Enter the first few characters of Company and click 'Go'

Directors Report of Container Corporation of India Ltd.

Mar 31, 2023

Your directors are pleased to present their report on the business and operations of the Company and the statement of accounts for the financial year ended on 31^st March 2023.

FINANCIAL RESULTS:		(Rs. in crores)
Particulars	2022-23	2021-22
Income from operations	8,103.40	7,594.45
Profit before depreciation & tax (PBDT)	2,107.82	1,936.84
Profit before exceptional item(s) and tax	1,554.98	1,407.10
Exceptional Item(s)	1.25	0.08
Profit before tax (PBT)	1,557.73	1,407.02
Provision for tax including prior period tax adjustments	384.65	344.68
Profit after tax (PAT)	1,169.08	1,062.34
Other Comprehensive Income	29.75	(-) 1.34
Total Comprehensive Income for the period	1,198.83	1,061.00
Appropriations:
Interim Dividend (Current Year)	548.36	365.58
Final Dividend (Last Year)	182.79	121.86
Transfer to general reserves	116.91	106.23
Balance carried to Balance Sheet	350.77	467.33
Earnings per share (Rs.)	19.19	17.44

DIVIDEND:

As per the guidelines issued by Department of Investment and Public Asset Management (DIPAM) the minimum dividend to be paid for the year should be at least 5% of net worth or 30% of profit after tax, whichever is higher. Taking into consideration the above and other factors for the year 2022-23, the Board recommended a final dividend of 40% (Rs.2/- per equity share of Rs.5/- each) on the paid-up share capital of Rs.304.65 crores which is in addition to three (03) Interim Dividends totalling to 180% (Rs.9/- per equity share of Rs.5/- each) already paid during the year. The total dividend (interim plus final) for the year 2022-23 will be Rs.670.22 crores as compared to Rs.548.36 crores for the FY 2021-22. The dividend paid/proposed for the year 2022-23 works out to 5.96% of net worth as on 31.03.023 and 57.33% of profit after tax of the Company for the year.

FINANCIAL HIGHLIGHTS:

The operating turnover of your Company registered an increase of 6.70% during the year under review from Rs.7,594.45 crores in the previous year to Rs.8,103.40 crores in the current year, which is the highest ever turnover achieved in any financial year. Total expenditure increased by 6.57% from Rs. 6,448.92 crores in 2021-22 to Rs.6,872.44 crores in 2022-23. The profit before tax for current year works out to Rs.1,553.73 crores, which is an increase of 10.43% over 2021-22. After making provisions for income tax, tax adjustments, the profit after tax stands at Rs.1,169.08 crores, which is 10.05% higher than last year.

OPERATIONAL PERFORMANCE:

The throughput of your company reflects a healthy growth of 7.08% during the year 2022-23 in comparison to the year 2021-22. The segment-wise comparison is as under:

Handling (In TEUs)	2022-23	2021-22	%age Growth
EXIM	34,06,864	32,69,026	4.22
Domestic	9,54,267	8,03,899	18.70
Total	43,61,131	40,72,925	7.08

As can be seen, the company has registered a growth of 4.22% in EXIM throughput and 18.70% in Domestic throughput during the year 2022-23. In terms of tonnage carried by rail, the company carried a total tonnage of 49.00 million tons in current fiscal as against 47.69 million tons in 2021-22, with an increase of 2.75%. The throughput achieved by the company is highest ever in any financial year.

CAPITAL STRUCTURE:

The authorised and paid-up share capital of the Company at the end of the current year was Rs.400.00 crore and Rs.304.65 crore respectively in which there was no change during the year. Also there was no change in the shareholding of Government of India in the Company during the year 2022-23 and as on 31.03.2023 their shareholding was 54.80% and balance 45.20% shares are held by FPIs, Institutions, Mutual Funds, Banks, Body Corporates, Individuals, etc.

LISTING AND DEMATERIALIZATION OF SHARES:

CONCOR has only one class of security i.e. equity shares listed with the Stock Exchanges in India. CONCORâs equity shares are listed with the two exchanges i.e. BSE Limited (BSE) and National Stock Exchange of India Limited (NSE). The listing fees of both the stock exchanges have been paid. To facilitate dematerialization of shares by its shareholders, CONCOR has signed agreements with both the Depositories (NSDL & CDSL). As per SEBI guidelines, CONCORâs shares have been placed under âCompulsory Demat Modeâ. Out of 60,92,94,348 equity shares of Rs.5/- each listed on the Stock Exchanges, 60,92,93,545 equity shares (99.9999% of the total equity shares) were in demat mode as on 31.03.2023. The market capitalization of the Company was Rs.35,354 crores as on 31.03.2023 (as per closing price on last trading day of the year at NSE) and the highest market capitalization during the year was Rs.50,495 crore as per highest price at NSE on 09.11.2022.

MOU PERFORMANCE:

The Memorandum of Undertaking (MoU) is signed every year between your Company and its administrative ministry i.e., Ministry of Railways (MOR) to assess and enhance performance of Company through the targets set therein. The MoU for FY 2022-23 was signed between MOR, Government of India and CONCOR in which targets to be achieved during the year were fixed.

The evaluation of MoU of your Company for FY 2022-23 is under process. Evaluation of MoU performance for FY 2021-22 was completed by DPE and CONCOR has been awarded âExcellent Ratingâ with a score of 90.32 marks.

CAPITAL EXPENDITURE:

Capital Expenditure of Rs.568.16 crores approx. was incurred during the year mainly on development/expansion of terminals, acquisition of wagons, handling equipment and IT Infrastructure, etc.

NEW TERMINALS & TERMINAL NETWORK EXPANSION:

The company has 61 terminals in total as on 31.03.2023, of which 05 are pure EXIM terminals, 36 are combined Container terminals, 17 are pure Domestic Terminals and 3 strategic Tie ups are at various locations. Two (02) new facilities were developed during 2022-23, namely:

â¢ Multi Modal Logistics Park at Paradip (Odisha)

â¢ Multi Modal Logistics Park at Dahej (Gujarat)

HIGH SPEED WAGONS, CONTAINERS AND HANDLING EQUIPMENTS:

In order to strengthen and improve the service level, CONCOR modified its 9,075 Bogie Low Container (BLC) wagons into Bogie Low Container Modified (BLCM) rakes with increasing axle load capacity from 20.3T to 22T. 2,990 nos. BLC wagon, 1,304 nos. BFKHN wagon, 1,402 nos. BLL wagon, 275 nos. BVZI (brake Van) and 1,490 nos. 25 Ton axle high speed BLCS wagons were commissioned in FY 2022-2023. Further, 470 numbers of BLCM wagons have been taken on Lease for the period of 10 years since 2018-19. Therefore, total wagons (BLCS BLC BLCM BLL BFKHN BVZI) holding (including leased wagons) as on 31.03.2023 were 16,731 nos.

During the FY 2022-23, orders were placed on indigenous bidders under make in India and âAtmanirbhar Bharatâ for supply of 7,000 nos. of 20â ISO/Domestic containers. During the year 2022-23, 502 containers were delivered by the suppliers. As on 31.03.2023 CONCOR has 37,074 nos. (owned plus leased) containers.

As on 31.03.2023, CONCOR was having owned 108 RSTs and 14 Gantry cranes (13 RTGâs and 01 RMG), 13 Nos. Fork Lift. 03 Nos. Reach Stackers (RSTâs) were approved for condemnation during the year 2022-23. Apart from this, CONCOR have 31 nos. Reefer Power Packs i.e. 22 Container Capacity-19 Nos., 24 Container Capacity-5 Nos. and 44 Container Capacity-7 Nos. to feed power supply to refrigerated containers while transporting to ports.

INFORMATION TECHNOLOGY:

Your Company continued to make progress in the field of Information Technology. The VSAT based hybrid network has been upgraded with MPLS cloud and now it covers 78 locations. The Terminal Management System for Domestic (DTMS), for EXIM (ETMS), ERP for Oracle Financial, HR Payroll, Container Repair System, Operation system was implemented for the expanded network of terminals and a Data Warehouse Module for commercial applications on centralized architecture is running smoothly across field locations/Regional Offices and Corporate Office.

The web enabled Customer interface through a dedicated Web Server is running successfully providing facilities to the customers. The customer feedback facility system as implemented on the website and on mobile app enables us to constantly evaluate our performance and take corrective action on customer complaints and feedback. Public Grievance lodging and monitoring system has been deployed on CONCORâs website for Grievance Redressal system to reduce time in addressing grievance & to increase transparency.

The Electronic-filing of documents on the Commercial System initially provided at ICD/Tughlakabad has been extended to all EXIM terminals which enables the customers to file their documents electronically and make on-line payment from their own premises. As part of business continuity plan, CONCOR has established backup site and standby system at primary site for its commercial business critical applications. CONCOR has been re-certified ISO/IEC-27001:2013 certification from STQC IT Certification Services (Ministry of Communication & Information Technology) for establishing an Information Security Management System (ISMS).

The e-tender system with e-payment facility for sale and EMD electronically, MSE exemptions is operating smoothly. The site is integrated with online payment gateway for collection of fees. CONCOR has implemented reverse auction, e-tender cum forward auction and its Corporate website is kept updated. CONCOR has launched its FMLM (First Mile Last Mile) mobile app to EXIM customers to facilitate end to end solutions.

The e-Samarth application for Online Vigilance Clearances to handle bulk NOC request creation & approval and workflow driven system has been evolved. This has increased transparency and drastically reduced the total time of according NOC for various purposes. Similarly, e-Voting was successfully done for CONCOR shareholders. File tracking system was implemented at Corporate office of CONCOR. e-meeting app for conducting paperless Board and Committee meetings of CONCOR and its Subsidiaries have been implemented.

CONCOR has launched its mobile app for disseminating the information (public tariff, rail tariff, track & trace, Company directory, etc.) for its stakeholders and has launched mobile app for Exim e-filing (covering reports & queries) for its stakeholders. CONCOR has adopted various system improvements like dispensing submission of e-tender document with an undertaking, making available all circulars and guide lines of all departments to all employees on intranet with name compendium.concorindia.com, has introduced auto refund of EMD on e-tendering system. CONCOR has started bulk coal movement, in Commercial system necessary changes incorporated to capture same in system. CONCOR has started movement of perishable goods through Ice Battery / Ice Battery Container movement.

CONCOR has implemented:

(i) E-office replacing the physical files with electronic files as a step towards office automation and paper less working.

(ii) The Integration of commercial applications with Oracle Financials ERP. Developed dash board to glance the performance and various reports of CONCOR.

(iii) E-contractor billing for online submission of invoices by contractors through their digital signature only processed till payment.

(iv) KYCL for online track and trace of container for its customers through mobile app, chatbot etc.

(v) Bill tracking system to its vendors through website.

(vi) eMB software application for billing and release of payments.

(vii) Aadhar linked e-Signing facility for digitally signing of e-office files.

STANDARDISATION/ CERTIFICATIONS:

CONCOR continues to enjoy ISO 9001:2015 certification and as on 31.03.2023, 50 Nos. of Terminals were ISO 9001:2015 certified. It is an illustration of the commitment of your Company towards Quality Management System. Quality Policy clearly provides for ensuring complete customer convenience & satisfaction and value for money through continual improvement of system and processes. The Quality Policy has been prominently displayed at all locations of CONCOR. Safety Slogans are displayed at prominent locations at various terminals of CONCOR. ISO Certification is available for most of the units of the Company. Disaster Management System has been hosted on CONCOR website. Further, in its endeavor to maintain high standards of quality, your Company has been taking various steps, some of which are as follows:

> Conducting periodical Management Review Meetings, wherein various actions were taken with regard to Disaster Management, Safety Norms and Quality Standards.

> Quality Audits were undertaken from time to time by Quality Auditors, who have been trained internally for this purpose.

> Annual Surveillance Audit was undertaken by an independent agency for a number of units.

JOINT VENTURES/ SUBSIDIARIES:

Your Company continued to place emphasis on providing total logistics and transport solutions to its customers by exploring the possibilities of expanding the presence of the Company in all segments of Logistics value chain in the EXIM as well as Domestic segments. Strategic alliances firmed up, both for optimal utilization of infrastructure as well as expansion into other segments of the value chain for effectively achieving the goals.

Your Company has formed various Subsidiaries/ Joint Ventures Companies for different business areas such as Container Freight Station (M/s Star Track Terminals Pvt. Ltd., M/s Transworld Terminals Dadri Pvt. Ltd., M/s CMA-CGM Logistics Park (Dadri) Pvt. Ltd. and M/s Allcargo Logistics Park Pvt. Ltd.), Port Operations (M/s India Gateway Terminal Pvt. Ltd. and M/s Gateway Terminals India Pvt. Ltd.), End to End Logistics (M/s TCI CONCOR

Multimodal Solutions Pvt. Ltd.), Multi Modal Logistics Parks (MMLP) (M/s Punjab Logistics Infrastructure Ltd. and M/s SIDCUL CONCOR Infra Company Ltd.) and Rail connectivity (M/s Angul Sukinda Railway limited).

Brief particulars about the subsidiaries of the Company are as under:

SIDCUL CONCOR Infra Company Limited

SIDCUL CONCOR Infra Company Ltd. (SCICL), a Joint Venture Company (JVC) with shareholding of 74% and 26% of Container Corporation of India Limited (CONCOR) and State Infrastructure & Industrial Development Corporation of Uttarakhand Ltd. (SIIDCUL) respectively. It has developed a Multimodal Logistic Park (MMLP) at Pantnagar, Uttarakhand, wherein it is doing operations in both the stream i.e. EXIM and Domestic. The MMLP is strategically located near National Highway No. 87 and has wide hinterland covering industrial areas like Pantnagar, Haldwani, Bazpur, Gadarpur, Kichha, Sitarganj, Khatima, Lalkuwa, Bareilly etc.

The MMLP provides Rail/Road transportation, Handling and warehousing services to EXIM and Domestic trade as well as through conventional railway wagons. The facility provides Rail connectivity to/from three gateway ports i.e. Mundra & Pipavav in Gujarat and JNPT in Mumbai. In domestic segment MMLP is providing services on pan India basis in general and particularly to Mumbai/Dronagiri/Gandhidham in West, Hyderabad/Chennai and Bangalore in South and Shalimar (Kolkata) in East. In addition to the above MMLP is also providing âFirst Mile Last Mileâ road transportation services for its customers.

