toll 2) Other Loans
a) A first charge by way of hypothecation of all moveable assets, i) From banks
both present and future, all intangible assets of borrower, (i) Rupee Loans 544.99 254.99
assignment of right and government approvals excluding the (ii) Foreign Currency Loans 11.33 132.37
project assets as defined in the concession agreement.
(iii) Others 3.20 0.67
b) Pledge of equity shares held by the promoters- Hindustan ii) Deposits from Licensees 16.20 —
Construction Company Ltd representing 51% of the issued,
iii) From Financial institutions 290.28 80.00
paid up and voting equity share capital of the company for
the period upto expiry of 36 months from commercial iv) Zero Coupon Convertible Foreign
operations date and thereafter the pledged shares % will come Currency Bonds due 2011 435.29 500.03
down to 26% of equity share capital of the company. (refer note no IV 6)
c) A first charge on bank accounts including receivables, the 3) Preference Share Capital
Escrow and retention accounts required to be created by the 1,32,50,000 6% Cumulative Redeemable
company under any project document or contract. Preference Shares of Rs. 10/- each 22.70 22.70
7. IDBI Bank 2,50,00,000 1% Compulsory Convertible
Preference Shares of Rs. 10/- each 25.00 25.00
Secured by way of a) Second charge on all the movable assets of
the Company as on March 31, 2008 and b) First charge on one Flat TOTAL 1930.30 1607.48
located at “Greater Kailash – II” New Delhi – 110048.

HCC 84TH ANNUAL REPORT 2009-2010

89
CMYK

SCHEDULE - E

FIXED ASSETS (Rs. Crore)

ASSETS GROSS BLOCK DEPRECIATION/AMOR

DEPRECIATION/AMORTISA
TION/AMORTISATION
TISATION NET BLOCK

As at Additions Deductions As at As at For the Deductions Upto As at As at

01.04.09 31.03. 10
31.03.10 01.04.09 year 10
31.03.10
31.03. 10
31.03.10
31.03. 31.03.09

At Cost:
Goodwill 55.88 — — 55.88 — — — — 55.88 55.88
Freehold Land (Book Value) 13.56 24.31 — 37.87 — 0.00* — 0.00* 37.87 13.56
Buildings & Sheds 280.49 577.72 4.10 854.11 20.01 15.05 1.78 33.28 820.83 260.48
Plant & Machinery 1427.44 263.59 122.63 1568.40 456.10 93.57 5.51 544.15 1024.25 971.34
Heavy Vehicles 146.54 15.47 5.35 156.67 37.77 16.19 1.34 52.62 104.05 108.77
Light Vehicles 29.18 7.36 4.03 32.51 10.67 2.81 1.72 11.76 20.75 18.51
Helicopter 49.49 147.05 39.23 157.31 5.31 5.96 3.99 7.28 150.03 44.18
Speed Boat 3.61 0.53 0.02 4.12 0.35 0.67 — 1.02 3.09 3.26
Furniture and
Office Equipments 36.91 0.44 0.52 36.83 16.36 8.94 0.18 25.11 11.73 20.55
Computers 25.28 2.89 0.50 27.67 19.69 3.19 0.03 22.85 4.82 5.59
Computer Software 2.00 — — 2.00 1.22 — — 1.22 0.78 0.79
Intangible Assets 293.45 344.60 — 638.05 15.40 16.89 — 32.29 605.76 278.05
Total of this year 2363.83 1383.96 176.38 3571.41 582.88 163.27 14.55 731.58 2839.83 1780.96
Previous Year 1579.86 824.68 40.71 2363.83 468.33 145.81 31.26 582.88 1780.96
Less Transferred to project WIP 22.80
Depreciation as per profit and loss account 140.47
Items Awaiting Completion or Commissioning 1020.07
Total 3859.90

Note: Deductions in Gross block includes decapitalisation of Foreign exchange and CENVAT credit availed.

SCHEDULE - F As at SCHEDULE - F As at
31.03.2009 31.03.2009
Cost Cost Cost Cost Cost Cost Cost Cost
Unquoted Quoted
QuotedUnquoted Quoted Unquoted Quoted
QuotedUnquoted Quoted
Rs. Crore Rs. Crore Rs. Crore Rs. Crore
CroreRs.
Rs. Crore Rs. Crore Rs. Crore Rs. Crore
CroreRs.
INVESTMENTS
Term
Long Term Investments (vii) Space Theme Park India 0.04 —
(a) Investment in Associate Companies Limited 50,000 Equity
1.29 Shares of Rs.10/- fully paid up
(i) Bon Sera Hotels Ltd —
(ii) SOL Hospitality Ltd 0.08 — (viii)Jyoti Ltd 12.00 12.00
0.01 12,00,000 Equity Shares
(iii) Palmetto Hospitality Ltd —
of Rs.10/- each fully paid
(b) Other Investments:
(ix) Punjab National Bank — 0.04
(i) Walchand Co-op.Housing 0.00* 0.00* 943 Equity Shares of
Society Ltd. 5 Equity Shares Rs. 10/- each fully paid
of Rs.50/- each fully paid
(Rs. 250 /- Unquoted) (c) Current Investments
(ii) Shushrusha Citizens 0.00* 0.00* 1) ICICI Prudential Flexible — 0.45
Co-op. Hospital Ltd. - Income Plan Premium
100 Equity Shares of daily Dividend
Rs.100/- each fully paid 2) Akruti City Limited 0.00* 0.00*
(iii) Housing Development — 0.04 (Formerly Akruti Nirman Ltd)
Finance Corporation Ltd. 10 Equity Shares of Rs.10/- each
25,044 Equity Shares of 3) Ansal Housing & 0.00* 0.00*
Rs.10/- each fully paid. Construction Limited
(iv) Hindustan Oil Exploration — 0.91 10 Equity Shares of Rs.10/- each
Co.Ltd. 2,35,000 Equity Shares 4) Ansal Properties & 0.00* 0.00*
of Rs.10/- each fully paid Infra Limited
(95,000 Equity Shares 10 Equity Shares of Rs.10/- each
purchased on Right 5) Ashiana Housing Limited 0.00* 0.00*
Basis in Ratio 2 : 3) 10 Equity Shares of Rs.10/- each
(v) HDFC Bank Ltd. 0.00* 0.00* 6) DLF Limited 0.00* 0.00*
500 Equity Shares of 10 Equity Shares of Rs.10/- each
Rs.10/- each fully paid 7) D S Kulkarni Developers 0.00* 0.00*
(vi) Hincon Finance Ltd. 0.12 0.12 Limited
1,20,000 Equity Shares of 10 Equity Shares of Rs.10/- each
Rs.10/- each fully paid