The MMLP also handled BOXN/BOSTN Rakes for paper pulp commodity for the first time in the FY 2022-23. In addition to the transportation service, the MMLP is providing warehousing facility for domestic and EXIM customers along with facility of Bonded & Transit warehousing.

During FY 2022-23, SCICL handled 522 rakes which were 472 rakes in FY 2021-22. The total containers handled at MMLP, Pantnagar for the said period were 37,603 TEUs which were 35,627 TEUs in FY 2021-22 and its revenue from business operations for the said period was Rs.16.84 crores. The companyâs net profit after tax rose to Rs.1.61 crore in FY 2022-23 which was Rs.0.21 crores in FY 2021-22. i.e. an increase of 681.29%. The JVC is doing well and is emerging as a major logistics service provider for rail logistics for the rapidly industrializing State of Uttarakhand.

Punjab Logistics Infrastructure Limited

Punjab Logistics Infrastructure Limited (PLIL) is another JVC of your company in which Punjab State Container and Warehousing Corporation Limited (CONWARE) is the Joint Venture (JV) partner of 49% and 51% equity is held by CONCOR. This Company has developed a MMLP in the State of Punjab facilitating trade and industry of the State and putting them on International map.

During the financial year 2022-23, PLIL achieved turnover of Rs.38.15 crores as compared to Rs. 24.75 crores during the previous financial year 2021-22, which shows an increase of 54.14% in the revenue from the operations. The total expenditure increased by 15.60% from Rs.33.64 crores to Rs.38.89 crores during the financial year 2022-23.

Loss before tax during the year under review i.e. FY 2022-23 stood at Rs.0.63 crores as compared to loss before tax for Rs.8.80 crores during the previous financial year 2021-22, which shows a decline in loss by 92.84%. The loss after tax during the FY 2022-23 stood at Rs.0.91 crores as compared to the loss after tax for Rs.6.20 crores during the previous FY 2021-22.

The above two Companies i.e. SCICL & PLIL are also subsidiaries of your Company as it is holding majority of shares in these companies.

While the existing Joint Ventures continued to perform to their full potential contributing to the growth of the core business of CONCOR, new strategic alliances are also explored from time to time.

CONCOR is exploring the possibility of merger of its subsidiary companies, i.e., M/s. CONCOR AIR Ltd. (CAL), M/s SIDCUL CONCOR Infra Company Ltd. (SCICL) and M/s Punjab Logistics Infrastructure Ltd. (PLIL) with itself. The Board of Directors of the Company had earlier approved scheme of amalgamation of CAL with CONCOR,

which was subject to necessary approvals and agreement/consent of concerned stakeholders. The Board of Directors of CAL, considering the viability of future prospects of continuing its operations for the remaining period of the concession, decided to amicably settle the concession with MIAL. As a result, the concession rights of CAL with MIAL have been settled w.e.f. 01.04.2022. Further, it was also decided to carry out necessary modifications in the existing scheme of amalgamation/ merger of CAL into CONCOR, once the transfer of concession rights in CAL is implemented.

For the amalgamation of SCICL and PLIL, the company is in discussion with the partners in these companies namely SIIDCUL and CONWARE respectively.

WHOLLY OWNED SUBSIDIARIES:Fresh & Healthy Enterprises Ltd.

CONCOR had incorporated M/s. Fresh & Healthy Enterprises Ltd. (FHEL) in the year 2006 as its wholly owned subsidiary to create world class cold storage infrastructure in the country and to provide complete cold chain logistics solutions to the various stakeholders in this field. Due to changed business dynamics with implementation of Goods and Service Tax (GST), customized storage requirements, intense competition with un-organized sector, it had been decided in the year 2018 to Re-engineer the Rai facility in two phases for development as an Agri-logistics Centre with changed business model of leasing/renting out the warehousing space for Cold Storage, Controlled Atmosphere (CA) storage and Custom Bonded Warehousing (CBW) to interested parties.

Under Re-engineering Plan of Agri logistics centre at Rai, Sonepat, CONCOR infused a sum of Rs.27.12 crores (Rs.13.45 crores for Phase-I and Rs.13.67 crores for Phase-II) in FHEL by way of subscription of equity shares of the Company. On account of urgent need for repair of AHU of 12 chambers and conversion of 13 chiller chambers having mezzanine floor in CA Chambers, capital expenditure of Rs.1.65 crores was done by way or reappropriation of funds drawn for phase-II. Major modifications under Phase-I, have been completed, by incurring total expenditure of Rs.15.10 crores (Rs.13.45 crores plus Rs.1.65 crores).

Further, FHEL completed construction of two new warehouses (30,160 Sq. ft. each) at Rai, Sonepat under Phase-II at a cost of Rs.12.02 crores (Construction and related work Rs.11.97 crores and advertisement expenses of Rs.0.05 crores) and leased out the same on mutually agreed terms for a period of 10 years.

The financial year 2022-23, has been mixed year for business especially for import of fresh fruits cargo in Delhi-NCR area. Despite all the hardships, the facility was running throughout the year. During the year, the Company increased its customer base from 230 to 254 clients and also increased the range of products being stored. As on 31.03.2023, 36 Chambers (7-Custom Bonded, 20-Chillers and 9-CA) were rented out for storage of Apple, Kiwi, Oranges, Dates, Pears, Almonds, Walnuts, Garlic, Potatoes, Grapes etc.

During the year under review, total income of Company declined from Rs.6.97 Crore in FY 2021-22 to Rs.6.13 Crore, mainly due to lesser inflow of import caused by the ban imposed by Govt. of India on import of Kiwi from Iran, direct clearance of imported cargo by importers rather than keeping in Bonded warehouse, increased diesel expenses and early opening of chambers as per market demand. The operating profit of Company decreased from Rs.2.12 Crore in FY 2021-22 to Rs.1.12 Crore in FY 2022-23. FHEL could reduce its net loss by 31% approx. i.e. from Rs.3.73 Crore in FY 2021-22 to Rs.2.57 Crore in FY 2022-23, mainly with increase in other income and reduction in depreciation.

CONCOR Air Ltd.

In order to expand its span of operations and make its presence felt in Air cargo business with a view to establish itself in this Industry, CONCOR had formed CONCOR Air Ltd. (CAL) in the year 2012. It is 100% subsidiary of CONCOR and has an authorised share capital of Rs.50 crores. The objectives of CAL was to:

> To undertake Air Cargo related activities in International as well as Domestic circuit.

> To contribute in the development of Air Cargo business of the country by providing end to end solution to the customers through the mode of bonded trucking of Import/Export cargo from the various hinterlands to the Airports.

> To provide warehousing facilities to International & Domestic Air Cargo and to facilitate the clearance of EXIM & Domestic Air Cargo.

CONCOR Air Ltd. has made its presence felt at Chatrapati Shivaji Maharaj International Airport in the field of domestic and international air cargo related activities by entering into concession agreements with Mumbai International Airport Ltd. (MIAL).

In February 2013, for Domestic Air Cargo Concession, CONCOR Air Ltd. has entered into an Agreement with MIAL under which Santacruz Air Cargo Terminal (SACT) has been developed by CAL. SACT is a state of the art Green Terminal with ultra-modern facilities for storage of cargo, handling, screening, cold storage, etc. SACT was commissioned on 09.06.2016 and CAL has run this terminal under the concession with MIAL till 31.03.2022. CALâs International Concession Agreement with MIAL was successfully over and ended in April 2018.

During the year at SACT, CAL has handled Domestic Air Cargo of all major domestic carriers in Indian Domestic Sector i.e. Indigo, Vistara, GO Air, Spicejet and Air Asia. CAL has earned a total income of Rs.59.25 Crore during FY 2022-23 as compared to Rs.49.56 Crore during the previous financial year. The paid-up equity capital of the company is Rs 36.65 Crore as on 31.03.2023.

Due to continued uncertainty in the business mainly on account of, new guidelines of the Bureau of Civil Aviation Security (BCAS), Regulatory Body of the Aviation Sector for complying with the guidelines pertaining to Regulatory Agent, possibility of diversion of business due to privatization of Air India to Tata Group, anticipated merger of Air Asia and Vistara with Air India and delay in hike in the tariff from regulatory agency Airports Economic Regulatory Authority (AERA) which may entail loss to the organization till notification of new revised tariff, etc., CAL decided to mutually settle the domestic concession it has with MIAL w.e.f. 01.04.2022. Therefore, as per Mutual Agreement CAL continued same business activities of SACT on hand holding basis for the year 2022-23. All the Assets of the CAL were transferred to MIAL at Book Value and the business and operations were run on Cost plus basis upto 31.03.2023.

CONSOLIDATED FINANCIAL STATEMENTS:

The Consolidated Financial Statements of the Company prepared in accordance with the provisions of the Companies Act, 2013 and the applicable Indian Accounting Standards (Ind AS) forms part of the Annual Report of the Company.

HUMAN RESOURCE MANAGEMENT:

Human Resource Management (HRM) in organization is designed to maximize employee performance to achieve its strategic objectives. HR is primarily concerned with the management of people within organizations, focusing on policies and systems. Being a progressive organization, CONCOR firmly believes in the strength of its most vital asset i.e. Human Resource.

CONCOR has adopted and aligned its HR strategy vis-a-vis systems & procedures taking into account the business objectives and competence building needed for the organization. HR strategy acts as a motivating factor for the employees who contribute to the core competence of the organization to create a match between the companyâs future needs and the aspirations of individual employees.

CONCORâs HR Philosophy is rooted in encouraging employee empowerment, growth and development of individuals by realizing their potential, encouraging innovative ideas and fair distribution of rewards. Its work culture is open and dynamic enabling employees to take initiative in jobs with active support of the top management. It is an employer of choice and attracts the best available talent with skill sets required for the growth and development of the organization.

Right placement and refinement of employees is the primary function after induction by which CONCOR HR maintains alignment of individual performance and goals with that of CONCOR Goals.

Great care is taken to maintain safe and hygienic working climate and to provide working environment to the employees conducive to their good health. The occurrence of industrial accidents is minimal.

CONCOR offers various voluntary benefits (apart from statutory benefits) to its employees. These are offered in the form of options to the employees to choose from a mix of perks and allowances under Cafeteria approach. Additional perks in the form of residential accommodation, telephone instruments/service, advances and welfare amenities are provided to employees. Social Security measures by way of compassionate employment, voluntary benevolent fund to the family of the Decreased CONCOR employee, and post-retirement pension and medical facilities are provided in addition to statutory provident fund and gratuity.

CONCOR has embarked upon transformational HR through Digital HR Business Process. Focus is on aligning HR development programmes with corporate digital strategy to become a truly Digital organization. This will help in maximizing human potential with access to real-time data and give entire workforce the capacity to become innovators. Overall, this will lead towards a robust performance-oriented culture. The process of development of HR delivery mechanism has been democratized by providing accessibility to all employees to HRMS and Mobile Apps based HR applications ushering an era of developing Digital Mind-set within CONCOR.

CONCOR has a training centre to cater to employeesâ developmental needs. It conducts both In-house and Specialized topic based trainings as per organizational and employees needs from time to time. Feedback of employees and reporting authorities is reviewed constructively and accordingly next training calendar is scheduled. Employees are put to âOn the Job Training Programmesâ and are evaluated to get an understanding of the suitability of the employee for his/her right placement and also to understand specific developmental needs of employees.

During the year in line with the National Interest 50 Numbers of students from various educational institutions were provided 8-12 weeks of Internship in the areas of Finance, Commercial & Marketing, MIS & Public Relation. Final year of engineering graduates has been engaged on paid internship of six-months as a step towards engagement of youths and additional steps for identification of talents for further possible employment within the company. The attrition rate in CONCOR is within 2 percent owing to CONCORâs employee welfare and career development policies.

INDUSTRIAL RELATIONS:

Sound and healthy Industrial Relations (IR) is the pivot around which the entire business operations revolve. CONCOR believes in community of interests and not in conflicts of interests. Various interest groups strive to further goals in the organization and resolution of conflicting interests in a positive manner reinforces faith in the system, besides imbibing strength to face external threats. CONCOR maintained industrial peace and harmony and no man-days were lost during the year. Positive Industrial Relations (IR) has been the goal of HR department. CONCOR provides two-way communication, participative culture, open platforms for discussion for ideas and motivation of the employees. During the year, Industrial Relations remain harmonious and cordial and no mandays was lost during the year.

RESERVATION POLICY:

CONCOR is a Central Government Public Sector Undertaking (PSU). It follows all Government mandates in true spirit. The representation of such categories against the total strength of 1,319 (excluding 9 persons on deputation) as on 31.03.2023 is as under:

Category	No. of Employees
Schedule Caste	195
Schedule Tribe	68
Other Backward Classes	330
Persons with Disabilities (PwDs)	28
Ex-serviceman	18

SPECIAL ACHIEVEMENTS:

Your company continued to excel in fields of its activities and was a proud recipient of the following awards in the year:

> On 24.03.2023 CMD/CONCOR received the award for the âBusiness Leader & Visionary in Logistics Sectorâ during CONCOR''s CO-POWERED Conquest 2023- Business Forum at New Delhi.

> CONCOR ranked 223^rd on the âFortune India 500" list of 2022. CONCOR comes under one of the most reliable, efficient companies in India and is also very well respected & performing ethically as well as allied with growing, innovative & inordinate customer services in logistics.

ENERGY CONSERVATION AND TECHNOLOGY ABSORPTION:

The relevant information on conservation of energy and technology absorption stipulated under Section 134 of the Companies Act, 2013 read with Rule 8 of The Companies (Accounts) Rules, 2014, are as under:

For energy conservation and technology absorption, virtualization is being done in the servers of major applications, which is the latest technology, with the objective to reduce hardware, power consumption and the cooling requirement. CONCOR is providing LED lights in all its new projects as well as replacing the high-pressure Sodium Vapour Lamps with LED in the existing terminals on priority basis. This includes provision of LEDs in High Masts as well as other places. Earlier Sodium Vapour Lamps were used in high masts, wherein 01 high mast consist of 36 Lamps of each 400W i. e. totalling to 14400W. After using of LED, 01 high mast consist of 18/12 Lamps of each 350W i.e., totalling to 6300W. In warehouses & on Road pole lights earlier Sodium Vapour Lamps/Metal halide lamps were used, wherein 01 HPSV lamp wattage 200 watts. After using of LED, 01 Lamps wattage is 90 watts, hence each lamp saving is 110 watts. Thus, this enables huge electricity savings.

In addition to above, to conserve energy and to reduce power requirement/ heat dissipation wherever possible, consolidation is practiced as per requirement.

The Company is using fuel efficient Rubber Tyre Gantry (RTG) Cranes and Reach Stackers (RST) Machines for handling of containers, usage of fuel efficient power packs to feed power supply to refrigerated containers while transporting to ports. Further energy efficient Rail Mounted Gantry (RMG) Cranes and improved warehouse design is being used by making them more energy efficient. Further, the following steps /plans are being taken towards energy efficiency at the terminals:

1. Use of Electronically fuel controlled system (ECU) for all the DG sets.

2. Use of Load sensing devices for the hydraulically operated systems of the container handling equipment.

3. Use of Solar power plants to save the energy.

4. Stop idling of the equipment when not in use.

5. Cut-off power supply of Air conditioning systems in mid of October to mid of March every year.

6. To spread awareness among the employee, display of slogans like save energy, switch off light while leaving office.

7. Use of nature switches.

8. Use of LED lights in the offices and yard lighting.

9. Use of motion sensors in the offices.

10. Carrying out of scheduled maintenance promptly and also to carry out the Health checks periodically on the engines for achieving optimum fuel consumptions.

11. Checking of fuel quality and its kinematic viscosity to ensure pure fuel.

12. Ensure clean and proper air for Diesel engines of all equipment.

13. Use of 5-star rating electrical appliances.

14. Benchmarking of fuel consumption and output of equipment and regular review of fuel and energy consumptions.

15. Fast movement of Reefer containers to port destinations.

16. Improved warehouse design is being used by making them more energy efficient.

17. Maintaining the power factor between 0.95 to 0.99 by capacitor panels of various ratings.

18. Provision of day lighting in all Warehouses/Industrial Sheds: CONCOR is providing transparent sheets in some roof portions in all warehouses/Industrial Sheds, so that there will be no need of electricity light in day time.

19. Provision of Solar Power Systems: CONCOR has provided 100 kW solar power system at Dadri Container Depot and also in process of provision of isolated lights arrangement with Solar at various terminals.

20. Light Sensors in Corporate Office. CONCOR has provided light sensors in the cabins at CO. This also help in savings of electricity.

21. Procurement of Star Rating Air conditioners: CONCOR is focusing to procure Air Conditioners with Star Ratings. This also enable to save electricity.

22. Provision of Rain Water Harvesting Plants: CONCOR has provided rain water harvesting plant at Khodiyar (Ahmedabad) Depot and Dronagiri (Mumbai) Depots.

FOREIGN EXCHANGE EARNINGS & OUTGO:

During the year, there were no foreign exchange earnings. The details of foreign exchange outgo are as under:	(Rs. in crore)
Foreign exchange outgo (Travelling etc.) Import on CIF basis	0.16
a) Stores & Spares	-
b) Capital Goods	0.34
Total	0.50

RESEARCH & DEVELOPMENT (R&D):

After extensive R&D, CONCOR has developed the portable, most economical, environment friendly & dust free solution for Loading / Unloading of Bulk Cement into the silo and bulker through 20â ISO general purpose containers.

It is capable of cement unloading from Containers to Silo & Bulkers. Around 45-60 mins are required for unloading of 27MT to 31MT Cement.

This system is very unique and not available anywhere in the country and it is very flexible and can set up at any location within 3-4 weeks. System can also be Decommissioned at a short notice and is capable of meeting different customer requirements.

To handle the traffic of Southern Region and western Region, Bulk Cement Destuffing Bulker Equipments & other related accessories have been setup at CONCOR Terminals i.e. ICD/TNPM, CRTK (Turbhe), Maharashtra, CCTA (Ankleshwar), Gujarat & premises of M/s KCP, Arakkonam and Bulk Cement Destuffing Silo Equipment at M/s KCP, Arakkonam,T.N. One no. Static Tilter is also installed at ICD/TNPM. During the year, more than one Lakh Tons Bulk Cement have been handled successfully with this solution to the satisfaction of the trade.

Expenditure of Rs.67.95 Crore has been incurred towards development of indigenous containers, bulk Cement destuffing solution system, modification and upgradations of BLC Wagons.

> Load carrying capacity of the existing Rolling stock i.e; 9309 wagons (206 rakes) have been upgraded from 20 Ton axle load to 22 Ton axle load.

> Twin pipe conversion of 5025 wagons (111 Rakes) has been carried out.

> Total new design of 1485 (33 Rakes) heavy capacity BLCS wagons have been acquired during the year.

> Further under Make in India Atam Nirbhar Bharat Scheme of Govt. of India CONCOR has placed an order of 19000 containers to the Indigenous manufacturers.

PRESIDENTIAL DIRECTIVE(S):

No Presidential Directives issued by Govt. were received by CONCOR during the last three years.

Mar 31, 2022

Your directors are pleased to present their report on the business and operations of the Company and the statement of accounts for the financial year ended on 31^st March 2022.

FINANCIAL RESULTS:

		(Rs. in crores)
Particulars	2021-22	2020-21
Income from operations	7,594.45	6,384.96
Profit before depreciation & tax (PBDT)	1,936.92	1,284.38
Profit before exceptional item(s) and tax	1,407.10	762.46
Exceptional Item(s)	0.08	83.36
Profit before tax (PBT)	1,407.02	679.10
Provision for tax including prior period tax adjustments	344.68	175.77
Profit after tax (PAT)	1,062.34	503.33
Other Comprehensive Income	(-) 1.34	(-)7.89
Total Comprehensive Income for the period	1,061.00	495.44
Appropriations:
Interim Dividend (Current Year)	365.58	182.79
Final Dividend (Last Year)	121.86	173.65
Transfer to general reserves	106.23	50.33
Balance carried to Balance Sheet	467.33	88.67
Earnings per share (Rs.)	17.44	8.26

DIVIDEND:

As per the guidelines issued by Department of Investment and Public Asset Management (DIPAM) the minimum dividend to be paid for the year should be at least 5% of net worth or 30% of profit after tax, whichever is higher. Taking into consideration the above and other factors for the year 2021-22, the Board recommended a final dividend of 60% (Rs.3 per equity share of Rs.5/- each) on the paid-up share capital of Rs.304.65 crores which is in addition to two Interim Dividends totalling to 120% (Rs.6 per equity share of Rs.5/- each) already paid during the year. The total dividend (interim plus final) for the year 2021-22 will be Rs.548.36 crores as compared to Rs.304.65 crores for the FY 2020-21. The dividend paid/proposed for the year 2021 -22 works out to 51.62% of profit after tax of the Company for the year.

FINANCIAL HIGHLIGHTS:

The operating turnover of your Company registered an increase of 18.94% during the year under review from Rs.6,348.96 crores in the previous year to Rs.7,594.45 crores in the current year, which is the highest ever in the history of the Company. Total expenditure increased by 9.18% from Rs.5,907.98 crores in 2020-21 to Rs.6,450.48 crores in 2021-22. The profit before tax for current year works out to Rs.1,407.02 crores, which is an increase of 107.19% over 2020-21. After making provisions for income tax, tax adjustments, the profit after tax stands at Rs.1,062.34 crores, which is 111.06% higher than last year. The Company has done very well during the year 2021-22 on all fronts and it achieved the highest ever physical volumes during the year. Further, the profit before tax and profit after tax for the current year and previous year are not comparable as in 2020-21, as additional provisions were made in the year 2020-21 for Rs.72.84 crores for Post Retirement Medical benefits; Rs.77.41 crores for amount recoverable from Railways for property built on leased land from Railways; Rs.46.54 crores for service tax on Land License Fee (LLF); Rs.5.95 crores for impairment of investment in FHEL and enhanced payment of LLF for terminals built on leased land from Railways, which had impacted the profitability of the company, whereas there were no such additional/ exceptional items provided in the current year.

OPERATIONAL PERFORMANCE:

Your company, for the first time ever since its inception has crossed the figure of 4 Million TEUs of Handling Throughput. Your company also achieved the feat of loading over 47 Million Tons of cargo by rail surpassing all the previous records. The throughput of your company reflects a healthy growth of 11.79% during the year 2021-22 in comparison to the year 2020-21. The segment-wise comparison is as under:

Handling (In TEUs)	2021-22	2020-21	%age Growth
EXIM	32,69,026	30,35,794	7.68
Domestic	8,03,899	6,07,536	32.32
Total	40,72,925	36,43,330	11.79

As can be seen, the company has registered a growth of 7.68% in EXIM throughput and 32.32% in Domestic throughput during the year 2021 -22. In terms of tonnage carried by rail, the company carried a total tonnage of 47.69 million tons in current fiscal as against 42.02 million tons in 2020-21, with an increase of 13.49%.

CAPITAL STRUCTURE:

The authorised and paid-up share capital of the Company at the end of the current year was Rs.400 crore and Rs.304.65 crore respectively in which there was no change since last year. Also there was no change in the shareholding of Government of India and others in the Company during the year 2021-22 and as on 31.03.2022 their shareholding was 54.80% and 45.20%, respectively.

LISTING AND DEMATERIALIZATION OF SHARES:

CONCOR has only one class of security i.e. equity shares listed with the Stock Exchanges in India. CONCORâs equity shares are listed with the two bourses namely BSE Limited (BSE) and National Stock Exchange of India Limited (NSE). The listing fees of both the stock exchanges have been paid. To facilitate dematerialization of shares by its shareholders, CONCOR has signed agreements with both the Depositories (NSDL & CDSL). As per SEBI guidelines, CONCORâs shares have been placed under âCompulsory Demat Modeâ. Out of 60,92,94,348 equity shares of Rs.5/- each listed on the Stock Exchanges, 60,92,92,992 equity shares (99.9998% of the total equity shares) were in demat mode as on 31.03.2022. The market capitalization of the Company was Rs.40,954 crores as on 31.03.2022 (as per closing price on last trading day of the year at NSE) and the highest market capitalization during the year was Rs.44,238 crore on 02.08.2022, as per closing price at NSE.

CAPITAL EXPENDITURE:

Capital Expenditure of Rs.603.28 crores approx. was incurred during the year mainly on development/expansion of terminals, acquisition of wagons, handling equipment and IT Infrastructure, etc.

NEW TERMINALS & TERMINAL NETWORK EXPANSION:

The company has 61 terminals in total as on 31.03.2022, of which 06 are pure EXIM terminals, 36 are combined Container terminals and 17 are pure Domestic Terminals. CONCOR has also entered in 2 strategic Tie ups at various locations.

Two (02) new facilities at Multi Modal Logistics Park at Mundra, Gujarat and Rail Transhipment Hub at Swarupganj, Rajasthan were developed during the year 2021-22.

HIGH SPEED WAGONS, CONTAINERS AND HANDLING EQUIPMENTS:

In order to strengthen and improve the service level, CONCOR modified its 8,055 Bogie Low Container (BLC) wagons into Bogie Low Container Modified (BLCM) rakes with increasing axle load capacity from 20.3T to 22T. Further, 470 numbers of BLCM wagons have been taken on Lease for the period of 10 years since 2018-19. The total wagons (BLC BLCM BLL BFKHN BVZI) holding, including leased wagons as on 31.03.2022 were 16,679 and commissioning of 25 Ton axle high speed BLCS wagons is under process.

During the FY 2021-22, 455 containers were off-hired / auctioned and as on 31.03.2022 your Company has 37,431 (owned plus leased) containers.

During the year 2021 -22, three (3) Reach Stackers (RSTs) were decommissioned and as on 31.03.2022, the Company owned 108 RSTs, 14 Gantry cranes and 31 Reefer power packs of different capacity.

INFORMATION TECHNOLOGY:

Your Company continued to make progress in the field of Information Technology. The VSAT based hybrid network has been upgraded with MPLS cloud and now it covers 61 locations. The Terminal Management System for Domestic (DTMS), for EXIM (ETMS), ERP for Oracle Financial, HR Payroll, Container Repair System, Operation system was implemented for the expanded network of terminals and a Data Warehouse Module for commercial applications on centralized architecture is running smoothly across field locations/Regional Offices and Corporate Office.

Public Grievance lodging and monitoring system has been deployed on CONCORâs website for Grievance Redressal system. The objective of the system is to reduce time in addressing grievance, to increase transparency and round the clock access for lodging and monitoring grievance.

The Electronic-filing of documents on the Commercial System initially provided at ICD/Tughlakabad have now been extended to all EXIM terminals which enables the customers to file their documents electronically from their own offices and on-line payment mode of NEFT/RTGS has been enabled. As part of business continuity plan, CONCOR has established backup site and standby system at primary site for its commercial business critical applications. CONCOR has been re-certified ISO/IEC-27001:2013 certification from STQC IT Certification Services (Ministry of Communication & Information Technology) for establishing an Information Security Management System (ISMS).

As an extension of existing HRMS, employee portal has been upgraded. This system facilitates employees to access information regarding salary/ reimbursements, leave balances, PF statement, view and submit their APAR online, online submission of Annual Property return, pension details etc. and employee has option of viewing of the information on the screen and the printout of the same can also be taken for the record. The Employee feedback facility system implemented on the mobile app enables CONCOR to constantly evaluate their performance and take corrective action on employee complaints and feedback. Online payment systems for Corporate Office and all regions are implemented from Oracle Financials.

The e-tender system with e-payment facility for sale and EMD electronically, MSE exemptions has also been introduced. The site is integrated with online payment gateway for collection of fees. CONCOR has implemented reverse auction and has re-designed its Corporate website to the responsive website.

CONCOR has launched its FMLM (First Mile Last Mile) mobile app to EXIM customers to facilitate end to end solutions. CONCOR customer can directly opt for this road transportation services facility. e-Reverse Auction platform (e-Logistics App) for transporter for FMLM rates (local transportation rates). No need for long term contracts, helps extracting competitive rates.