HCC 84TH ANNUAL REPORT 2009-2010

90
CMYK

SCHEDULE - F As at SCHEDULE - F (Contd.) As at

31.03.2009 31.03.2009
Cost Cost Cost Cost Cost Cost Cost Cost
Unquoted Quoted
QuotedUnquoted Quoted Unquoted Quoted
QuotedUnquoted Quoted
Rs. Crore Rs. Crore Rs. Crore Rs. Crore
CroreRs. Rs. Crore Rs. Crore Rs. Crore Rs. Crore
CroreRs.
8) HDIL 0.00* 0.00* 30) ICICI Prudential Institutional — 15.01
10 Equity Shares of Rs.10/- each Liquid plan
9) Indiabulls Real Estate Limited 0.00* 0.00* (1,50,02486.038 units of
10 Equity Shares of Rs.10/- each Rs 10/- each)
10) Mahindra Lifestyle Limited 0.00* 0.00* 31) Reliance Money Manager 0.39 0.20
(formerly Mahindra Gesco Ltd) Mutual Fund - Daily Dividend Plan
10 Equity Shares of Rs.10/- each 3879.338 units @ 1001.34
each
11) Orbit Corporation Limited 0.00* 0.00*
10 Equity Shares of Rs.10/- each 32) Reliance Quarterly Interval 20.15 —
Fund-Series II Plan
12) Parsvnath Developers Limited 0.00* 0.00*
19995600.968 units @ 10.08
10 Equity Shares of Rs.10/- each
each (Previous Year - Nil)
13) Peninsula Land Limited 0.00* 0.00*
33) Reliance Liquidity Fund-Daily 10.00 —
10 Equity Shares of Rs.10/- each
Dividend Reinvestment Plan
14) Shoba Developers Limited 0.00* 0.00* 9995202.303 units @ 10.00
10 Equity Shares of Rs.10/- each each (Previous Year - Nil)
15) Unitech Limited 0.00* 0.00* 34) ICICI Prudential Ultra Short 10.45 —
10 Equity Shares of Rs.10/- each Term Plan Super Premium
16) LIC Mutual Fund- Floating 14.73 — Daily Dividend
Rate Fund -Short Term Plan 10428977.869 units @ 10.02
14732831.24 units @ 10.00 each each (Previous Year - Nil)
(Previous Year - Nil) 35) ICICI Prudential Banking & 20.06 —
17) Birla Sunlife Saving Fund 12.63 23.00 PSU Debt Fund Daily Dividend
Daily Div. Reinvestment Plan 20004289.9330 units @ 10.03
12605140.174 units @ 10.02 each each (Previous Year - Nil)
18) Birla Sunlife Cash Plus - Institutional 15.00 0.27 36) ICICI Liquid Plan Super Institutional 1.65 —
Premium-Daily Dividend Daily Dividend 156235.197 units
14970806.925 units @ 10.02 each @ 105.74 each
19) Birla Sunlife Saving Fund Institutional 10.03 — TOTAL 1.56 304.01 0.12 95.17
Daily Dividend Reinvestment
10024450.236 units @ 10.01 each 305.57 95.29
(Previous Year - Nil)
20) Birla Sunlife Quarterly Interval 10.01 0.80 Market Value
Value Market Value
Value
Series IV Dividend Reinvestment
10000000 units @ 10.01 each Notes:
21) Birla Sunlife Saving Fund 4.45 — 1. Aggregate of Investments:
Institutional Daily Dividend (i) Quoted Investments 304.01 299.90 95.17 117.89
Reinvestment (ii) Unquoted Investments 1.56 0.12
4449295.3240 units @ Rs. 10.01
each (Previous Year - Nil) TOTAL 305.57 95.29
22) HDFC FMP 100D-MAR-10- 50.04 20.05
Dividend Series-X Plan Note :- * represents amount less than Rs. 100000.
50000000 units @ 10.01 each As at
23) LIC Mutual Fund- Saving Plus 25.00 — 31.03.2009
Fund -Daily Dividend Plan 2. Investments & Mutual Funds Purchased and Sold during the year
25001951.71 units @ 10.00 Name of the Security Face V alue No. of Units Rs. Crore
Value
each (Previous Year - Nil)
Kotak Liquid Institutional
24) LIC M F- Saving Plus Fund - 2.00 — Premium -Daily Dividend RP Rs.10.00 each. 8177885 10.00
Daily Div.Plan
17174651.698 units @ 10.00 Birla Sunlife Cash Plus-
each (Previous Year - Nil) Institutional Premium Daily
Dividend RP Rs.10.00 each. 19961076 20.00
25) Principal Money Manager Fund 20.00 2.39
Institutional Dividend Plan Birla Sunlife Saving Fund-
19229659.8270 units @ 10.40 each Institutional Daily Dividend RP Rs.10.00 each. 19988272 20.00
26) Baroda Pioneer Treasury 15.05 — ICICI Pru. Institutional Liquid
Advantage Fund Institutional Plan-Super Institutional
Daily Dividend Plan Daily Dividend RP Rs.10.00 each. 39991202 40.00
15032194.351 units @ 10.01 HDFC Liquid Fund Premium
each (Previous Year - Nil) Plan Institutional Daily
Dividend RP Rs.10.00 each. 24470220 30.00
27) Baroda Pioneer PSUL Bond Fund 5.00 —
Monthly Dividend Plan UTI Liquid Fund Cash Plan
4985740.7810 units @ 10.03 Institutional Daily Dividend RP Rs.10.00 each. 196185 20.00
each (Previous Year - Nil) Kotak Flexi Debt Scheme
28) UTI Mutual Fund - Fixed 40.24 20.00 Institutional Daily Dividend RP Rs.10.00 each. 19907492 20.00
Income Interval Fund - BSL Cash Plus Institutional
Series II Plan VI Premium Daily Dividend Rs.10.01 each. 20008336 20.02
40228592.34 units @ 10.00 each BSL Cash Plus Institutional
29) UTI Mutual Fund - Fixed 5.10 — Premium Daily Dividend Rs.10.02 each. 14970807 15.00
Income Interval Fund - BSL Interval Income Series 2
Series II Plan V Dividend Plan Rs.10.01 each. 265263 0.27
5087270.251 units @ 10.03
BSL Saving Fund Institutional
each (Previous Year - Nil)
Daily Dividend Reinvestment Rs.10.01 each. 10024450 10.03

HCC 84TH ANNUAL REPORT 2009-2010

91
CMYK

SCHEDULE - F (Contd.) As at SCHEDULE - G (Contd.) As at

31.03.2009 31.03.2009
2. Investments & Mutual Funds Purchased and Sold during the year Rs. Crore Rs. Crore Rs. Crore
Name of the Security Face Value No. of Units Rs. Crore
Value (b) Related site mobilisation
BSL Qtly Interval Series-IV expenses 88.24 148.78
Dividend Reinvestment Rs.10.01 each. 10006900 10.01 392.49
HDFC FMP 100D-MAR-10-
Dividend Series-X Rs.10.01 each. 50000000 50.04 3129.43 2266.84
Add:
HDFC MF Daily Dividend Plan Rs.12.26 each. 24975 0.03
(i) Contract Work in Progress — 270.28
J M Liquidity Fund Super Plus (ii) Retention Money 280.95 256.80
Dividend Rs.10.01 each. 2391575 2.39
Reliance Money Mgr Fund- Rs. 1001.14 3880 0.39 280.95
Institutional Daily Div Plan each. TOTAL 4222.08 3305.10
Reliance Quarterly Interval
Fund- Series II - Plan Rs.10.08 each. 19995601 20.15 Sundry Debtors
Reliance Liquidity Fund Daily Unsecured, Considered Good:
Dividend Reinvestment Plan Rs.10.00 each. 9995202 10.00 (a) Outstanding over six months 0.21 1.16
Principal Money Manager (b) Others 248.66 102.83
Fund Institutional Div. Plan Rs.10.40 each. 19229660 20.00 TOTAL 248.87 103.99
LIC MF-Floating Rate Fund-
Short Term Plan Rs.10.00 each. 14732831 14.73 Cash and Bank Balances
LIC MF - Saving Plus Fund - (a) Cash on Hand 1.44 1.63
Daily Dividend Plan Rs.10.00 each. 25001952 25.00 (b) Cheques on Hand 37.86 25.04
HDFC Cash Management (c) With Scheduled Banks:
Fund- Saving Plan- Daily Div. Rs.10.64 each. 18821747 20.02 (i) Current Accounts in
Indian Rupees 162.47 125.34
UTI MF - Daily Dividend plan Rs.18.22 each. 10976045 20.00
(ii) Current Accounts in
UTI MF - Fixed Income
Foreign Currency 56.86 32.46
Interval Fund Series II plan VI Rs.10.00 each. 40228592 40.24
UTI MF - Fixed Income (iii) Deposit Accounts in
Interval Fund Series II plan V Rs.10.03 each. 5087270 5.10 Indian Rupees 51.92 34.64
ICICI Prudential Flexi Income (iv) Deposit Accounts in
Daily Dividend Plan Rs.10.57 each. 14201307 15.02 Foreign currency — 0.01
ICICI Pru. Ultra STP Super (v) Other Banks 0.02 —
Premium Daily Div. Plan Rs.10.02 each. 10428978 10.45 TOTAL 310.57 219.12
ICICI Pru Banking & PSU
Debt Fund Daily Dividend Plan Rs.10.03 each. 20004290 20.06 Other Current Assets
Baroda Pioneer Treasury Interest Accrued on Others 4.94 3.95
Advantage Fund Daily Div. Plan Rs.10.01 each. 15032194 15.05
Baroda Pioneer PSU Bond TOTAL 4.94 3.95
Fund Monthly Dividend Plan Rs.10.03 each. 4985741 5.00 GRAND TOTAL 4786.46 3632.16
LIC MF Saving Plus Fund -
Daily Dividend Plan Rs.9.98 each. 2003606 2.00 SCHEDULE - H
BSL Saving Fund Inst - LOANS AND ADV ANCES
ADVANCES
Daily Dividend Reinvestment Rs.10.00 each. 4449295 4.45 Unsecured, Considered Good
Reliance Money Manager (a) Advances Recoverable in Cash or 499.27 343.28
Fund Institutional Option (G) Rs 1236.87each 56601 7.00 in Kind or for Value to be received
HDFC Cash Management (b) Advance Payment of Taxes net of provision 159.92 82.67
Fund (G) Rs 19.89 each 5028248 10.00 [Advance Tax Rs.255.71 Crore (Previous year
Rs.147.17 Crore), Provision for Tax Rs.95.79 Crore
Kotak Floater Long Term (G) Rs 14.40 each 6947080 10.00 (Previous year Rs.64.52 Crore)]
Birla Sun life Saving Fund (c) Other Receivables 20.30 —
Institutional (G) Rs 17.22 each 5807598 10.00
(d) Earnest Money, Security and Other Deposits 16.64 21.67
NLPSG Canara Robeco
Treasury Advantage Super (e) FCMT difference account 2.17 19.33
Institutional Growth fund Rs 13.71 each 7302596 10.01 TOTAL 698.30 466.95
GFCG IDFC Money Manager
Fund- Treasury Super SCHEDULE - I
Institutional Plan Rs 10.76 each 9296504 10.00 CURRENT LIABILITIES AND PROVISIONS
Current Liabilities
SCHEDULE - G As at (a) Sundry Creditors 1733.04 1326.27
31.03.2009 (b) Advances from Contractees
Rs. Crore Rs. Crore Rs. Crore (Interest free) 739.48 527.81
CURRENT ASSETS Less :Related site mobilisation
Inventories expenses 88.24 148.78
(a) Stores,Spares and Embedded 651.24 379.03
Goods, at Cost 276.65 319.24
(c) Interest Accrued but not due on Loans 11.81 7.62
(b) Fuel, at Cost 13.72 12.63
(d) Investor Education & Protection
(c) Land 520.26 179.31 Fund shall be Credited by the
(d) Materials In transit, at Cost 1.07 — following amounts when due:
(e) Work In Progress: 3521.92 2842.01 (i) Unclaimed Dividend 0.91 0.78
Finished Units (at Cost) — 0.06 (ii) Unclaimed Debentures
Less: (including interest) — 0.02
(a) Advances Received / 0.91 0.80
Other Recoveries 304.25 426.45 TOTAL 2397.00 1713.72