The e-Samarth application for Online Vigilance Clearances to handle bulk NOC request creation and approval and workflow driven system has been evolved. This has increased transparency and drastically reduced the total time of according NOC for various purposes. Similarly, e-Voting was successfully done for CONCOR shareholders. File tracking system was implemented at Corporate office of CONCOR. e-meeting app for conducting paperless Board and Committee meetings of CONCOR and its Subsidiaries have been implemented.

CONCOR has launched its mobile app for disseminating the information (public tariff, rail tariff, track & trace, Company directory, etc.) for its stakeholders and has launched mobile app for Exim e-filing (covering reports & queries) for its stakeholders. CONCOR has launched its FMLM (First Mile Last Mile) mobile app to EXIM customers to facilitate end to end solutions. CONCOR has adopted various system improvements like dispensing submission of e-tender document with an undertaking, making available all circulars and guide lines of all departments to all employees on intranet with name Compendium.concorindia.com, has introduced auto refund of EMD on e-tendering system. CONCOR has started bulk coal movement, in Commercial system necessary changes incorporated to capture same in system.

CONCOR has implemented:

(i) E-office replacing the physical files with electronic files as a step towards office automation and paper less working.

(ii) The Integration of commercial applications with Oracle Financials ERP. Developed dash board to glance the performance and various reports of CONCOR.

(iii) E-contractor billing for online submission of invoices by contractors through their digital signature only processed till payment.

(iv) KYCL for online track and trace of container for its customers through mobile app, chatbot etc.

(v) Bill tracking system to its vendors through website.

(vi) eMB software application for billing and release of payments.

(vii) Aadhar linked e-Signing facility for digitally signing of e-office files implemented.

STANDARDISATION/ CERTIFICATIONS:

CONCOR continues to enjoy ISO 9001:2015 certification and as on 31.03.2022, 50 Nos. of Terminals were ISO 9001:2015 certified. It is an illustration of the total commitment of your Company towards Quality Management System. Quality Policy clearly provides for ensuring complete customer convenience & satisfaction and value for money through continual improvement of system and processes. The Quality Policy has been prominently displayed at all locations of CONCOR. Safety Slogans are displayed at prominent locations at various terminals of CONCOR. ISO Certification is available for most of the units of the Company. Disaster Management System has been hosted on CONCOR website. Further, in its endeavor to maintain high standards of quality, your Company has been taking various steps, some of which are as follows:

> Conducting periodical Management Review Meetings, wherein various actions were taken with regard to Disaster Management, Safety Norms and Quality Standards.

> Quality Audits were undertaken from time to time by Quality Auditors, who have been trained internally for this purpose.

> Annual Surveillance Audit was undertaken by an independent agency for a number of units.

JOINT VENTURES/ STRATEGIC ALLIANCES:

SIDCUL CONCOR Infra Company Limited

The MMLP provides Rail/Road transportation, Handling and warehousing to EXIM and Domestic customers. The facility provides Rail connectivity to/from three gateway ports i.e. Mundra & Pipava in Gujarat and JNPT in Mumbai. In domestic segment it provides services on pan India basis in general and particularly to Mumbai/ Dronagiri/ Gandhidham in West, Hyderabad/ Chennai and Bangalore in south and Shalimar (Kolkata) in East. The MMLP is also ready for NMG Rake service covering all India destinations. In addition to the transportation the MMLP is providing warehousing facility, including bonded & transit warehousing for domestic and EXIM customers.

During FY 2021-22, SCICL handled 472 rakes and 35,267 TEUs. The EXIM throughput of the company has increased by 7.57% as compared to F.Y. 2020-21. The company has been able to breakeven for the first time since its initiation of operations in 2015 and registered a PBT of Rs.2.41 lakhs & PAT of Rs.20.61 lakh in F.Y. 2021-22, which was loss of Rs.58.85 lakhs & Rs.29.01 lakhs respectively in F.Y. 20-21. The JVC is doing well and is emerging as a major logistics service provider for rail logistics for the rapidly industrializing State of Uttarakhand.

Punjab Logistics Infrastructure Limited

During the year under review FY 2021-22, PLIL achieved turnover of Rs.24.75 crores which was Rs.18.14 crores in the previous year, showing an increase of 36.44% in the Revenue from the Operations. The total expenditure increased by 8.93% from Rs.30.56 crores in FY 2020-21 to Rs.33.29 crores in FY 2021-22. Profit before tax (loss) during the year under review i.e. FY 2021-22 stood at Rs.8.45 crores as compared to loss of Rs.12.35 crores during the previous financial year, which shows reduction of loss by 31.58%. The profit after tax (loss) during the year was Rs.5.95 crores as compared to the Profit after tax (loss) of Rs.9.13 crores for the previous FY 2020-21.

The above two Companies i.e. SCICL & PLIL are also subsidiaries of your Company as it is holding majority of shares in these companies.

While the existing Joint Ventures continued to perform to their full potential contributing to the growth of the core business of CONCOR, new strategic alliances were also explored and are underway.

On 14^th January, 2022 CONCOR signed a MoU with Ministry of Railways for defining MoU targets for 2021-22. CONCOR is exploring the possibility of merger of its subsidiary companies, i.e., M/s. CONCOR AIR Ltd. (CAL), M/s SIDCUL CONCOR Infra Company Ltd. (SCICL) and M/s Punjab Logistics Infrastructure Ltd. (PLIL) with CONCOR. The Board of Directors of the Company had approved scheme of amalgamation of CAL with CONCOR, which was subject to necessary approvals and agreement/consent of concerned stakeholders. During the year Board of Directors of CAL, considering the viability of future prospects of continuing its operations for the remaining period of the concession, decided to amicably settle the concession with MIAL. As a result of such settlement, the concession rights of CAL will be transferred and CONCORâs Board has also consented to the said decision of CAL'' s Board. Further, it was also decided to carry out necessary modifications in the existing scheme of amalgamation/ merger of CAL into CONCOR, once the transfer of concession rights in CAL is implemented.

For the amalgamation of SCICL and PLIL, the company is in discussion with the partners in these companies namely SIIDCUL and CONWARE respectively.

WHOLLY OWNED SUBSIDIARIES:Fresh & Healthy Enterprises Ltd.

CONCOR had incorporated M/s. Fresh & Healthy Enterprises Ltd. (FHEL) in the year 2006 as its wholly owned subsidiary to create world class cold storage infrastructure in the country and to provide complete cold chain logistics solutions to the various stakeholders in this field. Due to changed business dynamics, it was decided in the year 2018 to re-engineer its facility in two phases for their development as an Agri-logistics Centre with changed business model of leasing/renting out the warehousing space for Cold Storage, CA storage and Custom Bonded Warehousing to interested parties. Under the first phase modifications like erection of mezzanine floors in chambers to facilitate lot-wise storage of cargo, fixing of small doors in chambers to minimize refrigeration loss and temperature fluctuations during arrival & dispatch of cargo, installation of temperature indicators, installation of equipment for potato storage, were undertaken. Further, construction of normal warehouse under second phase is likely to be completed shortly.

During financial year 2021-22, despite all the hardships including Covid, the facility was running throughout the year. Initiatives undertaken are yielding rich dividend for the company. As on 31.03.2022, 52 Chambers (12-Custom Bonded, 31- Chillers and 9- CA) were rented out for storage of various fruits/ dry-fruits. During the year under review, total income of Company augmented from Rs.444.38 Lakhs in FY 2020-21 to Rs.697.04 lakhs, mainly due to increased operations. FHEL earned operating profit of Rs.212.23 Lakhs in FY 2021-22 as against Rs.38.47 Lakhs in FY 2020-21. FHEL also reduced its net loss by 23% appx. i.e. from Rs.483.61 Lakhs in FY 2020-21 to Rs.372.60 Lakhs in FY 2021-22.

CONCOR Air Ltd.

> To undertake Air Cargo related activities in International as well as Domestic circuit.

> To provide warehousing facilities to International & Domestic Air Cargo and to facilitate the clearance of EXIM & Domestic Air Cargo.

In February 2013, for Domestic Air Cargo Concession, CONCOR Air Ltd. has entered into an Agreement with MIAL under which SACT has been developed by CAL. SACT is a state of the art Green Terminal with ultra-modern facilities for storage of cargo, handling, screening, cold storage, etc. SACT was commissioned on 09.06.2016. CALâs International Concession Agreement with MIAL was successfully over and ended in April 2018. During the year at SACT, CAL has handled Domestic Air Cargo of all major domestic carriers in Indian Domestic Sector i.e. Indigo, Vistara, GO Air, Spicejet and Air Asia.

FY 2021-22 has been very tough like FY 2020-21 due to recurring COVID-19 waves resulting in regulated flight operations. Airline Industry is among the worst hit sectors in India. As CALâs business is directly related to Aircraft operations, its business has continued to be impacted in FY 2021-22. CAL has earned a total income of Rs.49.56 Crores during FY 2021-22 as compared to Rs.33.70 Crores during the previous financial year. The paid-up equity capital of the company is Rs 36.65 Crores as on 31.03.2022.

Due to continued uncertainty in the business, new guidelines of the Bureau of Civil Aviation Security (BCAS), Regulatory Body of the Aviation Sector for complying with the Guidelines pertaining to be Regulatory Agent, possibility of diversion of business due to privatization of Air India to Tata Group, anticipated merger of Air Asia and Vistara with Air India and delay in hike in the tariff from regulatory agency Airports Economic Regulatory

Authority (AERA) which may entail loss to the organization till notification of new revised tariff, etc., it was decided to mutually settle/ transfer the domestic concession between CAL & MIAL as on 31.03.2022. Till the completion of the entire process of the said settlement/ transfer, CAL would run the facility on mutually agreed terms with MIAL. As stated above, the Board of CONCOR and CAL has decided to amalgamate CAL into CONCOR, however, in view of above development, necessary modifications in the scheme of amalgamation will be carried out once the transfer of concession rights in CAL is implemented.

CONCOR Last Mile Logistics Ltd.

A wholly owned subsidiary company namely CONCOR Last Mile Logistics Limited (CLMLL) with CIN U63040DL2020GOI359792 was incorporated on 06^th January, 2020. The objects of the company were inter-alia to develop Railway goods sheds, operate and manage freight terminals/ goods sheds, develop warehouses, provide first mile- last mile connectivity and other services related thereto. Its first financial year ended on 31.03.2021, its authorised capital was Rs.100 crores and paid up capital was Rs.1.00 crore. Subsequent to incorporation of the company, Railways decided to invite open offers from the market for development & management of goods sheds with short period of lease for 5 years, hence the very purpose of companyâs incorporation became redundant. Moreover, CONCOR has created a policy vertical in the name of âLast Mile Connectivityâ through which it is already providing First Mile & Last Mile (FMLM) connectivity at its 35 terminals. Therefore, it was decided to apply for striking off the name of the company. After obtaining due approvals from the shareholders the company applied to the ''Registrar of Companies'' (ROCs) for striking off its name & the ROCs has accorded its approval for striking off the name of the company from the register of companies on 02.03.2022.

CONSOLIDATED FINANCIAL STATEMENTS:

HUMAN RESOURCE MANAGEMENT:

Right placement and refinement of employees is the primary function after induction by which CONCOR HR maintains alignment of individual performance and goals with that of CONCOR Goals.

CONCOR offers various voluntary benefits (apart from statutory benefits) to its employees. These are offered in the form of options to the employees to choose from a mix of perks and allowances available subject to a maximum ceiling. In addition to allowances and benefits covered in the cafeteria approach, additional perks in the form of residential accommodation, telephone instruments/service, advances and welfare amenities are provided to employees. Provision has been made for timely delivery of HR services through Right to Service for Time Bound Delivery of HR Services and Benefits.

With a view to keep our below board level employees/ officers prepared for the future requirement of the organization, young managers have been placed as the head of the terminals and departments, under Group General Managers and Executive Directors who have been placed as Head of the Area /department. The attrition rate in CONCOR is within 2 percent owing to CONCORâs employee welfare and career development policies.

INDUSTRIAL RELATIONS:

RESERVATION POLICY:

Category	No. of Employees
Schedule Caste	202
Schedule Tribe	72
Other Backward Classes	341
Persons with Disabilities (PwDs)	29
Ex-serviceman	18

SPECIAL ACHIEVEMENTS:

Your company continued to excel in fields of its activities and was a proud recipient of the following awards in the year:

> On 18.11.2021 Chairman and Managing Director/CONCOR received the award for the âDYNAMIC LOGISTICS PERSONALITY OF THE YEARâ AWARD Category in Mumbai during Exim 11th All-India MALA 2021.

> CONCOR ranked 204^th on the âFortune India 500" list of 2021. CONCOR comes under one of the most reliable, efficient companies in India. It is well respected for performing ethically and for being aligned with growing, innovative & inordinate customer services in logistics.

ENERGY CONSERVATION AND TECHNOLOGY ABSORPTION:

For energy conservation and technology absorption, virtualization is being done in the servers of major applications, which is the latest technology, with the objective to reduce hardware, power consumption and the cooling requirement. To save power, multiple servers are also being controlled through single console instead of having the separate monitors, which save power as well as reduce cooling requirement. Most of the CRT monitors have been replaced by LCD/LED monitors, which have reduced the power requirement drastically. Most of the latest CPU/ Monitors / Printers of desktops /laptop are configured in power saving mode.

In addition to above, to conserve energy and to reduce power requirement/ heat dissipation wherever possible, consolidation is practiced as per requirement.

1. Use of Electronically fuel controlled system (ECU) for all the DG sets.

2. Use of Load sensing devices for the hydraulically operated systems of the container handling equipment.

3. Use of Solar power plants to save the energy.

4. Stop idling of the equipment when not in use.

5. Cut-off power supply of Air conditioning systems in mid of October to mid of March every year.

6. To spread awareness among the employee, display of slogans like save energy, switch off light while leaving office.

7. Use of nature switches.

8. Use of LED lights in the offices and yard lighting.

9. Use of motion sensors in the offices.

10. Carrying out of scheduled maintenance promptly and also to carry out the Health checks periodically on the engines for achieving optimum fuel consumptions.

11. Checking of fuel quality and its kinematic viscosity to ensure pure fuel.

12. Ensure clean and proper air for Diesel engines of all equipment.

13. Use of 5-star rating electrical appliances.

14. Bench marking of fuel consumption and output of equipment and regular review of fuel and energy consumptions.

15. Fast movement of Reefer containers to port destinations.

16. Improved warehouse design is being used by making them more energy efficient.

17. Maintaining the power factor between 0.95 to 0.99 by capacitor panels of various ratings.

FOREIGN EXCHANGE EARNINGS & OUTGO:

During the year, there were no foreign exchange earnings.