HCC 84TH ANNUAL REPORT 2009-2010

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CMYK

SCHEDULE - I (Contd.) As at SCHEDULE - N Previous

31.03.2009 Year
Rs. Crore Rs. Crore Rs. Crore Rs. Crore Rs. Crore Rs. Crore
Provisions: OFFICE AND SITE ESTABLISHMENT EXPENSES
ESTABLISHMENT
(a) Proposed Preference Dividend 0.68 3.97 (a) Stationery, Postage, Telephone & Advertisement 18.27 17.41
(b) Tax on Proposed Dividend 4.12 3.48
(b) Travelling and Conveyance 26.80 22.82
(c) Proposed Dividend 24.26 20.50
(d) Tax on Proposed Preference Dividend 0.27 1.62 (c) Rent 1.51 2.00
(e) Provision for Leave Encashment 14.38 13.18 (d) Rates and Taxes 4.02 1.90
(f) Provision for Gratuity 23.48 21.08 (e) Insurance 5.61 5.82
(g) Provision for Premium on
127.14 (f) Professional Charges 49.46 32.02
Redemption of FCCB’s 107.78
(h) Provision for sick leave 1.54 1.49 (g) Repairs and Maintenance 14.40 10.34
(h) Directors’ Fees 0.23 0.17
TOTAL 195.87 173.10
(i) Auditors’ Remuneration:
GRAND TOTAL 2592.87 1886.82
(i) Audit Fees 1.05 0.83
(ii) Tax Audit Fees 0.11 0.11
SCHEDULE - J Previous (iii) For Certification Work 0.40 0.29
Year
Rs. Crore Rs. Crore Rs. Crore (iv) Reimbursement of Out of
INCOME FROM OPERA TIONS
OPERATIONS Pocket Expenses 0.06 0.05
Value of Work Done
Work (Including Service Tax)
(i) Contract Revenue 3974.11 3555.83 1.62
Less: Finished Goods at Cost — 0.06 (j) Guarantee Commission and Charges 15.53 13.04
3974.11 3555.77 (k) Share / Debenture Issue Expenses Written Off — 0.01
(ii) Service Income from Joint Ventures 1.08 4.54
(l) Finance Charges 12.70 11.08
TOTAL 3975.19 3560.31
(m) Expenses Related to Prior Years — 0.04
SCHEDULE - K (n) Loss on Sale of Assets (Net) 18.67 0.27
OTHER INCOME
(o) Miscellaneous Expenses 25.38 17.24
(a) Dividend on Other Investments 0.24 0.62
(b) Miscellaneous Receipts 8.48 8.78 (p) Computer Maint. & Development Expenses 5.52 5.36
(c) Earlier Years Provisions No Longer Required — 0.18 (q) Bank Charges 0.09 0.23
(d) Profit on Sale of Investments (net) 6.69 1.69 (r) Donations 3.21 5.13
(e) Exchange Loss (net) (0.67) (14.15)
(s) Donations to Political parties (refer note IV 13) 5.00 —
TOTAL 14.74 (2.88) (t) Provision for Doubtful Debts 0.09 —

SCHEDULE - L (u) Advertisement Expenses 29.92 —

CONSTRUCTION EXPENSES TOTAL 238.03 146.16
(a) Construction Material Consumed: 319.54 339.60
Add: Purchases 1134.83 1308.36
SCHEDULE - O
1454.37 1647.96 INTEREST
Less: Scrap and Unserviceables Sold 27.50 18.95 (a) On Fixed Loans 19.92 6.54
1426.87 1629.01 (b) On Debentures 20.47 19.79
Less: Stock at Close 281.23 313.13 (c) On Other Accounts 241.11 222.09
1145.64 1315.88 281.50 248.42
(b) Sub-Contract, Transportation, Hire etc. 1378.23 933.96 Less : Interest capitalised 0.79 1.27
(c) Power and Fuel 210.36 222.01
280.71 247.15
(d) Repairs to Machinery 7.51 16.42
Less: Interest Received
(e) Other Repairs 2.02 1.53
a) Fixed deposits with Banks 0.06 0.87
(f) Rent 14.48 12.09
(g) Water Charges 14.95 8.34 b) Others 4.29 9.84

TOTAL 2773.19 2510.23 TOTAL 276.36 236.44

SCHEDULE - M SCHEDULE - P
EMPLOYEES’ REMUNERA
REMUNERATIONTION AND BENEFITS (a) Provision For Current Tax 69.30 34.52
(a) Salaries,Wages,Bonus and Gratuity 387.68 344.55
(b) Provision For Deferred Tax 109.17 45.82
(b) Contribution to Provident Fund 22.31 20.12
and Other Funds (c) Provision For Fringe Benefit Tax — 2.76
(c) Welfare Expenses 28.25 24.95 (d) MAT Credit Entitlement (56.31) (33.56)
TOTAL 438.24 389.62 TOTAL 122.16 49.54