The details of foreign exchange outgo are as under:

(Rs. in crore)

Import on CIF basis

a) Stores & Spares -

b) Capital Goods 0.50

RESEARCH & DEVELOPMENT (R&D):

> CONCOR have recently developed the complete dust proof and moisture free solution for loading / unloading of Bulk Cement & Fly Ash into the silo and bulker through 20â ISO standard containers. This bulk cement handling equipment is cost effective, environment friendly and flexible unloading innovation and easy to set up at any chosen loading/unloading point and is capable of meeting different customer requirements. First demonstration was done on 25.01.2022 at M/s Ultratech Cement Plant at Shankrapally in the presence of trade and CONCORâs higher officials and was successful to achieve the complete unloading of bulk cement (24MT) from 20âcontainer to a 30 Mtr. high silo in around 40 Mins.

> This developed system is capable to unload the 27 MT cement from 20âcontainer to a 30-45 mtr high silo and 20âcontainer to Bulker to meet the different customer requirements.

> CONCOR has handed over a work order for developing 2,000 containers to BHEL and Braithwaite during 202021 and an EoI was floated for procurement of indigenous containers under Atam Nirbhar Scheme and open tender for 6,000 containers in which work orders was placed to Four (04) indigenous Container Manufacturers.

> CONCOR has upgraded its rakes of 20 MT to high capacity 22 MT.

> CONCOR incurred an amount of Rs.57.86 crores towards Research & Development (R&D) activities towards heavy capacity wagons, modification of wagons & bulk handling, etc. during the year.

PRESIDENTIAL DIRECTIVE(S):

No Presidential Directives issued by Govt. were received by CONCOR during the last three years.

RAJBHASHA:

The Corporate Office of the Container Corporation of India Limited has been notified on 04-10-1993 under sub-rule 10(4) of the Official Language Rules, 1976. Since then, CONCOR has made a lot of progress in the field of official language. Some important achievements of this year are as follows:-

Award to e-magazine: CONCOR''s quarterly Hindi e-magazine ''Madhubhika'' bagged fourth award in the category of best magazine by the Town Official Language Implementation Committee (Upkaram-I), Delhi. So far 54 issues of this magazine have been published with the aim of promoting original writing in Hindi by the employees and officers. After release, the e-magazine is also uploaded on the website and its link is being sent to other PSUs

Hindi-Week 2021: Hindi week was successfully organized from 13^th September 2021 to 21^st September 2021 at the Corporate Office of CONCOR. During this a total of 4 competitions were organized including short story reading, Hindi singing, Antakshari, Hindi News reading. To increase the Hindi knowledge of officers and employees, a workshop was also organized. Apart from this, a play ''Ghalib in Delhiâ was also performed by famous dramatist Dr. Saed Alam which was highly appreciated by the audience. On September 21, Prizes were also distributed to the winning participants by the Chairman & Managing Director.

Library: Daily leading newspapers, monthly and fortnightly magazines are also available in the library. Presently 3004 books are available out of which Hindi books are 2087 and English books are 917. This year 47 new Hindi books have been added to library.

VIGILANCE:

"Vigilance is an important tool for ensuring accountability in the organization. Vigilance Administration basks in glory by ensuring efficiency and ethics. To achieve these objectives in this year, CONCOR''s Vigilance Division renewed the emphasis on preventive and pro-active campaigns through visit to various terminals, review of procedures, training of field functionaries etc. Following activities were undertaken during the financial year 202122.

Despite the ongoing pandemic situation, 20 Preventive/Surprise checks/CTE type checks were conducted at various Area/Cluster Offices/Inland Container Depots/ Container Freight Stations during the year 2021-22. In addition, cases were registered/ investigated on the basis of complaints and other information. Periodic surprise checks were conducted regularly in the vulnerable areas of the company. Suitable penal action was taken against erring officials and contractors. An amount of Rs.13.34 lakh was recovered from various contractors/customers during the financial year. Two major and three minor penalties were imposed during the financial year pertaining to irregularities such as indiscipline, dishonesty, negligence in performance of duty or neglect of work etc. The departmental action against two officials are pending as on 31.03.2022.

On the suggestion of Vigilance Division, respective user departments have issued 06 circulars for improvement in systems and procedures. In order to disseminate information among field functionaries, Vigilance Division organised regular training programmes /workshops in different Regions covering topical issues such as Facets of Vigilance and Guidelines for handling of High Value cargo etc through online mode. Vigilance Division has released fourth edition of the vigilance e-bulletin named "Vig-3^W". The e-bulletin serves to disseminate the latest vigilance instructions and showcases best practices in the field of vigilance in order to create awareness and sensitize all officers and staff to discharge their duties consciously, meticulously and fearlessly. CONCOR continuously and regularly endeavours to ensure fair and transparent transactions through technology interventions and system /process review in consultation with various stake holders.

Vigilance Awareness Week (VAW) was observed in all offices of CONCOR by undertaking various activities during the period 26^th October to 01^st November, 2021. The theme of the Vigilance Awareness Week -2021 was

"Independent India @ 75: Self Reliance with Integrityâ; WRR @ 75: ^ipH^W-tdiâ. VAW-

2021 was marked by organising the numerous activities/competitions in schools, colleges, Gram Sabhas workshops / interactive sessions etc.. Several workshops, seminars, Grievances Redressal Camps were organised involving customers and contractors / vendors. Essay, slogan writing debate and quiz competitions were organized for employees and their family. All the activities during the VAW were carried out by adhering the strict covid-19 protocol issued by the competent authority from time to time.

In order to motivate the employees to be alert on work place, the award for "The Most Vigilant Employee of the Year" was instituted and the award for the year 2020-21 WGS awarded to Ms. Shilpi Gera, Sr. Executive (C&O)/CO and Shri Nitin M Chavan, Sr. Executive (C&O)/Area-II in recognition for their integrity and contribution towards cost saving".

DIRECTORSâ RESPONSIBILITY STATEMENT:

Pursuant to Section 134(5) of the Companies Act 2013, your Directors hereby confirm that:

i) In the preparation of the annual accounts, the applicable accounting standards have been followed along with proper explanation relating to material departures.

ii) The Directors have selected such accounting policies and applied them consistently and 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 at the end of the financial year and of the profit and loss of the Company for that period.

iii) The Directors have taken proper and sufficient care for the maintenance of adequate accounting records in accordance with the provisions of the Companies Act, 2013 for safeguarding the assets of the Company and for preventing and detecting fraud and other irregularities.

iv) The Directors have prepared the annual accounts on a going concern basis.

v) The Directors have laid down internal financial controls to be followed by the Company and that such internal financial controls are adequate and were operating effectively.

vi) The directors have devised proper systems to ensure compliance with the provisions of all applicable laws and that such systems were adequate and operating effectively.

MANAGEMENT DISCUSSION AND ANALYSIS:

The detailed Management Discussion and Analysis forms a part of this report at Annexure-A.

CORPORATE GOVERNANCE & GREEN INITIATIVE:

Your Company has taken structured initiatives towards Corporate Governance & its practices are appreciated by various stakeholders. Your Company believes in the principle that good Corporate Governance establishes a positive organizational culture and it is evident by responsibility, accountability, consistency, fairness and transparency towards its stakeholders. As required under SEBI (LODR) Regulations and DPE guidelines on Corporate Governance, a separate report on Corporate Governance practices followed by the Company forms part of this Report at Annexure-B.

A Practicing Company Secretary has examined and certified your Company''s compliance with respect to conditions enumerated in SEBI (LODR) Regulations and DPE guidelines on Corporate Governance. The certificate required in DPE guidelines and SEBI (LODR) Regulations forms part of this Report at Annexure- C.

As a responsible corporate citizen and to reduce carbon foot print, your Company has actively supported the implementation of âGreen Initiativeâ. Electronic delivery of notice of Postal Ballot, notice of Annual General Meeting (AGM) and Annual Report along with other communications is being done to those shareholders whose email ids are already registered with the respective Depository Participants (DPs) and downloaded from the depositories i.e. NSDL/CDSL and who have not opted for receiving Annual Report in physical form. Accordingly, unless otherwise desired by the shareholders, the Company sends all documents to the shareholders viz. Notice, intimation for dividend, Audited Financial Statements, Directorsâ and Auditorsâ Report, etc. in electronic form to their registered e-mail addresses.

In respect of financial year 2021-22, in terms of exemption granted by MCA vide General Circular No. 02/2022, dated 05.05.2022 read with General Circular No. 02/2021 dated 13th January, 2021, General Circular No. 20/2020 dated 5th May, 2020; General Circular No. 14/2020 dated 8th April, 2020 and General Circular No. 17/2020 dated 13th April, 2020 and by SEBI Circular no. SEBI/HO/CFD/CMD1/CIR/P/2020/79 dated 12th May, 2020, SEBI/HO/CFD/CMD2/CIR/P/2021/11 dated 15th January, 2021 and SEBI/HO/CFD/CMD2/CIR/P/2022/62 dated 13^th May, 2022, Annual Reports are being circulated among the members whose email IDs are available with the Company through electronic mode. Accordingly, no physical copies of the Annual Reports are being circulated among the members of the Company.

CORPORATE SOCIAL RESPONSIBILITY (CSR) AND SUSTAINABLE DEVELOPMENT:

CONCORâs social activities in F.Y. 2021-22 continued to be focused on overall development of society with prime focus on health activities in terms of guidelines issued by Department of Public enterprises (DPE) and prevailing pandemic conditions. Activities in other areas like education, skill Development, environment sustainability, sports, infrastructure development etc. have also been taken up for the welfare of our stakeholders ranging from rural areas to CONCOR locations. Some of major activities undertaken by company are:

CSR activities in Aspirational districts i.e. Asifabad (Telangana),Visakhapatnam (AP), Chandauli (UP) & Shravasti (UP) adopted by CONCOR continued by taking up mainly health activities including setting up the infrastructure & providing health equipmentâs to Primary Health Centers in Tribal Area in Asifabad, supply of medical equipments to the hospitals & PHCs of Paderu Agency Area i.e. Hydraulic delivery table, digital HB Meter, digital appirators, computers, laptops, mini generators, nebulizers, ambulances, construction of Asha ANM Aanganwadi training centre and public toilets. in Shravasti, construction of Asha Ghar with toilets in Chanduali. It also supported Covid-19 awareness and protection of covid-19 vaccination data by providing banners, LED Mobile Van, Mobile immunization van, fire extinguisher, fogging machines, Air conditions. etc., to Shravasti district, which is benefitting thousands of needy people of these aspirational districts.

Towards prevention of Covid-19, CONCOR in collaboration with Mahavir International, Delhi provided free of cost Covishield vaccine to approximately 9200 stakeholders in NCR area. CONCOR has also taken up vaccination of adolescent population at Badarpur and Nabi Karim in Delhi where 1600 doses of Covaxine is being administered free of cost to such beneficiaries.

In the time of Covid-19, CONCOR provided various medical equipmentâs to Health Care Centre at Durgabai Deshmukh Hospital, Hyderabad and oxygen concentrators at Jodhpur, Rajasthan, Medical beds at Bandhwari Village, Gurugram, Haryana, equipment/materials for prevention and treatment of COVID at Lakhimpur UP, BIPAP machine and humidified high flow nasal Cannula, oxygen concentrators for Railway Hospitals in Ahmadabad.

thousands of needy people. Support to R K Mission New Delhi has been extended for Mobile medical van and free 250 cataract surgeries.

CONCOR has been supporting education of underprivileged section of society by supporting 30 bright students towards preparation for higher studies in Varanasi, Uttar Pradesh as well as in Delhi towards operation of a primary school for slum children. It is also providing computer training to 125 poor children in Varanasi, Uttar Pradesh..

In time of need, CONCOR CSR activities has been mainly devoted to health activities on PAN India basis, however other activities such as education, infrastructure development, rural development, sports have also been carried out. An amount of Rs.15.17 crores have been disbursed in FY 2021 -22 towards CSR activities and the Annual report on CSR activities is as per Annexure-D.

RISK MANAGEMENT:

As per the requirement of SEBI (LODR) Regulations, 2015, the Company is having a Board level Risk Management Committee. The particulars of Committee, its terms of reference, meetings held, etc. are stated in the Corporate Governance Report forming part of this Report. The Company has a well laid down Risk Management (RM) system to identify, evaluate risks and opportunities. The said system seeks to create transparency, minimize adverse impact on the business objectives and enhance the Companyâs competitive advantage. The risk management system defines the risk management approach across the enterprise in various business activities. The RM structure has different risk models which help in identifying risk trends, exposure and potential impact analysis at Company level and also separately for business segments. It forms an integral part of the Companyâs functioning and the Board of Directors are being regularly apprised about the status of various risk elements and the mitigation plans for the same.

INTERNAL CONTROL SYSTEMS AND THEIR ADEQUACY:

CONCORâs Internal Control Systems are commensurate with its size, scale and complexity and nature of its business activities. Internal audit constitutes an important element in overall internal control systems of the Company. The scope of work of the internal audit is well defined and is very exhaustive to cover all crucial functions and businesses of the Company. The internal audit in the Company is carried out by the independent professional firms appointed for this purpose.

The respective department of the Company monitors and evaluates the efficacy and adequacy of internal control system in the Company, its compliance with operating systems, accounting procedures and policies. Based on the report of internal auditors, necessary steps are taken at regular intervals to further strengthen the existing systems and procedures. The significant observations of internal auditors and corrective actions thereon are presented to the Audit & Ethics Committee of the Board at regular intervals. In addition, the implementation and effectiveness of internal financial controls during 2021-22 was also reported by the internal and statutory auditors of the Company.

PARTICULARS OF EMPLOYEES:

As per provisions of section 197 of the Companies Act, 2013 read with the Rule 5 of the Companies (Appointment and Remuneration of Managerial Personnel) Rules, 2014, every listed company is required to disclose the ratio of the remuneration of each director to the median employeeâs remuneration and such other details as may be prescribed in the Directorsâ Report. However, as per Notification No. GSR 463(E) dated 5^th June, 2015 issued by the Ministry of Corporate Affairs, Government Companies are exempted from complying with provisions of section 197 of the Companies Act, 2013. Therefore, CONCOR being a Government Company, such particulars are not included as part of Directorsâ Report.