HCC 84TH ANNUAL REPORT 2009-2010

93
CMYK
SCHEDULE- Q
I Criteria For Preparation Of Consolidated Financial Statements
1 Hindustan Construction Company Ltd. (HCC Ltd.) has prepared
the consolidated financial statements to provide the financial
information of its activities along with its Subsidiaries & Joint
Ventures as a single entity. They are collectively referred as
“Group” herein.
The consolidated financial statements are prepared by
i) Consolidating its accounts with financial statements of its
Subsidiaries, Integrated Joint Ventures and Partnership firm.
ii) Applying the equity method of accounting for its investee
companies in which it holds between 20 and 50 percent
of the equity share capital.
iii) Financial statements of Integrated (i.e. Profit / Loss
sharing ) Joint Ventures are consolidated to the extent of
HCC and subsidiaries share in Joint Venture.
2 Method of Consolidation
The consolidated financial statements have been prepared by
the Company in accordance with the requirements of
Accounting Standard (AS) 21 - “Consolidated Financial
Statements” and Accounting Standard (AS) 27 - “Financial
Reporting of Interest in Joint Ventures”, issued by the Institute
of Chartered Accountants of India.
The year end balances and the common transactions with the
Subsidiaries are eliminated in full. Whereas in case of Integrated
Joint Ventures these transactions are eliminated to the extent
of HCC and its subsidiaries share in Integrated Joint Ventures.
3 Cross Holding
Investments held by a subsidiary viz. Western Securities Ltd.
in HCC is eliminated and resultant goodwill is recognized in
the consolidated financial statements.
II Significant Accounting Policies Forming Part Of Consolidated
Accounts As At 31st March, 2010.
1 Basis of Accounting
The Company maintains its accounts on accrual basis.
Management makes estimates and technical and other
assumptions regarding the amounts of income and expenses in
accordance with Indian GAAP in the preparation of the financial
statements. Difference between the actual results and estimates
are recognised in the period in which they are determined.
2 Fixed Assets and Intangible Assets
i) Fixed assets are stated at cost of acquisition including
attributable overheads, financial cost and interest paid
on specific borrowings upto the date of acquisition/
installation of the assets and improvement thereon less
accumulated depreciation / amortisation.
ii) In respect of BOT projects, the Construction Costs
including interest and Preliminary expenses incurred
during the period has been recognized as an intangible
asset, in accordance with Accounting Standard (AS) 26 -
“Intangible Assets”.
iii) Intangible assets also comprise of trademarks, designs,
licence fees , other implementation cost for software
(ERP) and other application softwares acquired for
in-house use.
3 Depreciation
Depreciation on fixed assets is provided:
i) In respect of buildings and sheds, furniture and office
equipments on the written down value method (pro-rata
on additions and deletions of the year) at rates prescribed
in Schedule XIV of the Companies Act, 1956.
ii) In respect of plant & machinery, heavy vehicles, light
vehicles,helicopter, aircraft and speed boat on the straight
line method at rates prescribed in schedule XIV of the
Companies Act, 1956 on a pro-rata basis.
iii) In respect of computers depreciation is provided on
straight line basis over a period of three years on pro
rata basis.
iv) The depreciation on assets used for construction has been
treated as period cost.
v) Software and implementation costs including users licence
fees of the Enterprise Resource Planning (ERP) system
and other related application software costs are amortised
HCC 84TH ANNUAL REPORT 2009-2010
94
over a period of 5 years except in case of Lavasa, where
the same is amortised over a period of 10 years.
vi) The intangible assets are amortized on a straight –line
method over the useful life estimated in accordance with
the Concession Agreement of BOT projects.
vii) In respect of trademark and design, costs are amortized
equally over a period of ten years.
viii) User License fees for software are amortised over a
period of five years.
4 Investments
Investments are classified as long-term and current
investments. Long-term investments are shown at cost or
written down value (in case of other than temporary
diminution) and current investments are shown at cost or
market value whichever is lower.
5 Employee Benefits
i) Defined Contribution plan
Contribution to provident fund and superannuation fund
is accounted on accrual basis.
ii) Defined Benefit plan
Gratuity is charged to revenue on the basis of actuarial
valuation and in case of daily rated workmen on actual basis
computed on tenure of service as at the end of the year.
iii) Other Benefits
Short term and long term compensated absenses are
provided for based on actuarial valuation. The actuarial
valuation is done as per projected unit credit method.
The obligation is measured at the present value of the
estimated future cash flows.The discount rates used for
determining the present value of the obligation under
defined benefit plans, is based on market yields on
Government Securities as at the balance sheet date,
having maturity periods approximating to the terms of
the related obligations.
6 Inventories
i) The stock of stores, spares and embedded goods and
fuel is valued at cost (weighted average basis), or net
realisable value whichever is lower.
ii) Work-in-Progress is valued at the Contract rates and site
mobilisation expenditure of incomplete contracts is stated
at cost except NJJV and KSHI JV where work in progress
is determined at cost in view of policy followed by JV.
iii) Certain loose plant, tools & service equipments costing
below Rs. 5 lacs are valued at proportionate written down
value @ 3% p.m. over a period of 32 months.
iv) Site mobilisation expenses are presented as a deduction
from advances from contractees to the extent funded by
such advances
v) In case of Panchkutir Developers Ltd. (Subsidiary
company) Land and construction /development expenses
are accumulated under “Project work-in-progress” and
the same are valued at cost or net realizable value,
whichever is lower.
a) Cost of land purchased / acquired by the Company
includes purchase / acquisition price plus all direct
and indirect expenditure incurred in connection with
the purchase of land.
b) Construction / development expenditure includes
all direct and indirect expenditure incurred on
development of land and / or construction at site,
overheads relating to site management and
administration, less incidental revenues arising from
site operations. Indirect expenses will be allocated
to the respective items at the time of their
completion or capitalization into fixed assets.
7 Inventories of Land and Floor Space Index (FSI) - Lavasa
i) Cost of land accounted in Stock in trade is treated as (a)
Cost of FSI - 95%, (b) Land, stock-in-trade – 5%, both
being distinct items of inventory. Cost of Land and FSI
are on a weighted average basis along with related
purchase / acquisition price plus all direct and indirect
expenditure incurred in connection with the purchase of
land. Land and FSI are valued at lower of Cost or Net
CMYK
Realizable Value. Land or FSI utilized for own construction
is transferred to Fixed Assets at cost.
ii) Project Work-in-Progress is valued at the contract rates
in accordance with Long-term Construction Accounting
Standards.
iii) Where construction of any unit is undertaken for which
there are no sales, such inventory is valued at lower of
cost or realizable value and is not considered under Long-
term Construction for accounting purposes.
8 Capital Work in Progress
Work
The expenditure on construction and development of 247 Park
are accumulated under Capital work in progress. Construction
and development expenses includes cost of acquisition of
development rights, all direct and indirect expenditure incurred
on development of land and / or construction including
attributable interest and financial charges, overheads relating
to site management and administration, less incidental
revenues arising from said construction. On completion of
construction of building and commissioning of Plant &
Machinery, such assets are capitalized leaving the incomplete
work as capital work in progress.
9 Provisions, Contingent Liabilities and Contingent Assets.
Provisions involving substantial degree of estimation in
measurement are recognised when there is a present obligation
as a result of past events and it is probable that there will be
an outflow of resources. Contingent liabilities are not
recognised but are disclosed in the notes. Contingent assets
are neither recognised nor disclosed in the financial statements.
10 Foreign Exchange T ranslation of Foreign Projects and
Translation
Accounting of Foreign Exchange T ransactions
Transactions
i) Current assets and current liabilities are translated at the
exchange rate prevailing on the last day of the year.
ii) Gains or losses arising out of remittance / translations at
the year-end are credited / debited to the profit and loss
account for the year except in cases where they relate to
acquisition of Fixed assets, in which case they are
adjusted to the carrying cost of such assets.
iii) Foreign exchange transactions are converted into Indian
rupees at the prevailing rate on the date of the
transaction.
iv) Gains & losses in respect of foreign exchange contracts
are recognised as income or expenses over the life of
the contract.
11 Financial Derivatives & Hedging transactions
Financial derivatives and hedging contracts are accounted on
the date of their settlement and realised gain / loss in respect
of settled contracts is recognised in the profit & loss account
along with the underlying transactions.
12 Revenue Recognition
i) Accounting of construction contracts
The company follows percentage completion method,
based on the stage of completion at the balance sheet
date, taking into account the contractual price and
revision thereto by estimating total revenue and total
cost till completion of the contract and the profit so
determined has been accounted for proportionate to the
percentage of the actual work done.
Revenue is recognised as follows:
a. In case of item rate contracts, on the basis of
physical measurement of work actually completed,
at the balance sheet date.
b. In case of lumpsum contracts, revenue is recognised
on the completion of milestones as specified in the
contract or as identified by the Management.
Foreseeable losses are accounted for as and when they
are determined except to the extent they are expected to
be recovered through claims presented or to be presented
to the customer or in arbitration.
Claims are accounted as income in the year of receipt of
arbitration award or acceptance by client or evidence of
acceptance received.
HCC 84TH ANNUAL REPORT 2009-2010
95
ii) Revenue from Designing Services & Projects:
Revenue from designing services & projects comprises
income from time and fixed price contracts. Revenue
from time contracts is recognized on man hour basis as
per the terms of the contracts. Revenue from fixed price
contracts is recognized on the completion of milestones
specified in the contracts under percentage completion
method. Revenue from sale of designs is accounted on
the dispatch of designs to customers.
iii) HCC Real Estate Ltd. (Subsidiary company) being a
developer will recognize its revenue from real estate in
consonance with the principles laid down by Accounting
Standard for Revenue Recognition, upon commencement
of selling / leasing operations.
iv) In respect of BOT projects revenue will be recognized
from the point of completion of the construction period.
Income from Toll Revenue is recognised on accrual basis.
v) Comprehensive Urban Development and Management -
Lavasa
a. Sale of Land and FSI
Revenues are recognized in the year in which the
agreement to lease is executed. Income from land
sales (including on a long term lease basis) is
recognized on the transfer of all significant risks
and rewards of ownership to the buyers and a
reasonable expectation of collection of the sale
consideration from the buyers exists. .
Exchange of parcels of land against other parcels
of land is not treated as sale but is adjusted in the
land account.
b Project Construction Work
The Company follows the percentage completion
method, on the basis of physical measurement of
work actually completed at the balance sheet date,
taking into account the contractual price and revision
thereto by estimating total revenue and total cost
to the completion of the contract and the profit so
determined is accounted for proportionate to the
percentage of the actual work done. Foreseeable
losses are accounted for as and when they are
determined. Revenue from sales of constructed units
other than under long term construction contracts
are recognized on execution of transfer agreements.
c Project Management Consultancy Fees
Revenue from Project Management Consultancy Fees
is recognized on accrual basis, as per the Agreements
based on the progress of Construction work.
d Sales of Constructed Units
Revenue from sales of constructed units other than
under long term construction contracts are
recognized on execution of transfer agreements.
e Revenue from other services are recognised when
services are rendered.
vi) Income from lease rentals
Lease rentals are accounted on accrual basis in
accordance with respective lease agreements.
13 Taxation
The tax expense comprises of current tax & deferred tax
charged or credited to the profit and loss account for the year.
Current tax is calculated in accordance with the tax laws
applicable to the current financial year. The deferred tax charge
or credit is recognised using the tax rates and tax laws that
have been enacted by the balance sheet date. Where there are
unabsorbed depreciation or carry forward losses, deferred tax
assets are recognised only if there is virtual certainty of
realisation of such assets. Other deferred tax assets are
recognised only to the extent there is reasonable certainty of
realisation in future. At each balance sheet date, recognised
and unrecognised deferred tax assets are reviewed.
14 Borrowing costs
Borrowing costs (less any income on the temporary
investments of those borrowings) that are attributable to the
acquisition, construction or production of a qualifying assets
are capitalised. Other borrowings costs are expensed out.
CMYK

In case of Lavasa Corporation Ltd. (Subsidiary company) the IV Other Notes to Accounts:
borrowing costs (less any income on the temporary
1 Notes to these Consolidated Financial Statements are intended
investments of those borrowings) that are directly attributable
to serve as a means of informative disclosure and a guide to
to qualifying assets / project work-in-progress are charged
better understanding. Recognizing this purpose, the Company
over such qualifying assets / project work-in-progress.
has disclosed only such Notes from the individual financial
15 Miscellaneous Expenditure statements, which fairly present the needed disclosures.
Miscellaneous expenditure including pre-operative / preliminary 2 The Income-tax assessments of the Company have been
expenses are charged off in the year they are incurred as per completed upto the accounting year ended 31st March, 2006.
Accounting Standard (AS) 26 - “Intangible Assets”. Several appeals preferred by the Company are pending before
16 Leases appellate authorities. Deferred Tax liability for the period ended
31st March, 2010 has been provided on the estimated tax
Lease rentals in respect of assets acquired under operating
computation for the year.
lease are charged to Profit and Loss account.
17 Impairment of Assets Major components of deferred tax assets and liabilities arising
on account of timing differences are:
The Company makes an assessment of any indicator that may
lead to impairment of assets on an annual basis. An asset is 2009-10 2008-09
treated as impaired when the carrying cost of the asset exceeds Particulars Assets Liabilities Assets Liabilities
its recoverable value, which is higher of net selling price and Rs. Crore Rs. Crore Rs. Crore Rs. Crore
value in use. Any impairment loss is charged to profit and a) Depreciation 10.84 119.96 — 80.49
loss account in the year in which it is identified as impaired.
18 Goodwill Amortisation b) Claims/Arbitration — 90.53 — 79.92
Awards
Goodwill arising on consolidation is tested for impairment as
at the reporting date and impairment, if any, is written off. c) Unabsorbed 26.27 — — —
losses
III Contingent Liabilities
As at As at d) Others 9.81 101.64 1.61 —
Particulars 31.03.2010 31.03.2009 e) FCCBs premium 43.18 — 36.63 —
Rs. Crore Rs. Crore
Total 90.10 312.13 38.24 160.41
i) Counter Indemnities given to :
Banks, in respect of contracts
3 Cost of Land includes:
a) For works in India
(Secured on all the assets) 1876.29 1902.53 a Rs.12.94 Crore (previous year Rs. 12.94 Crore) in respect
of which sale deed is yet to be executed in the name of
b) *For works abroad (secured by company.
ECGC counter guarantees) 202.93 32.30
*(Converted in rupees at the b Land amounting to Rs.0.11 Crore (previous year Rs.0.11
rate fixed by the Bank) Crore) in respect of which irrevocable Power of Attorney
ii) Foreign Currency exposure not hedged — 0.18 is obtained in the name of company.