AUDITORS:

Being a Government Company, the Comptroller & Auditor General (C&AG) of India had appointed Companyâs Statutory Auditors for the financial year 2021-22. M/s. S. N. Nanda & Co., Chartered Accountants were appointed as Companyâs Statutory Auditors for the year 2021-22. The statutory auditors were appointed by C&AG vide its letter No. CA.V/COY/CENTRAL GOVERNMENT,CCIL(1)/33, dated 18.08.2021. The Statutory Auditors of the Company is being paid fee of Rs.29,95,000/-. The Statutory Auditors have audited the Annual Financial Statements of the Company for the financial year ended on 31.03.2022. During the year under review, Auditors have not reported to the Audit Committee or the Board, under Section 143(12) of the Companies Act, 2013 any instances of fraud committed against the Company by its officers or employees.

The Comments of C&AG for the financial year 2021-22 along with the Statutory Auditors Report of your Company and management replies on their observations are being provided elsewhere in this Annual Report. Further, CONCOR is not required to maintain cost records as required under section 148 of Companies Act, 2013 and rules made thereunder.

BOARD OF DIRECTORS:

CONCOR being a Government Company, the appointment of directors on its board are communicated by the Ministry of Railways from time to time. During the financial year 2021-22, six meetings of the Board of Directors were held for transacting various businesses. During the year and upto the date of this report, the directorship in the Company are under:

- Shri V. Kalyana Rama, Chairman and Managing Director [DIN: 07201556]

- Shri Pradip K. Agrawal, Director (Domestic Division) [DIN: 07557080]

- Shri Sanjay Swarup, Director (Intl. Mktg. & Ops.) [DIN: 05159435]

- Shri Manoj K. Dubey, Director (Finance) & CFO [DIN: 07518387]

- Shri Satendra Kumar, Independent Director [DIN: 09344018] (w.e.f. 09.11.2021)

- Shri Kedarashish Bapat, Independent Director [DIN: 02535543] (w.e.f. 09.11.2021)

- Shri Chesong Bikramsing Terang, Independent Director [DIN: 09401230] (w.e.f. 16.11.2021)

- Smt. Chandra Rawat, Independent Director [DIN: 09409425] (w.e.f. 23.11.2021)

- Shri Rahul Mithal, Director (Projects & Services) [DIN: 07610499] (upto 06.10.2021)

- Shri Jaya Sankar M.K., Independent Director [DIN: 08523769] (upto 07.07.2022)

- Shri Manoj Singh, Govt. Nominee Director [DIN: 08898995] (upto 01.08.2022)

- Shri Rajesh Argal, Govt. Nominee Director [DIN: 09171980] (w.e.f. 13.05.2021, upto 31.07.2022)

In terms of provisions under SEBI Regulations and DPE guidelines, CONCOR being a listed Company and having an executive Chairman, 50% of its Board of Directors should comprise of independent Directors, however, the company was not having requisite number of these directors during the year. The Secretarial Auditor has also given observations in this respect in their report. In this respect, as Directors on the Board are appointed by Government, CONCOR had regularly requested Ministry of Railways for appointment of requisite number of independent directors/independent woman director to comply with the applicable requirements under SEBI (LODR) Regulations, DPE Guidelines and Companies Act and the same was also informed to Stock Exchanges.

RETIREMENT OF DIRECTORS BY ROTATION:

As per the Companies Act, 2013 the provisions in respect of retirement of Directors by rotation will not be applicable to Independent Directors. In view of this, no Independent Director is considered to be retiring by rotation but all other directors will be retiring by rotation. Accordingly, one third among all other directors namely Shri V. Kalyana Rama (Chairman & Managing Director) and Shri Pradip K. Agrawal, Director (Domestic Division) are liable to retire by rotation and being eligible, offer themselves for reappointment.

EVALUATION & REMUNERATION:

As per provisions of Section 134(3)(p) of the Companies Act 2013, the Boardâs Report of a Listed Company shall include a statement indicating the manner of formal annual evaluation of Board, Committees & Individual Directors etc. Ministry of Corporate Affairs has vide its notification dated 5 ^th June, 2015 notified the exemptions to Government Companies from the provisions of the Companies Act, 2013 which inter-alia provides that Section 134(3)(p) regarding statement on formal annual evaluation shall not apply to Government Companies in case the Directors are evaluated by the Ministry which is administratively in-charge of the company as per its own evaluation methodology. Further, it has been provided that the provisions of Sub-Sections (2), (3) & (4) of Section 178 regarding appointment, performance evaluation and remuneration shall not apply to Directors of Government Companies.

In terms of notification dated 05.07.2017 issued by MCA the provisions in Schedule IV of the Companies Act, 2013 about reviewing the performance of Chairperson and non-independent directors and the Board as a whole by the Independent Directors in their separate meeting and that on the basis of performance evaluation of Independent Directors, it shall be determined whether to extend or continue their term of appointment shall not apply to a Government Company if the requirements in respect of same are specified by the concerned Ministries or Departments of the Central Government and such requirements are complied with by the Government Companies. In view of above, since the appointment of the all Directors in the Company is decided by the Govt. of India, the requirement related to evaluation of directors as stated in Schedule-IV are not applicable to CONCOR.

Similarly, the SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015 also provides that the Nomination and Remuneration Committee to formulate the criteria for evaluation of performance of independent directors and the board of directors, evaluation of independent Directors to be done by the Board of Directors and the independent directors in their separate meeting inter-alia to review the performance of Chairperson, nonindependent directors and the board of directors as a whole.

On perusal of the above provisions, it can be concluded that there is no requirement for evaluation of Board, NonIndependent Directors, Chairperson and Independent Directors under Companies Act, 2013. For the evaluation of all the Directors in a Government Company, the Government has already laid down the procedure, which is being followed.

The above provision applicable for evaluation of the Chairperson/Directors/Board, were placed before the separate meeting of the Independent Directors in its meeting held on 25^th February 2022. In the said meeting the Directors have taken note of the provisions and stated that being a Government Company the Directors performance may continue to be reviewed by the Government in the same manner as is being done every year, hitherto. The Independent Directors have also placed on record their appreciation for the Chairman and Managing Director, functional Directors as well as the entire CONCOR team for their sustained efforts during this very difficult period.

Similarly, the above provision applicable for evaluation of the Chairperson/ Directors/ Board and statement in board report, were placed before the Board of Directors in its 226^th meeting held on 04.08.2022. In the said meeting the Board has taken note of the same and have reiterated that being a Government Company the performance of Chairman/ Directors may continue to be reviewed and evaluated by the Government in the same manner as is being done every year, hitherto. The Board also placed on record its appreciation for the contribution being made by the Independent Directors.

The selection, evaluation criteria and the remuneration guidelines which are being followed in the Company are elaborated as under:

CONCOR is a Government Company under the administrative control of Ministry of Railways. The selection procedure for all the directors is also laid down by the Government of India and all the directors of the company have been appointed in accordance with the said procedure. The functional directors including CMD are selected on the recommendations of PESB in accordance with the procedure and guidelines laid down by Govt. of India. Its Board of Directors are appointed by Ministry of Railways and there is system and procedure laid down by Department of Public Enterprises for evaluation of its functional directors including Chairman and Managing Director. The evaluation framework for assessing the performance of functional directors comprises of the following key areas:

> Performance of the company under the MOU signed with Ministry of Railways.

> Performance with respect to the targets fixed for the respective director.

The evaluation includes self-evaluation by the respective board member and subsequent assessment by CMD for the functional directors and thereafter final evaluation by the Ministry of Railways, the administrative ministry. In respect of CMD the evaluation includes self-evaluation and final evaluation by the Ministry of Railways.

In respect of Government nominee directors their evaluation is done by the Ministry of Railways as per the laid down procedure.

The induction of officers at below board level is made by way of recruitment, promotion and/or lateral entry by way of deputation/immediate absorption of the officials from Ministry of Railways, Govt. Departments and other PSUs.

The performance of below Board Level Officials at Group General Manager and Executive Director Grades is evaluated on the basis of criteria laid down by DPE in which the achievement of MOU targets as approved by Administrative Ministry and DPE is given due weightage.

CONCOR being a Government company the remuneration payable to its functional directors, including CMD, senior management officials and all other employees is in accordance with the guidelines issued by Department of Public Enterprises (DPE) in pursuance of recommendations of the committee on pay revision. For fixation of remuneration at workmen level, CONCOR adopts collective bargaining method with registered trade union of workmen. For supervisors & officers, pay scales have been designed in a progressive way and all statutory compliances in this regard are being adopted and followed.

The Nomination and Remuneration Committee had taken note of the remuneration policy of the company and the procedure and policy for selection of the Directors, Senior Management and their remuneration and also the evaluation criteria being followed for the evaluation of Chairman/Directors by the Government.

RELATED PARTY TRANSACTIONS:

The related party transactions that were entered into during the year were on an armâs length basis and were in the ordinary course of business. Omnibus approval of the Audit & Ethics Committee is being taken for the related party transactions which are of foreseen and repetitive nature. The transactions entered into pursuant to the omnibus approval so granted are placed before the Audit & Ethics Committee and the Board of Directors on a quarterly basis. The policy on material related party transactions, as approved by the Board has been uploaded on the Companyâs website at http://www.concorindia.co.in/assets/pdf/ CONCOR_Policy_MRPT.pdf. Though there are no materially

significant related party transactions entered by the Company, the particulars as required under section 134(3) of the Companies Act 2013 are as per Annexure-E to this report.

SECRETARIAL AUDIT:

Pursuant to the provisions of Section 204 of the Companies Act, 2013 and The Companies (Appointment and Remuneration of Managerial Personnel) Rules, 2014, the Company has appointed M/s Kumar Naresh Sinha & Associates, a firm of Company Secretaries in Practice to undertake the Secretarial Audit of the Company. The Secretarial Audit Report from the auditor is annexed as Annexure-F to this report.

The Secretarial Auditor as well as the Auditor who has given Corporate Governance Compliance certificate had given observations in their report regarding matters during the year related to board composition, not having adequate number of independent directors, and filing of related party transactions with the Stock Exchanges, composition of Audit & Ethics Committee and Nomination and Remuneration Committee.

The remarks of the directors on the same are that the independent directors in the Company are appointed by President of India, through Ministry of Railways, Government of India. The Company has regularly requested Ministry of Railways, Government of India for appointment of requisite number of independent directors on its Board. Further, on the matters of observations of the Secretarial Auditors regarding imposition of fines by the Stock Exchanges, the matters in which fines were imposed, its period, status along with managementâs remarks on same in detail have been provided in the enclosed Corporate Governance Report forming part of this report.

OTHER DISCLOSURES:

A copy of the annual return is placed on the website of the company at www.concorindia.co.in. In addition, statement pursuant to Section 129 of the Companies Act, 2013 (AOC-1) relating to Subsidiary Companies and Joint Ventures is as per Annexure-G.

PARTICULARS OF LOANS, GUARANTEES AND INVESTMENTS:

During the year, your Company has made investments into its subsidiaries/joint working groups. The particulars of which are as under:

(Rs. in Crore
S. No.	Name of Company	Loan/Investment	Amount
1.	M/s Fresh & Healthy Enterprises Limited	Equity Investment	5.46

Your Company has not accepted any deposits from public as envisaged under Sections 73 to 76 of Companies Act, 2013 read with Companies (Acceptance of Deposit) Rules, 2014.

For the purpose of Long term Non-Fund based Bank Facilities (Rs.462 crore) and Issuer Rating, the Companyâs credit rating is [ICRA] AA by M/s ICRA Limited. For the purpose of Long term Fund based facilities (Rs.9,000 crore) ICRA Limited assigned rating [ICRA] AA .

In CONCOR, there was no instance of one-time settlement for any loan from the Bank(s)/Financial Institution(s) during the year.

INSOLVENCY AND BANKRUPTCY CODE, 2016

No application has been made under the Insolvency and Bankruptcy Code; hence the requirement to disclose the details of application made or any proceeding pending under the Insolvency and Bankruptcy Code, 2016 during the year along with their status as at the end of the financial year is not applicable.

MATERIAL CHANGES & COMMITMENTS

There have been no material changes & commitments affecting the financial position of the Company, which have occurred between the end of the financial year and date of this report.

DISCLOSURE UNDER SEXUAL HARASSMENT OF WOMEN AT WORKPLACE (PREVENTION, PROHIBITION AND REDRESSAL) ACT, 2013:

Container Corporation of India Ltd. (CONCOR) complies with the provisions of the Sexual Harassment of Women at Workplace (Prevention, Prohibition and Redressal) Act 2013 and an Internal Compliant Committee has been constituted under the Act.

Container Corporation of India Ltd. (CONCOR) prohibits any kind of Act of Sexual Harassment at Work Place and included the acts amounting to Sexual Harassment at Workplace in its Conduct Rules and Certified Standing Orders and Discipline & Appeal Rules so as to prohibit any such Act. CONCOR has an Internal Complaints Committee to receive and investigate complaints related to "Sexual harassment at workplace" following the guidelines issued by Hon''ble Supreme Court of India in "Visakha Vs. State of Rajasthan".

The âInternal Complaints Committeeâ consists of four members at the senior level including one external female member who is an advocate on record of Hon''ble Supreme Court of India. CONCOR has 167 female employees out of total 1359 employees. The company has created a conducive work environment free from any kind of harassment. During the year 2021-22, One (01) complaint was received and the same is under investigation.

CEO & CFO CERTIFICATION:

Pursuant to provisions of Regulation 17(8) of the SEBI (LODR) Regulations, certificate for the year under review from Shri V. Kalyana Rama, Chairman and Managing Director and Shri Manoj Kumar Dubey, Director (Finance) & CFO was placed before the Board of Directors of the Company at its meeting held on 19.05.2022. A copy of the said certificate on the financial statements for the financial year ended 31^st March, 2022 is as per Annexure-H.

BUSINESS RESPONSIBILITY REPORT (BRR):

For describing the initiatives taken by the companies from Environmental, Social and Governance (ESG) perspective, under SEBI (LODR) Regulations it has been mandated that the top 1,000 listed entities, based on market capitalisation to include Business Responsibility Report (BRR) as part of the Annual Report. SEBI has provided the format for BRR reporting in which it has elaborated a disclosure framework mapping Company''s performance on the nine Principles and Core elements. In this respect, a brief of actions on the ESG front along with Business Responsibility Report (under SEBI (LODR) Regulations) are at Annexure-I.

CODE OF CONDUCT:

The Code of Conduct has been laid down for the Board Members and senior management. A copy of the same is available on the website of the Company.

Based on the affirmation received from Board Members and Senior Management Personnel, it is hereby declared that all the members of the Board and Senior Management Personnel have affirmed compliance of Code of Conduct for the financial year ended on 31.03.2022.

CONCLUSION:

Your Directors express their gratitude for continued co-operation, support and guidance in effective management of Companyâs affairs and resources provided by Government of India, in particular the Ministry of Railways, Customs, Ports and above all the customers who have continued to patronize the services provided by your Company.

The Directors also place on record their sincere appreciation for the continued support and goodwill of the esteemed Shareholders, Institutions, State Governments where Company operates or is planning to expand its business and all other agencies who have helped your Company in delivering excellent performance.

Your Directors acknowledge the constructive suggestions received from Auditors and Comptroller and Auditor General of India and are grateful for their consistent support and help.

The Directors regret the loss of life due to COVID-19 pandemic and are deeply grateful and have immense respect for every person who risked their life and safety to fight this pandemic.

Your Directors would like to place on record its deep and sincere appreciation for the hard work, dedication, valuable contribution and unstinted efforts by the team CONCOR for the excellent performance during the year and for creating a platform to achieve greater success in future.

For and on behalf of the Board of Directors sd/-

Date: 02.09.2022 (V. Kalyana Rama)

Place : New Delhi Chairman & Managing Director

DIN:07201556

Mar 31, 2021

Your directors are pleased to present their report on the business and operations of the Company and the statement of accounts for the financial year ended on 31^st March 2021.

FINANCIAL RESULTS:		(Rs. in crores
Particulars	2020-21	2019-20
Income from operations	6,384.96	6,473.79
Profit before depreciation & tax (PBDT)	1,284.38	1,918.59
Profit before exceptional item(s) and tax	762.46	1,405.59
Exceptional Item(s)	83.36	881.63
Profit before tax (PBT)	679.10	523.96
Provision for tax including prior period tax adjustments	175.77	148.18
Profit after tax (PAT)	503.33	375.78
Other Comprehensive Income	(-)7.89	(-)10.33
Total Comprehensive Income for the period	495.44	365.45
Appropriations:
Interim Dividend (Current Year)	182.79	45.70
Final Dividend (Last Year)	173.65	520.94
Corporate tax on dividend	-	112.41
Transfer to general reserves	50.33	37.58
Balance carried to Balance Sheet	88.67	(-)351.18
Earnings per share (Rs.)	8.26	6.17

DIVIDEND:

As per the guidelines issued by Department of Investment and Public Asset Management (DIPAM) the minimum dividend to be paid for the year should be at least 5% of net worth or 30% of profit after tax, whichever is higher. Taking into consideration the above and other factors for the year 2020-21, the Board recommended a final dividend of 40% (Rs.2 per equity share of Rs.5/- each) on the paid up share capital of Rs.304.65 crores in addition to Interim Dividend of 60% (Rs.3 per equity share of Rs.5/- each). The total dividend (interim plus final), including Dividend Distribution Tax (DDT) on Interim Dividend for the year 2020-21 will be Rs.304.65 crores as compared to Rs.228.06 crores for the FY 2019-20. The dividend paid/proposed for the year 2020-21 works out to 60.53% of profit after tax of the Company for the year.

FINANCIAL HIGHLIGHTS:

The operating turnover of your Company registered a decline of 1.37% during the year under review from Rs.6,473.79 crores in the previous year to Rs.6,384.96 crores in the current year. Total expenditure increased by 10.47% from Rs.5,347.93 crores in 2019-20 to Rs.5,907.98 crores in 2020-21. The profit before tax works out to Rs.679.10 crores, an increase of 29.61% over 2019-20. After making provisions for income tax, tax adjustments, the profit after tax stands at Rs.503.33 crores, which is 33.94% higher than last year. The profit before tax and profit after tax for the current year and previous year are not comparable as in both these years certain provisions, including for exceptional items were made by the Company. During 2019-20 these provisions were related to Rs.861.05 crores for amount receivable on account of benefit under Service Export from India Scheme (SEIS) and Rs.20.58 crores for impairment loss of Investment in M/s Fresh & Healthy Enterprises Limited (FHEL), a wholly owned subsidiary of CONCOR. In 2020-21, the provisions were Rs.72.84 crore for Post Retirement Medical benefits; Rs.77.41 crore for amount recoverable from Railways for property built on Railways Leased Land; Rs.46.54 crores for service tax on LLF; Rs.5.95 crore for impairment of investment in FHEL and enhanced payment of Land License Fee (LLF) for terminals built on Railwayâs Leased Land, which all has impacted the profitability of the company in the current year.

OPERATIONAL PERFORMANCE:

The throughput of your company reflects a marginal drop during the year 2020-21 in comparison to the year 201920. The segment-wise comparison is as under:

Handling at Terminals (In TEUs)	2020-21	2019-20	%age Growth
EXIM	30,35,794	31,54,596	(-)3.77
Domestic	6,07,536	593,162	2.42
Total	36,43,330	37,47,758	(-)2.79

As can be seen, there has been a marginal drop of 3.77% in EXIM despite outbreak of COVID-19 pandemic in the FY 2020-21. However, the Domestic throughput registered a growth of 2.42% during the year 2020-21. In terms of tonnage carried by rail, the company carried a total tonnage of 42.02 million tons in current fiscal as against 40.43 Million tons in previous fiscal (2019-20) with an increase of 3.93%.

CAPITAL STRUCTURE:

The authorised and paid up share capital of the Company at the end of the current year was Rs.400 crore and Rs.304.65 crore respectively in which there was no change since last year. Also there was no change in the shareholding of Government of India and others in the Company during the year 2020-21 and as on 31.03.2021 their shareholding was 54.80% and 45.20%, respectively.

LISTING AND DEMATERIALIZATION OF SHARES:

CONCOR has only one class of security i.e. equity shares listed with the Stock Exchanges in India. CONCORâs equity shares are listed with the two bourses namely BSE Limited (BSE) and National Stock Exchange of India Limited (NSE). The listing fees of both the stock exchanges have been paid. To facilitate dematerialization of shares by its shareholders, CONCOR has signed agreements with both the Depositories (NSDL & CDSL). As per SEBI guidelines, CONCORâs shares have been placed under âCompulsory Demat Modeâ. Out of 60,92,94,348 equity shares of Rs.5/- each listed on the Stock Exchanges, 60,92,92,976 equity shares (99.9998% of the total equity shares) were in demat mode as on 31.03.2021. The market capitalization of the Company was Rs.36,436 crores as on 31.03.2021 (as per closing price on last trading day of the year at NSE) and subsequently market capitalization touched its ever highest level of Rs.43,851 crore on 07.06.2021, as per closing price at NSE.

CAPITAL EXPENDITURE:

Capital Expenditure of Rs.551.41 crores approx. was incurred during the year mainly on development/expansion of terminals, acquisition of wagons, handling equipment and IT Infrastructure, etc.

NEW TERMINALS & TERMINAL NETWORK EXPANSION:

The company has 60 terminals in total as on 31.03.2021, of which 06 are pure EXIM terminals, 34 are combined Container terminals and 17 are pure Domestic Terminals. CONCOR has also entered in 3 strategic Tie ups at various locations.

Letter of Intent were issued by Customs for EXIM operations for CONCORâs CFS at Mundra and ICD at Kadakola during the year.

HIGH SPEED WAGONS, CONTAINERS AND HANDLING EQUIPMENTS:

In order to strengthen and improve the service level, CONCOR modified 2,925 Bogie Low Container (BLC) wagons into Bogie Low Container Modified (BLCM) rakes with increasing axle load capacity from 20.3T to 22T in FY 2020-2021. Further, 470 numbers of BLCM wagons have been taken on Lease for the period of 10 years since 2018-19. Therefore, total wagons (BLC BLCM BLL BFKHN BVZI) holding, including leased wagons as on 31.03.2021 were 15,656 and commissioning of 25 Ton axle high speed BLCS wagons is under process.

During the FY 2020-21, 8,810 twenty feet containers have been inducted in CONCORâs fleet of domestic containers. Further, 1,918 containers were off-hired / auctioned during FY 2020-21. As on 31.03.2021 your Company has 37,886 (owned plus leased) containers.

During the year 2020-21, 2 gantry cranes were decommissioned and as on 31.03.2021, the Company owned 111 RSTs and 14 Gantry cranes.

INFORMATION TECHNOLOGY:

The Electronic-filing of documents on the Commercial System initially provided at ICD/Tughlakabad have now been extended to all EXIM terminals which enables the customers to file their documents electronically from their own offices and on-line payment mode of NEFT/RTGS has been enabled. As part of business continuity plan, CONCOR has established backup site and standby system at primary site for its commercial business critical applications. CONCOR has been re-certified IsO/IEC-27001:2013 certification from STQC IT Certification Services (Ministry of Communication & Information Technology) for establishing an Information Security Management System (ISMS).

As an extension of existing HRMS, employee portal has been introduced. This system facilitates employees to access information regarding salary/ reimbursements, leave balances, PF statement, view and submit their APAR online, online submission of Annual Property return, pension details etc. and employee has option of viewing of the information on the screen and the printout of the same can also be taken for the record. The Employee feedback facility system implemented on the mobile app enables CONCOR to constantly evaluate their performance and take corrective action on employee complaints and feedback. Online payment systems for Corporate Office and all regions are implemented from Oracle Financials.

CONCOR has launched its mobile app for disseminating the information (public tariff, rail tariff, track & trace, Company directory, etc.) for its stakeholders and has launched mobile app for Exim e-filing (covering reports & queries) for its stakeholders. CONCOR has launched its FMLM (First Mile Last Mile) mobile app to EXIM customers to facilitate end to end solutions. CONCOR has adopted various system improvements like dispensing submission of e-tender document with an undertaking, making available all circulars and guide lines of all departments to all employees on intranet with name Compendium.concorindia.com, has introduced auto refund of EMD on e-tendering system. CONCOR has started bulk coal movement, in Commercial system necessary changes incorporated to capture same in system.

CONCOR has implemented:

(i) E-office replacing the physical files with electronic files as a step towards office automation and paper less working.

(ii) The Integration of commercial applications with Oracle Financials ERP. Developed dash board to glance the performance and various reports of CONCOR.

(iii) E-contractor billing for online submission of invoices by contractors through their digital signature only processed till payment.

(iv) KYCL for online track and trace of container for its customers through mobile app, chatbot etc.

(v) Bill tracking system to its vendors through website.

(vi) eMB software application for billing and release of payments.

(vii) Aadhar linked e-Signing facility for digitally signing of e-office files implemented.

STANDARDISATION/ CERTIFICATIONS:

CONCOR continues to enjoy ISO 9001:2015 certification and as on 31.03.2021, 50 Nos. of Terminals were ISO 9001:2015 certified. It is an illustration of the total commitment of your Company towards Quality Management System. Quality Policy clearly provides for ensuring complete customer convenience & satisfaction and value for money through continual improvement of system and processes. The Quality Policy has been prominently displayed at all locations of CONCOR. Safety Slogans are displayed at prominent locations at various terminals of CONCOR. ISO Certification is available for most of the units of the Company. Disaster Management System has been hosted on CONCOR website. Further, in its endeavor to maintain high standards of quality, your Company has been taking various steps, some of which are as follows:

> Conducting periodical Management Review Meetings, wherein various actions were taken with regard to Disaster Management, Safety Norms and Quality Standards.

> Quality Audits were undertaken from time to time by Quality Auditors, who have been trained internally for this purpose.

> Annual Surveillance Audit was undertaken by an independent agency for a number of units.

JOINT VENTURES/ STRATEGIC ALLIANCES:

SIDCUL CONCOR Infra Company Ltd. (SCICL), a Joint Venture Company (JVC) with shareholding of 74% and 26% of Container Corporation of India Limited (CONCOR) and State Infrastructure & Industrial Development Corporation of Uttarakhand Ltd. (SIIDCUL) respectively had developed a Multimodal Logistic Park (MMLP) at Pantnagar located approx. 300 mts from Rudrapur-Haldwani State Highway and approx. one km. from the NH87. SCICL is doing operations in both the stream i.e. EXIM and Domestic.

The MMLP is strategically located near national highway No. 87 and has wide hinterland covering industrial areas like Pantnagar, Haldwani, Bazpur, Gadarpur, Kichha, Sitarganj, Khatima, Lalkuwa, Bareilly etc.

SCICL provides Rail/Road transportation, Handling and warehousing to EXIM and Domestic customers. The facility provides Rail connectivity to/from three gateway ports i.e. Mundra & Pipava in Gujarat and JNPT in Mumbai. In domestic segment MMLP is providing services on pan India basis in general and particularly to Mumbai/ Dronagiri/ Gandhidham in West, Hyderabad/ Chennai and Bangalore in south and Shalimar (Kolkata) in East.

The MMLP is also ready for NMG Rake service covering all India destinations. In addition to the transportation the MMLP also provides warehousing facility, including Bonded & Transit warehousing, for domestic and EXIM customers.

During FY 2020-21, SCICL handled 570 rakes which were 478 rakes in FY 2019-20. The containers handled were 43,664 TEUs which were 37,898 TEUs in FY 2019-20. Its revenue from business operations for the FY 2020-21 was Rs.15.19 crores which was Rs.12.84crores in FY 2019-20, reflecting a growth of 18.30% over previous year. The JVC is expected to emerge as a major logistics service provider for rail logistics for the rapidly industrializing State of Uttarakhand.

Punjab Logistics Infrastructure Limited (PLIL) is a JVC of CONCOR and Punjab State Container and Warehousing Corporation Limited (CONWARE) with shareholding of 51% and 49% respectively. This Company has developed a MMLP in the State of Punjab facilitating trade and industry of the State and putting them on International map.