iii) Claims not acknowledged as
debts by the Company
iv) Sales Tax liability / Works Contract
Tax liability that may arise
in respect of matters in appeal.
(Net of an amount of Rs.0.53 Crore
(previous year Rs.12.77 crore)
recoverable from Clients as per the
terms of contract)
c Land amounting to Rs. 0.82 Crore (previous year 0.83
11.02 1.90 Crore) not covered by the Master Plan in respect of which
sale deed is yet to be executed in the name of company.
4 Construction / Development expenses includes Rs.13.92 Crore
(Previous year Rs. 2.39 Crore) being depreciation on the assets
used for the project.
5 Issue of Deep Discount Convertible Debentures and
14.26 9.05 Compulsory Convertible Preference Shares :

v) Estimated amount of contracts i) Bank of India has subscribed Rs 150 Crore in the form of
remaining to be executed. 74.78 46.66 Deep Discount Convertible Debentures (“DDCD”).
vi) Bills discounted with banks 165.98 241.39 This DDCD carry a coupon of 6% per annum on
vii) Corporate Guarantees: subscription amount and have maximum tenor of 5 years.
The investor has an option to convert DDCD into equity
The Group has provided an undertaking to pay in the event of shares at any time within 5 years from the closing date
default on loan given by a bank to subsidiary, Joint Ventures. at an equity valuation of Rs. 10,000 Crore or at the time
I By HCC for : of Initial Public Offer (IPO), whichever is earlier. DDCDs
are compulsorily convertible at the end of 5 years at an
a) Pune Paud Toll Road 14.36 18.48 equity valuation of Rs. 10,000 Crore. The investor and
Company Limited HCC have a put / call option respectively to sell / purchase
b) Lavasa Corporation Limited 555.44 185.43 the DDCD at the end of 39th, 48th and 60th month from
the closing date.
c) HCC Real Estate Limited 423.93 410.00
d) Nirmal BOT Limited 6.18 26.78 ii) Allahabad Bank has subscribed Rs 50 Crore in the form
of Deep Discount Convertible Debentures (“DDCD”).
e) Charosa Wineries Limited 22.00 17.00
This DDCD carry a coupon of 6% per annum on the
II Corporate Guarantee given 1000.00 600.00
subscription amount and have a maximum tenor of 5
by HREL for HCC
years. The investor has an option to convert DDCDs into
viii) A client, New Tirupur Area Development Corporation has equity shares at anytime within 5 years from the closing
wrongfully encashed Performance Bank Guarantee amounting date at an equity valuation of Rs. 10,000 Crore or at the
to Rs. 27.40 Crore in the year 2007-08. The Company has been time of Initial Public Offer (IPO), whichever is earlier.
legally advised that it has a good case on merits and therefore DDCDs are compulsorily convertible at the end of 5 years
has invoked arbitration provisions of the contract. During the at an equity valuation of Rs 10,000 Crore. The Investor
year issues to be decided by the Arbitral Tribunal have been and HCC have a put / call option respectively to sell /
framed by the Tribunal. Pending resolution of the dispute the purchase the DDCDs at the end of 39th, 48th and 60th
encashed Bank Gurantee is considered as a current asset. month from the closing date.

HCC 84TH ANNUAL REPORT 2009-2010

96
CMYK
iii) Axis Bank has subscribed Rs 225 Crore in the form of
Deep Discount Convertible Debentures (“DDCD”).
This DDCD carry a coupon of 3.52% per annum on the
face value of DDCD and have a maximum tenor of 5
years. The investor has an option to convert DDCDs into
equity shares of the Company at anytime within 5 years
at an equity valuation of Rs. 10,000 Crore from the closing
date or at the time of Initial Public Offer (IPO), whichever
is earlier. DDCDs are compulsorily convertible at the end
of 5 years at an equity valuation of Rs 10,000 Crore. The
Investor and HCC have a put / call option respectively to
sell / purchase the DDCDs at the end of 36th, 48th and
60th month from the closing date.
iv) Axis Bank has subscribed Rs 25 Crore in the form of
Compulsory Convertible Preference Shares (“CCPS”).
This CCPS carry a coupon of 0.001% per annum on the
subscripton amount of CCPS. The CCPS have a maximum
tenor of 5 years. The Investor has an option to convert
the CCPS into equity shares of the Company at any time
within 5 years from the Closing Date. Axis Bank and HCC
have the put / call option respectively to sell / purchase
the CCPS at the end of 36th, 48th and 60th month from
the closing date.
v) Andhra Bank has subscribed Rs 25 Crore in the form of
Deep Discount Convertible Debentures (“DDCD”).
This DDCD carry a coupon of 6% per annum on the
subscription amount and have a maximum tenor of 5
years. The investor has an option to convert DDCDs into
equity shares at anytime within 5 years from the closing
date at an equity valuation of Rs. 10,000 Crore or at the
time of Initial Public Offer (IPO), whichever is earlier.
DDCDs are compulsorily convertible at the end of 5 years
at an equity valuation of Rs 10,000 Crore. The Investor
and HCC have a put / call option respectively to sell /
purchase the DDCDs at the end of 39th, 48th and 60th
month from the closing date.
vi) IndusInd Bank has subscribed Rs 50 Crore in the form of
Deep Discount Convertible Debentures (“DDCD”).
This DDCD carry a coupon of 6% per annum on the
subscription amount and have a maximum tenor of 5
years. The investor has an option to convert DDCD
into equity shares of the Company at anytime within 5
years from the closing date at an equity valuation of
Rs 10,000 Crore. The Investor and HCC have a put /
call option respectively to sell / purchase the DDCD at
the end of 36th, 48th and 60th month from the closing
date.
vii) United Bank of India has subscribed Rs 50 Crore in the
form of Deep Discount Convertible Debentures (“DDCD”).
This DDCD carry a coupon of 6% per annum on the
subscription amount and have a maximum tenor of 5
years. The investor has an option to convert DDCDs into
equity shares at anytime within 5 years from the closing
date at an equity valuation of Rs. 10,000 Crore or at the
time of Initial Public Offer (IPO), whichever is earlier.
DDCDs are compulsorily convertible at the end of 5 years
at an equity valuation of Rs 10,000 Crore. The Investor
and HCC have a put / call option respectively to sell /
purchase the DDCD at the end of 39th, 48th and 60th
month from the closing date.
viii) Allahabad Bank has subscribed Rs 50 Crore in the form
of Deep Discount Convertible Debentures (“DDCD”).
This DDCD carry a coupon of 6% per annum on the
subscription amount and have a maximum tenor of 5
years. The investor has an option to convert DDCDs into
equity shares at anytime within 5 years from the closing
date at an equity valuation of Rs. 10,000 Crore or at the
time of Initial Public Offer (IPO), whichever is earlier.
DDCDs are compulsorily convertible at the end of 5 years
at an equity valuation of Rs 10,000 Crore. The Investor
and HCC have a put / call option respectively to sell /
purchase the DDCD at the end of 39th, 48th and 60th
month from the closing date.
HCC 84TH ANNUAL REPORT 2009-2010
97
ix) IndusInd Bank has subscribed Rs 50 Crore in the form of
Deep Discount Convertible Debentures (“DDCD”).
This DDCD carry a coupon of 6% per annum on the face
value of Rs 74.94 Crore of DDCD and have a maximum
tenor of 5 years. The investor has an option to convert
DDCD into equity shares of the Company within 5 years
from the closing date i.e 9th July 2009 subject to
investor’s stake is not less than 0.5% of Company’s equity
capital. The conversion amount is to be calculated based
on the YTM of 13% / 13.6% based on the equity valuation
of Rs. 10,000 Crore. The Bank and Promoters have a put
/ call option respectively to sell / purchase the DDCDs at
the end of 3rd, 4th and 5th year from the closing date.
x) ICICI Bank has subscribed Rs 250 Crore in the form of
Deep Discount Convertible Debentures (“DDCD”).
This DDCD carry a coupon of 6% per annum on the
subscription amount and have a maximum tenor of 5
years. The investor has an option to convert DDCDs into
equity shares at anytime within 5 years from the closing
date at an equity valuation of Rs. 10,000 Crore or at the
time of Initial Public Offer (IPO), whichever is earlier.
DDCDs are compulsorily convertible at the end of 5 years
at an equity valuation of Rs 10,000 Crore. The Investor
and HCC have a put / call option respectively to sell /
purchase the DDCDs at the end of 39th, 48th and 60th
month from the closing date.
xi) Bennett Coleman & Co. Limited (BCCL)., has invested an
amount of Rs. 81.25 Crore into the Company against
issuance of one Warrant on preferential basis, giving a
right to BCCL to subscribe to 0.8125 % of the fully diluted
equity share capital of the Company as on the date of
exercise of the warrant. BCCL has paid Rs 8.13 Crore being
10% of the exercise amount against the allotment of
warrant. BCCL can exercise the right of conversion at any
time during the 5 years from the date of agreement or
shall exercise in whole at the end of 5th year or at the
time of IPO. In the event BCCL does not exercise its option
to acquire all the shares within 5 years the Company shall
forfeit the proportionate warrant subscription price to the
extent not exercised and warrant shall lapse.
6 The company issued at par 1,000 Zero Coupon Convertible
Bonds due 2011 of US$1,00,000 each and 2,69,54,200 Global
Depository shares (GDSs) for an issue price of US $ 3.71 each
aggregating to US $ 200 million. (INR 891.60 Crore as on the
date of issue) in the year 2005-06 to finance capital expenditure,
acquisitions, investment in Company’s real estate Subsidiary
and any other use as may be permitted under applicable law
or by relevant regulatory bodies from time to time . The
Bondholders have an option of converting these Bonds into
shares at an initial conversion price of Rs. 248.08 per share
with a fixed rate of conversion of Rs.44.58 = US$1 at any time
on or after 11th May 2006 up to 18th February 2011. The
Bonds are also redeemable at the option of the company at
least at 130% of the early redemption amount at any time on
or after 14th April, 2009 upto 18th February 2011. Unless
previously redeemed, converted or purchased and cancelled,
the Bonds will be redeemed on 1st April 2011 at 137.7139% of
their principal amount.
The Offering Circular provides for an adjustment to the
conversion price of the FCCBs in the event the company making
a fresh issue of its equity shares for a consideration that is
less than the Current Market Value of the equity shares as on
the date on which the company fixes the consideration.
Pursuant to the issuance of fresh equity shares to QIBs, the
company has revised the conversion price of the FCCBs from
Rs. 248.08 to Rs. 246.02.
Premium payable on redemption of FCCBs till 31st March 2010
has been adjusted net of tax in the Securities Premium Account.
7 In the year 2005-06, pending utilization of the issue proceeds
of Zero Coupon Foreign Currency Convertible Bonds (FCCB)
and Global Depositary Shares (GDS) an amount of Rs. 869.54
Crore had been kept in Foreign Currency Current and Deposit
Accounts. During the current year, out of the issue proceeds,
Rs Nil (Previous year Rs. 14.42 Crore) has been utilized for
meeting working capital requirements in terms of the objects
of the issue.
CMYK

8 During the year ended 31st March 2010, 34 FCCBs of the face b List of Subsidiaries Companies included in consolidation
value of USD 100,000 each were bought back by the company and the Parent Company’s holding are as under:
aggregating to USD 0.34 crore. Name of the Country of Percentage Nature of
Further, provision made for premium on redemption of FCCBs Subsidiary Incorporation Holding Relationship
by debiting Securities Premium in the previous year has been Hincon India 100% Subsidiary
reversed to the extent it pertains to the FCCBs buyback. Technoconsult Ltd.
9 The company issued 75,00,000 Warrants of Re.1/- each at a Western India 98% Subsidiary
premium of Rs. 201.50 per warrant on preferential basis to Securities Ltd.
promotors on 20th December, 2007. The Warrant holders were
entitled to apply for and be allotted, in one or more tranches, Pune Paud Toll India 100% Subsidiary
one equity share of Re. 1/- each of the Company per warrant, Road Company Ltd.
anytime after the date of allotment of Warrant but before the HCC Real Estate Ltd. India 100% Subsidiary
expiry of 18 months from the date of allotment of such
Warrants. Upon exercise of the right to apply for Equity shares, HCC Singapore Singapore 100% Subsidiary
the Warrant holders were liable to make the payment of 90% Enterprises Pte Ltd
of the issue price. The Board upon receipt of the entire amount HCC Mauritius Mauritius 100% Subsidiary
was to allot one equity share per Warrant. However, upon not Enterprises Ltd
exercising the option, an amount of Rs. 15.19 Crore equivalent
to 10 % of the issue price of 75,00,000 warrants received during Nirmal BOT Ltd. India 100% Subsidiary
the previous year has been forfeited. HCC Aviation Ltd India 100% Subsidiary
10 The Company vide its Qualified Institutional Placement Badarpur Faridabad India 100% Subsidiary
Document dated 30th June 2009 has placed 4,70,00,000 fully Tollways Ltd
paid-up Equity Shares of Re 1/- each at an issue price of Rs
102.15 per Equity Share (including a premium of Rs 101.15 Panchkutir India 100% Subsidiary
per Equity Share), aggregating to Rs 480.11 Crore to Qualified Developers Ltd.
Institutional Buyers. These equity shares have been HCC Infrastructure Ltd India 100% Subsidiary
subsequently issued and alloted at its Board meeting held on
4th July 2009. Baharampore-
Farakka Highways Ltd India 100% Subsidiary
11 Pune Paud Toll Road Company Ltd, a wholly owned subsidiary
has an accumulated loss of Rs. 21.65 Crore as on 31st March Farakka-Raiganj India 100% Subsidiary
2010. The toll road operated by the Company is expected to Highways Ltd
generate manifold increase in the traffic plying on the road Raiganj-Dalkhola India 100% Subsidiary
during balance part of the concessional period due to large Highways Ltd
scale hill station township development namely ‘LAVASA’
taking place in the project vicinity and also the planned ring HCC Construction Ltd India 100% Subsidiary
road development extending the municipal limits of Pune city Highbar India 100% Subsidiary
beyond present toll plaza location. Technologies Ltd
12 a The details of Integrated Joint Ventures along with share HREL Township India 100% Subsidiary
of interest included in consolidation is given hereunder: Developers Ltd. of HREL
Name of Name of Method of Share of
HREL (Thane) India 100% Subsidiary
Ventures the Ventures’
Ventures’ Accounting Interest
Real Estate Ltd. of HREL
Partners
Maan Township India 100% Subsidiary
HCC-L&T Purulia Larsen & Toubro % 57.00%
Developers Ltd. of HREL
Ltd. completion
Nashik Township India 100% Subsidiary
HCC-Pati Pati Sendirian, % 50.00%
Developers Ltd. of HREL
Berhad completion
Charosa Wineries Ltd India 100% Subsidiary
Nathpa Jhakri Impregilio-Spa, Completed 40.00% of HREL
Italy Contract
Powai Real Estate India 100% Subsidiary
Kumagai-Skanska Skanska, kumagai, Completed 19.60%
Developers Ltd. of HREL
HCC-Itochu Group Itochu Contract
HCC Realty Ltd India 100% Subsidiary
Alpine - Samsung Alpine Meyreder % 33.00%
of HREL
- HCC Bau, Samsung completion
Corporation Lavasa Corporation India 64.99% Subsidiary
Ltd. of HREL
Alpine - HCC Alpine Meyreder % 49.00%
Bau completion Lavasa Hotel Ltd India 100.00% Subsidiary
of Lavasa
Dhule Palesnar John Laing % 37.00%
Tollway Limited* Investment Ltd, completion Warasgaon Lake India 100.00% Subsidiary
John Laing View Hotels Ltd of Lavasa
Investments (Formerly Lavasa
Mauritius (No.1) Star Hotel Ltd)
Ltd., Sadbhav
Apollo Lavasa India 93.72% Subsidiary
Engg Ltd, Sadbhav
Health Corp Ltd of Lavasa
Infrastructure
Prj Ltd Ecomotel Hotel Ltd India 65.00% Subsidiary
of Lavasa
* HCC Ltd. holds 26% and HCC Infrastructure Ltd holds
11% in this Joint Venture, therefore, 37% total is Dasve Business India 100.00% Subsidiary
considered for consolidation of accounts. Hotel Ltd of Lavasa

Each of the above Joint Ventures are incorporated in Dasve Conventional India 100.00% Subsidiary
India. In respect of joint ventures the company along Center Ltd of Lavasa
with other JV partners is jointly & severally responsible Lakeshore India 100.00% Subsidiary
for performance of the contracts. Watersports Co. Ltd of Lavasa

HCC 84TH ANNUAL REPORT 2009-2010

98
CMYK

Name of the Country of Percentage Nature of Balance Sheet As at As at

Subsidiary Incorporation Holding Relationship 31.03.2010 31.03.2009
Rs. Crore Rs. Crore
Lakeview Clubs Ltd India 100.00% Subsidiary
of Lavasa Sources of funds
Dasve Hospitality India 100.00% Subsidiary Equity Shareholders Fund
Institutes Ltd of Lavasa Reserves and Surplus 23.37 37.45
Dasve Retail Ltd. India 100.00% Subsidiary
Total Shareholders Funds 23.37 37.45
of Lavasa
Spotless Laundry India 63.00% Subsidiary Loans
Services Ltd of Lavasa Secured 7.45 3.39
Knowledge Vista India 100.00% Subsidiary Unsecured 21.26 61.41
Ltd (Formerly GDXT of Lavasa
Oxford International Total Loans 28.71 64.80
School Ltd) Deferred Tax Liability (Net)
Tax 1.59 (0.03)
Lavasa Bamboocraft India 100.00% Subsidiary
Total 53.67 102.22
Ltd. of Lavasa
Full Spectrum India 100.00% Subsidiary Application of Funds
Adventures Ltd of Lavasa
Fixed Assets
Green Hill India 100.00% Subsidiary 77.01
Gross Block 43.78
Residences Limited of Lavasa
Less: Accumulated Depreciation 5.25 2.76
Reasonable India 100.00% Subsidiary
Housing Limited of Lavasa Net Block - Total Fixed Assets
Total 71.76 41.02
My City India 81.00% Subsidiary Investments 3.64 —
Technology Limited of Lavasa Current Assets, Loans and Advances
Minfur Interior India 100.00% Subsidiary A Current Assets
Technologies Ltd of Lavasa a. Inventories 44.42 133.10
Verzon Hospitality India 100.00% Subsidiary b. Sundry Debtors 0.47 0.46
Ltd of Lavasa
c. Cash and Bank Balances 5.35 11.94
Rhapsody India 100.00% Subsidiary
d. Other Current Assets 0.14 0.13
Hospitality Limited of Lavasa
B Loans and Advances 16.37 9.66
Sirrah Palace India 100.00% Subsidiary
Hotels Limited of Lavasa Total Current Assets,
Andromeda Hotels India 100.00% Subsidiary Loans and Advances 66.75 155.29
Limited of Lavasa Less: Current Liabilities
Valley View India 100.00% Subsidiary and Provisions
Entertainment Limited of Lavasa a. Current Liabilities 88.47 94.08
Whistling Thrush India 100.00% Subsidiary b. Provisions 0.01 0.01
Facilities Services of Lavasa Total Current Liabilities
Limited and Provisions 88.48 94.09
Warasgaon Power India 100.00% Subsidiary
Supply Limited of Lavasa Net Current Assets (21.73) 61.20
Sahyadri City India 100.00% Subsidiary Total 53.67 102.22
Management of Lavasa
Limited
SOL Hospitality Ltd* India 64.99% Subsidiary
Profit and Loss Account
of Lavasa
Income
Income from Operations 218.77 204.62
Space Theme India 64.99% Subsidiary
Park India Ltd** of Lavasa Other income 0.76 0.32
Warasgaon Tourism India 100.00% Subsidiary Total Income 219.53 204.94
Limited of Lavasa
Expenditure
* Ceased to be Subsidiary from May ‘09
Construction Expenses 180.86 157.22
** Ceased to be Subsidiary from April ‘09
Employees Remuneration
c Partnership Firm included in consolidation: and Benefits 19.80 16.80
Vikhroli India 100% Office and Site
Corporate Park Establishment Expenses 11.71 18.97
13 Donation to Political Parties Interest 4.91 4.13
Name of the party Rs. Crore Depreciation / Amortisation 3.76 2.67
Bharatiya Janata Party 2.00 Total Expenditure 221.04 199.79
Maharashtra State Nationalist Congress Party 1.00 Profit / (Loss) Before Tax
Tax (1.51) 5.15
All India Congress Committee 2.00 Provision for Current Tax (11.18) (0.40)
Total 5.00 Provision for Deferred Tax (1.39) —
Provision for Fringe Benefit Tax — (0.09)
14 The Company’s proportionate share in assets, liabilities, income
and expenses of its Joint Venture Companies included in these Profit / (Loss) After Tax
Tax (14.08) 4.66
consolidated financial statements in accordance with AS 27 -
“Financial Reporting of Interests in Joint Ventures” is presented
below:

HCC 84TH ANNUAL REPORT 2009-2010

99
CMYK

15 Disclosure in accordance with Accounting Standard -18 Related Rs. Crore

Party Transactions Nature of Transactions
Transactions Integrated JV’s Other Related
A Names of Related Parties & Nature of Relationship Parties
Outstanding Payables
Nathpa Jhakri Joint Venture Integrated Joint Venture
Alpine - Samsung
HCC-Pati Joint Venture Integrated Joint Venture - HCC Joint Venture 1.17 —
(—) (—)
Kumagai-Skanska-HCC- Integrated Joint Venture
Itochu Group HCC - Pati Joint Venture 1.36 —
(1.35) (—)
HCC-L & T Purulia Integrated Joint Venture Hincon Holdings Ltd — 12.00
Joint Venture (—) (—)
Alpine - Samsung - Integrated Joint Venture Others 2.73 —
HCC Joint Venture (—) (—)
Alpine - HCC Joint Venture Integrated Joint Venture Total 5.25 12.00
Dhule Palesnar Tollway Ltd Integrated Joint Venture (1.35) (—)

Bona Sera Hotels Ltd Other Related Party Work Bill Receipts
Dhule Palesner Tollway Limited 39.61 —
Palmetto Hospitality Ltd Other Related Party
(—) (—)
Hincon Holdings Ltd. Other Related Party Advances Received / Recovered
Gulabchand Foundation Other Related Party Dhule Palesner Tollway Limited 23.08 —
(Formed u/s 25 of the (—) (—)
Companies Act, 1956) Intercorporate Deposit given /
B Key Management Personnel repaid during the year
Hincon Holdings Ltd — 0.85
Shri Ajit Gulabchand Chairman & Managing Director (—) (6.70)
Shri K.G. Tendulkar Director (Deputy Managing Alpine-HCC Joint venture — —
Director upto 7th November, (12.06) (—)
2009)
Total — 0.85
Shri Vinayak Deshpande President & COO (12.06) (6.70)
(EPC & Construction)
Intercorporate Deposit received /
Shri Praveen Sood Group Chief Financial Officer
recovered during the year
Shri Rajgopal Nogja President - HREL, Lavasa Hincon Holdings Ltd — 12.75
Shri Arun Karambelkar Group Executive Vice President (—) (5.55)
- Procurement and out sourcing Alpine-HCC Joint venture — —
Shri V. P. Kulkarni Company Secretary (18.76) (—)
C Transactions with Related Parties: Total — 12.75
(18.76) (5.55)
Rs. Crore
Nature of Transactions
Transactions Integrated JV’s Other Related Outstanding Receivables
Parties Nathpa Jhakri Joint Venture 4.83 —
Sale of Construction (17.53) (—)
materials and Spares Alpine-HCC Joint venture 4.27 —
Alpine - Samsung (3.71) (—)
- HCC Joint Venture 0.02 — Kumagai-Skanska-HCC-
(0.21) (—) Itochu Group 0.43 —
Alpine - HCC Joint Venture — — (4.81) (—)
(0.10) (—) HCC- L&T Purulia JV 0.81 —
(—) (—)
Total 0.02 —
(0.31) (—) Total 10.34 —
(26.05) (—)
Purchase of Construction
materials and Spares Donations
Alpine - HCC Joint Venture 0.04 — Gulabchand Foundations — 3.00
(—) (—) (—) (5.00)
Rendering of Services / Share W arrants Forfeited during the year
Warrants
Financial Income Hincon Holdings Ltd. — 12.56
Alpine - Samsung (—) (—)
- HCC Joint Venture 0.15 — Bank Guarantees given outstanding
(0.43) (—) as at the end of the year
Alpine - HCC Joint Venture 0.90 — Alpine-Samsung
(4.30) (—) -HCC Joint venture 52.56 —
(88.24) (—)
Others — —
(0.02) (—) Alpine-HCC Joint venture 12.43 —
(25.81) (—)
Total 1.05 — HCC- L&T Purulia JV 9.51 —
(4.75) (—) (—) (—)
Receiving of Services Others — —
Hincon Holdings Ltd — 0.88 (16.22) (—)
(—) (0.17) Total 74.51 —
Total — 0.88 (130.27) (—)
(—) (0.17)
Note: Figures in brackets pertain to previous year
year..

HCC 84TH ANNUAL REPORT 2009-2010

100
CMYK

D a Details of Transactions relating to persons referred d Outstanding at the beginning

to in item (B) above of the year 4,325,350
Nature of Transactions
Transactions 2009-10 2008-09 e Granted during the year NIL
Rs. Crore Rs. Crore f Forfeited during the year NIL
Remuneration 19.73 14.71 g Exercised during the year NIL
Salary of Ms. Shalaka h Expired / cancelled during the year NIL
Gulabchand Dhawan i Outstanding at the end of the year 4,325,350
(Daughter of j Exercisable at the end of the year NIL
Shri Ajit Gulabchand) 0.65 0.55
B Scheme of Lavasa
Security Deposit
received from a Options granted i) The Company granted 154,200
Mr. Praveen Sood — 0.10 stock options on April 21, 2008
Rent received from (each option carrying
Mr. Praveen Sood 0.02 0.05 entitlement for 1 equity share
of the face value of Rs. 10/-
b (1) Options granted to Key Management Personnel each) at an exercise price of
under Employees’ Stock Option Scheme of HCC Ltd. Rs. 534.52 per equity share.
Number of Options Granted ii) The ESOP compensation
As at As at committee at its meeting held
31.03.2010 31.03.2009 on October 20, 2009 granted
49,000 additional options to
i) Shri K.G. Tendulkar 617,600 617,600 existing option holders at an
ii) Shri Vinayak Deshpande 193,750 193,750 exercise price of Rs. 534.52 per
equity share for making an
iii) Shri Praveen Sood 274,500 274,500
adjustment to the number of
iv) Shri Rajgopal Nogja 171,600 171,600 options on account of the
v) Shri V. P. Kulkarni 137,200 137,200 increase in the equity share
vi) Shri Arun Karambelkar 274,500 274,500 capital of the Company, post
grant of the initial options.
b (2) Options granted to Key Management Personnel
b Settlement Through Equity Shares.
under Employees’ Stock Option Scheme of Lavasa
Corporation Ltd. c Options vested Not applicable since the options
shall not be vested before the
Number of Options Granted expiry of 3 to 5 years from the
date of the grant of options, that
As at As at
is, April 21, 2008.
31.03.2010 31.03.2009
d Outstanding at the beginning
i) Shri K.G. Tendulkar 9,800 7,420 of the year 152,550
ii) Shri Praveen Sood 4,360 3,300
e Granted during the year 49,000
iii) Shri Rajgopal Nogja 39,210 29,690
f Forfeited during the year NIL
iv) Shri V. P. Kulkarni 2,180 1,650
v) Shri Arun Karambelkar 4,360 3,300 g Exercised during the year NIL
h Expired / cancelled during the year NIL
16 Employees Stock Option Scheme:
i Outstanding at the end of the year 203,200
A Scheme of HCC
j Exercisable at the end of the year NIL
a Options granted i) The Company offered
44,58,800 Stock Options on 17 Employees Stock Option Plan
April 25, 2008 (each option
carrying entitlement for one In respect of the stock options granted pursuant to the
equity share of the face value Company’s Stock Option Scheme, market value of the
of Re.1/- each) at a price of Company’s shares as on the grant date was equal to the par
Rs.132.50 per equity share. value of the options granted, hence no accounting entries as
Out of the total Stock options per ESOP Guidelines are required to be made.
offered, 3,27,200 have been 18 Due to Inter Company Sales during the year, sales and profit
lapsed on account of before tax are eliminated in the Consolidated Financial
resignation by employees. statements. However the tax provision is the sum total of tax
ii) In accordance with the provision of Holding Company, Subsidiaries and Integrated
approval of the Board of Joint Ventures.
Directors and the
Shareholders of the Company, 19 Segment Reporting:
the ESOP Compensation The Group has disclosed Business Segment as the primary
Committee at its meeting held
segment. Segments have been identified taking into account
on July 20, 2009 has repriced
the nature of activities of the parent company, its subsidiaries
41,31,600 options at Rs.104.05
per equity share. and joint ventures, the differing risks and returns, the
organization structure and internal reporting system. There
iii) The ESOP Compensation are no reportable geographical segments.
committee at its meeting held
on 23rd October 2008 granted The Group’s operations predominantly relate to “Engineering
1,93,750 options at an exercise & Construction”, “Real Estate” and “Comprehensive Urban
price of Rs. 43.40 per Equity Development and Management”. Other business segments
share. contribute less than 10 % of the total revenue and have been
b Settlement Through Equity Shares. grouped as “Others”.
c Options vested 7,70,880. Options shall not be The Segment Revenue, Segment Results, Segment Assets and
vested before the expiry of 1 year Segment Liabilities include respective amounts identifiable to
and not after 4 years from the date each of the segments and also amounts allocated on a
of grant of Options. reasonable basis.

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CMYK

19 Segment Reporting: (Contd.)

Segment Information For The Year Ended March 31, 2010
Year
Information About Primary Business Segments
Rs Crore

Particulars Engineering & Real Estate Comprehensive Others Total

Construction Urban Development
& Management

Revenue:

External Sales 3655.34 13.48 306.37 — 3975.19

(3353.21) — (207.10) — (3560.31)

Add: Inter Segment Sales — — — — —

(—) (—) (—) (0.05) (0.05)

Total Segment Revenue 3655.34 13.48 306.37 — 3975.19

(3353.21) (—) (207.10) (0.05) (3560.36)

Less: Eliminations —
(0.05)

Total 3975.19
(3560.31)

Result (profit before Interest) 296.51 1.46 99.18 (4.07) 393.08

(245.31) (-4.42) (145.23) (-2.92) (383.20)

Less: Eliminations —
—

Result (profit before interest) 393.08

(383.20)

Less: Interest Expenses 276.36

(236.45)

Add: Dividend on other Investments 0.24

(0.62)

Add: Profit on Sale of Investments 6.69

(1.69)

Current Tax 69.30

(34.52)

Deferred Tax 109.17

(45.82)

Fringe Benefit Tax —

(2.76)

MAT credit entitlement (56.31)

(-33.56)

Net Profit 1.48

(99.53)

Other Information

Segment Assets 5920.29 803.62 2451.82 4.07 9179.80

(4757.89) (557.86) (1550.20) (21.82) (6887.77)

Segment liabilities 2064.89 51.78 434.96 0.10 2551.73

(1625.65) (5.03) (221.57) (2.97) (1855.22)

Capital expenditure 642.16 602.96 138.84 — 1383.96

(529.55) (66.13) (200.40) (—) (796.08)

Depreciation 131.23 2.33 6.85 0.06 140.47

(125.71) (0.15) (—) (0.05) (125.91)

Non-Cash Expenses other

than depreciation — — — — —
(—) (1.76) (—) (—) (1.76)

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CMYK

Rs Crore
Particulars Engineering & Real Estate Comprehensive Others Total
Construction Urban Development
& Management

Total Assets Exclude:

Investments 26.42 — 279.15 — 305.57
(14.36) (—) (80.93) (—) (95.29)
Advance Tax (Net) 107.78 0.60 51.44 0.10 159.92
(73.06) (0.15) (9.40) (0.05) (82.66)
Other Current Assets 4.94 — — — 4.94
(3.95) (—) (—) (—) (3.95)
Miscellaneous Expenditure
(to the extent not written off) — — — — —
(—) (—) (—) (0.10) (0.10)
Total Liabilities Exclude:
Secured Loans 1468.30 356.18 1623.60 — 3448.08
(1118.45) (348.00) (978.78) (0.92) (2446.15)
Unsecured Loans 1572.92 180.73 176.64 0.01 1930.30
(1479.11) (128.37) (—) (—) (1607.48)
Proposed Dividend
(including taxes thereon) 28.38 0.95 — — 29.33
(23.98) (—) (—) (—) (23.98)
Accrued interest 11.81 — — — 11.81
(7.62) (—) (—) (—) (7.62)
20 Earnings per share: As at As at
Basic EPS 31.03.2010 31.03.2009
A Profit computation for basic earnings per share of Re.1/- each
Net Profit as per profit & loss account available for
Equity Share holders (Rs. Crore) (a) 5.80 59.24
Less : 6% Preference Dividend (net) (b) (0.68) (3.75)
Adjusted Net Profit as per profit & loss account
available to equity share holders (Rs. Crore) (a-b) 6.48 62.99
B Weighted average number of Equity shares for EPS computation (Nos.) 291,119,490 256,249,600
C EPS (weighted average)
Basic EPS (before and after Extra ordinary items) (Rs.) 0.22 2.46
Diluted EPS
A Profit computation for diluted earnings per share of Re.1/-each
Net Profit as per Profit & Loss Account available for
Equity shareholders (Rs. Crore) (a) 5.80 59.24
Less : 6% Preference Dividend (net) (b) (0.68) (3.75)
Adjusted Net Profit as per profit & loss account
available to equity share holders (Rs. Crore) (a-b) 6.48 62.99
B Weighted average number of Equity shares for EPS computation (Nos.) 312,949,222 279,294,402
Diluted EPS ( before and after Extraordinary Items) (Rs.) 0.21 2.26
21 Figures for the previous year have been regrouped / recast, wherever necessary.
22 ‘ * ‘ represents amount less than Rs. 100000.

As per our report attached AJIT GULABCHAND Chairman & Managing Director
For K.S. AIYAR & CO.
Chartered Accountants
Regn. No. 100186W Y.H. MALEGAM

}
K.G. TENDULKAR
RAGHUVIR M. AIYAR PRAVEEN SOOD RAJAS R. DOSHI
Partner Group Chief Financial Officer D.M. POPAT
Membership No. 38128 RAM P. GANDHI Directors
PROF. FRED MOAVENZADEH
SHARAD M. KULKARNI
VITHAL P.KULKARNI NIRMAL P. BHOGILAL
Company Secretary ANIL SINGHVI
Mumbai, Dated: 30th April, 2010 Mumbai, Dated: 30th April, 2010

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CMYK

Consolidated Cash Flow Statement for the year ended 31st March, 2010
2009-10 2008-09
Rs. Crore Rs.Crore
A. CASH FLOW FROM OPERA TING ACTIVITIES
OPERATING
Net Profit before tax and Exceptional items 123.64 149.07
Adjustments for :
Depreciation 140.47 125.91
Interest expense 280.71 247.15
Interest / Dividend received (0.30) (11.33)
Lease Rentals 7.02 6.83
Foreign Exchange (Gain) / Loss (0.67) 14.15
Share Issue exp. written off — 0.01
(Profit) / Loss on sale of Assets 18.67 0.27
(Profit) / Loss on sale of investment (6.69) (1.69)
Provision for Doubtful debts 0.09 —
Preliminary Exps — (0.10)
439.30 381.19
Operating profit before working capital changes 562.94 530.26
Adjustments for :
Trade & Other receivable (299.22) (159.26)
Inventories (916.98) (423.83)
Trade payables 400.81 565.87
Client Advances (Interest Free) 272.22 100.33
(543.17) 83.11
Cash Generated from operations 19.77 613.38
Direct Taxes paid (95.10) (43.56)
NET CASH FLOW FROM OPERA TING ACTIVITIES
OPERATING (75.33) 569.82
B. CASH FLOW FROM INVESTING ACTIVITIES
Purchase of fixed assets (1309.72) (1566.96)
Sale of Fixed Assets 57.49 29.07
Minority Interest 18.64 19.36
Purchase of Investments (226.72) (81.72)
Sale of Investments 23.14 32.56
Decapitalisation of Assets adjustment 108.48 (98.36)
Inter Corporate Deposits — 4.93
Interest received (0.93) 8.90
Dividend received 0.24 0.62
NET CASH USED IN INVESTING ACTIVITIES (1329.38) (1651.60)
C. CASH FLOW FROM FINANCING ACTIVITIES
Interest paid (276.71) (243.19)
Repayment of lease finance liabilities (7.02) (6.83)
Proceeds from long term and other borrowings 1324.93 1351.90
Debenture Issue Expenses — (0.10)
FCCB premium Provision 19.36 (107.78)
Equity Share Forfeiture Account 15.19 9.81
Adjustment of Exchange Gain difference — (29.43)
Share Warrants (15.19) 8.12
Increase in Share Capital / Share premium 459.26 —
Dividend paid (23.66) (20.60)
NET CASH USED IN FINANCING ACTIVITIES 1496.16 961.90
NET INCREASE IN CASH AND CASH EQUIV ALENTS (A+B+C)
EQUIVALENTS 91.45 (119.88)
CASH AND CASH EQUIVALENTS AS AT 01/04/2009 (OPENING BAL.) 219.12 339.00
UNREALISED FOREIGN EXCHANGE GAIN / (LOSS) (0.17) 0.20
CASH AND CASH EQUIVALENTS 310.74 218.92
CASH AND CASH EQUIVALENTS AS AT 31/03/2010 (CLOSING BAL.) 310.57 219.12
91.45 (119.88)
NOTES : 1. Proceeds from Long Term and Other Borrowings are shown net of repayments.
2. Previous years figures have been regrouped wherever necessary.

As per our report attached AJIT GULABCHAND Chairman & Managing Director
For K.S. AIYAR & CO.
Chartered Accountants
Regn. No. 100186W Y.H. MALEGAM

}
K.G. TENDULKAR
RAGHUVIR M. AIYAR PRAVEEN SOOD RAJAS R. DOSHI
Partner Group Chief Financial Officer D.M. POPAT
Membership No. 38128 RAM P. GANDHI Directors
PROF. FRED MOAVENZADEH
SHARAD M. KULKARNI
VITHAL P.KULKARNI NIRMAL P. BHOGILAL
Company Secretary ANIL SINGHVI
Mumbai, Dated: 30th April, 2010 Mumbai, Dated: 30th April, 2010

HCC 84TH ANNUAL REPORT 2009-2010

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