During the year under review FY 2020-21, PLIL achieved turnover of Rs.18.14 crore as against Rs.31.52 cCrore in the previous financial year 2019-20 which shows a decline 42.45%. The total expenditure decreased by 23.19% from Rs.39.79 crore in FY 2019-20 to Rs.30.56 crore in FY 2020-21. Loss before tax during the year under review i.e. FY 2020-21 stood at Rs.12.35 crore as compared to Rs.8.18 crore during the previous financial year 2019-20, which shows an increase 50.97%. The loss after tax during the year under review i.e. FY 2020-21 was Rs.9.13 crore as compared to the profit after tax of Rs.0.05 crore for the previous FY 2019-20. The performance of the company during the year was impacted due to spread of Covid-19 Pandemic and disruption in transportation/operations due to other local factors.

The above two Companies i.e. SCICL & PLIL are also subsidiaries of your Company as it is holding majority of shares in these companies.

While the existing Joint Ventures continued to perform to their full potential contributing to the growth of the core business of CONCOR, new strategic alliances were made:

> In February â2021, on the eve of Maritime India Summit - 2021, a MoU was signed between CONCOR and Port of Chennai, declaring ICD-TNPM as an Extended Gateway of Chennai Port. The MoU aims to improve the rail co-efficient of ports container movement.

> FHEL signed MoU with NeML (NCDEX eMarkets Limited) on 24.02.2021 for jointly providing services like facility for storage of material at FHEL Rai, Sonepat, Market Linkages, Post Harvest consultation services access to the electronic platform connecting buyers and sellers to the prospective clients.

> MoU between CONCOR and ITE (Innovation thru Energy Company Limited), Japan, had been extended for a further period of 6 months w.e.f 22.01.2021.

On 30th September, 2020 CONCOR signed a MoU with Ministry of Railways for defining MoU targets for 202021. CONCOR is exploring the possibility of merger of its subsidiary companies, i.e., M/s. CONCOR AIR Ltd. (CAL), M/s SIDCUL CONCOR Infra Company Ltd. (SCICL) and M/s Punjab Logistics Infrastructure Ltd. (PLIL) with CONCOR. The Board of Directors of the Company has approved scheme of amalgamation of CAL with CONCOR, which is subject to necessary approvals and agreement/consent of concerned stakeholders. For the amalgamation of SCICL and PLIL, the company is in discussion with the partners in these companies namely SIIDCUL and Conware respectively.

WHOLLY OWNED SUBSIDIARIES:

CONCOR had incorporated M/s. Fresh & Healthy Enterprises Ltd. (FHEL) In the year 2006 as its wholly owned subsidiary to create world class cold storage infrastructure In the country, to provide complete cold chain logistics solutions to the various stakeholders in this field.

Due to changed business dynamics with implementation of Goods and Service Tax (GST), customized storage requirements, intense competition with un-organized sector, it had been decided In the year 2018 to Re-engineer the Rai facility in two phases for development as an Agri-logistics Centre with changed business model of leasing/renting out the warehousing space for Cold Storage, CA storage and Custom Bonded Warehousing to interested parties.

Under the first phase, CONCOR infused a sum of Rs. 13 .45 Cr. towards modification of existing infrastructure in order to make the facility more versatile and suitable for storage of variety of products apart from Apple. Major modifications, like erection of mezzanine floors in chambers to facilitate lot-wise storage of cargo, fixing of small doors in chambers to minimize refrigeration loss and temperature fluctuations during arrival & dispatch of cargo, installation of temperature indicators outside the chambers to enhance confidence of clients, installation of equipments for potato storage, have already been carried out. Also, 1/3rd of the facility (26 chambers) was converted in Custom bonded warehouse, which is one of the first-of-its kind in Delhi/NCR region. Thus, the first phase is near to its completion.

Further, CONCOR has invested a sum of Rs.5.46 Cr. in July, 2021 towards partial funding of second phase of Reengineering Plan of FHEL. With such capital infusion, issued, subscribed and paid up equity share capital of FHEL increased from Rs.215.01 Cr. to Rs.220.47 Cr in July 2021. Construction work for the second phase has also started and is likely to be completed in December 2021.

The financial year 2020-21 has been full of turbulence due to Covid Pandemic. Despite all the hardships, the facility was running throughout the year. During the year, FHEL increased its customer base from 100 to 142 and also enhanced the range of products being stored. These initiatives are likely to yield rich dividend in the coming years. As on 15-6-2021, 66 chambers (19 custom bonded and 47 cold stores) were rented out for storage of Apples, Kiwi, Dates, Malta, Fruit Syrup, Pears, Grapes, Almonds, Walnuts etc.

During the year under review, Operating turnover of your Company increased from Rs.229.92 Lakhs in F/Y 201920 to Rs.402.01 lakhs in F/Y 2020-21. Total income of Company augmented from Rs.295.87 Lakhs in FY 2019-20 to Rs.444.38 lakhs, mainly due to increased operations during FY 2020-21. The Company earned operating profit of Rs.38.47 Lakhs in FY 2020-21 as against operating loss of Rs.63.14 Lakhs in FY 2019-20.

> To undertake Air Cargo related activities in International as well as Domestic circuit.

> To provide warehousing facilities to International & Domestic Air Cargo and to facilitate the clearance of EXIM & Domestic Air Cargo.

In February, 2013 for domestic air Cargo concession, CONCOR Air Ltd. has entered into an agreement with MIAL under which SANTACRUZ AIR CARGO TERMIAL (SACT) has been developed by CONCOR Air Ltd. SACT is a State-of-the-art GREEN terminal with ultra-modern facilities for storage of cargo, handling, screening, cold storage etc. SACT was commissioned on 09.06.2016. During the year at SACT, CAL has handled domestic air cargo of major five airlines viz; Indigo, Spicejet, Vistara, Go Air and Air Asia. CALâs International Concession Agreement with MIAL was successfully over and ended in April 2018.

The FY 2020-21 has been very tough across the world due to Covid-19 pandemic and shut down of economies due to its impact. Airline industry is among the worst hit sectors in India. As CAL business is directly related to Aircraft Operations, its business has also been equally hit. CAL has earned total Income of Rs.33.70 Crores during FY 2020-21 as compared to Rs.55.02 crore during the previous year. The paid-up equity capital of the company was Rs.36.65 Crores as on 31.03.2021.

However, Covid-19 vaccine has also emerged as a hope for quick revival of the economies across the world. As economies would revive, the volumes are expected to pick-up boosting the top line and bottom-line of the company.

Board of Directors of CAL and CONCOR have approved the Scheme of Amalgamation, which is subject to requisite approvals and requisite agreement with MIAL.

Subsequent to incorporation of the company, Railways decided to invite open offers from the market for development & management of goods sheds with short period of lease for 5 years, hence the very purpose of companyâs incorporation became redundant. Moreover, CONCOR has created a policy vertical in the name of âLast Mile Connectivityâ through which it is already providing First Mile & Last Mile (FMLM) connectivity at its 35 terminals. Therefore, providing same services by CLMLL was not desirable as its purpose was to mainly manage the Railwaysâ goods sheds & provide FMLM services for the cargo getting generated from these goods sheds. Accordingly, it has been decided to dissolve this company by taking necessary actions, as may be required for the same.

Its first financial year ended on 31.03.2021, its authorised capital was Rs.100 crores and paid up capital was Rs.1 crore.

CONSOLIDATED FINANCIAL STATEMENTS:

HUMAN RESOURCE MANAGEMENT:

Human Resource Management (HRM) in organizations is designed to maximize employee performance to achieve its strategic objectives. HR is primarily concerned with the management of people within organizations, focusing on policies and systems. Being a progressive organization, CONCOR firmly believes in the strength of its most vital asset i.e. Human Resource.

Right placement and refinement of employees is the primary function after induction by which CONCOR HR maintains alignment of individual performance and goals with that of CONCOR Goals.

CONCOR always endeavour to extend more than the minimum prescribed in statute towards social, security, welfare and working condition. In addition liberal & flexible allowances and benefits in the form of perks such as residential accommodation, telephone instruments/service, advances and welfare amenities are provided to employees.

The company has a performance oriented culture wherein contribution of every employee to the organization is measured and suitably rewarded. CONCOR has a robust Performance Management System (PMS). The system promotes CONCORâs philosophy of rewarding and recognizing meritocracy at all levels and support development of executives through a structured approach woven into the appraisal of the company.

CONCOR has an exclusive training centre to cater to employeesâ developmental needs. It conducts both In-house and Specialized topic based trainings as per organizational and employees needs from time to time. Feedback of employees and reporting authorities is reviewed constructively and accordingly next training calendar is scheduled. Employees are put to âOn the Job Training Programmesâ and are evaluated to get an understanding of the suitability of the employee for his/her right placement and also to understand specific developmental needs of employees.

The company provides wider opportunities for growth to its employees. Being a young organization with average age of employees at 40 years, it has formulated a comprehensive Performance Management System (PMS) in order to identify not only the job performance of the employee but also analysis of employeeâs behaviour and personality traits under various descriptions of personality. It gives an idea of employeeâs training and developmental needs and thus contributes majorly to the succession planning of the individual and thereby helps in the analysis of an employee for his placement for a particular job.

The company have a well defined career succession plan, wherein young professionals/managers are being placed as the head of the terminals and departments, under mentorship of respective Functional/Area/Cluster Heads at the level of Executive Director and Group General Manager. The attrition rate in CONCOR is within 2 percent owing to CONCORâs employee welfare and career development policies.

Employee Welfare Measure during Covid Pandemic:

S Formation & Institutionalisation of Health Safety & Environment (HSE) department for mitigating COVID-19 pandemic at CONCOR workplace and ensuring safe working condition and COVID appropriate behaviour.

S Disinfection of office spaces and vehicles as per Govt. Of India guidelines on pan-India basis to contain spread of COVID-19. The touch-free sanitizers have also been installed.

^ Organising several COVID-19 testing camps for Rapid Antigen/ RTPCR tests for employees.

^ Organising vaccination camps for employees and their dependent family members.

^ Procurement of Oxygen concentrators to meet any emergent situation.

^ Weekly online sessions are being organised on Management of Post-COVID Stress for the mental health and wellbeing of the employees.

S Liberalised policy for reimbursement towards healthcare equipment viz. Pulse Oximeter, BP Monitor machine, contact less Thermometer, Weighing Machine, Steamer, Sugar testing Machine and Nebulizer once in two years subject to the combined ceiling limit of Rs.25,000/- and ceiling of Rs.5000/- for the individual listed items.

S Reimbursement upto Rs.5000/- towards purchase of sanitizer, masks, globes etc.

S Provision of availing sick leave without medical certificate in event of COVID related sickness or as caregiver.

S Hybrid working during peak pandemic wave.

S Liberal withdrawal from provident Fund for mitigation of Pandemic disruption.

INDUSTRIAL RELATIONS:

Sound and healthy Industrial Relations (IR) is the pivot around which the entire business operations revolve. CONCOR believes in community of interests and not in conflicts of interests. Various interest groups strive to further goals in the organization and resolution of conflicting interests in a positive manner reinforces faith in the system, besides imbibing strength to face external threats. CONCOR maintained industrial peace and harmony and no man days were lost during the year. Positive Industrial Relations (IR) has been the goal of HR department. CONCOR provides two way communication, participative culture, open platforms for discussion for ideas and motivation of the employees.

RESERVATION POLICY:

Category	No. of Employees
Schedule Caste	206
Schedule Tribe	73
Other Backward Classes	338
Persons with Disabilities (PwDs)	30
Ex-serviceman	21

SPECIAL ACHIEVEMENTS:

Your company continued to excel in fields of its activities and was a proud recipient of the following awards in the year:

> CONCOR ranked 207^th on the âFortune India 500" list of 2020. CONCOR is one of the most reliable, efficient companies in India. It is well respected for performing ethically and for being aligned with, growing, innovative and bespoke customer services in logistics.

> On 18^th September, 2020 CONCOR terminal at Whitefield received Export Excellence Award 2020 - Best Facilitation Organization from Shri Jagadish Shettar, Karnataka Industries Minister, Federation of Karnataka Chambers of Commerce & Industry.

> On 10^th December, 2020, CONCOR was awarded CII SCALE Award 2020 in the category âContainer Logistics, ICDs, CFS, Rail and Logistics Parkâ for CONCORâs excellent contribution in the logistics sector and overall growth of economy.

ENERGY CONSERVATION AND TECHNOLOGY ABSORPTION:

For energy conservation and technology absorption, virtualization is being done in the servers of major applications, which is the latest technology, with the objective to reduce hardware, power consumption and the cooling requirement. Implementation of MPLS connectivity in place of VSAT also reduced the power consumption by hardware equipment.

To save power, multiple servers are also being controlled through single console instead of having the separate monitors, which save power as well as reduce cooling requirement. Most of the CRT monitors have been replaced by LCD/LED monitors, which have reduced the power requirement drastically. Most of the latest CPU/ Monitors / Printers of desktops /laptop are configured in power saving mode.

In addition to above, to conserve energy and to reduce power requirement/ heat dissipation wherever possible, consolidation is practiced as per requirement.

FOREIGN EXCHANGE EARNINGS & OUTGO:

During the year, there were no foreign exchange earnings. The details of foreign exchange outgo are as under:

Foreign exchange outgo	(Rs. in crore)
Import on CIF basis
a) Stores & Spares	0.51
b) Capital Goods	201.38

RESEARCH & DEVELOPMENT (R&D):

> CONCOR has procured 7,215 new high capacity containers with special design during FY 2020-21 for domestic including Coastal Shipping.

> CONCOR has handed over a work order for developing 2,000 containers to BHEL and Braithwaite and is set to float an open tender for more containers. Further, an EoI was been floated for procurement of indigenous containers under Atam Nirbhar Scheme and open tender for 6,000 containers is under process.

> CONCOR has upgraded 65 rakes of 20 MT to high capacity 22 MT.

PRESIDENTIAL DIRECTIVE(S):

No Presidential Directives issued by Govt. were received by CONCOR during the FY 2020-21.

RAJBHASHA:

There has been considerable progress in the use of Official Language Hindi in Official work of CONCOR. The provisions of Section 3(3) of the Official Languages Act have been fully complied with and letters received in Hindi were also replied in Hindi. All efforts were made to correspond with offices situated in âAâ, âBâ and âCâ regions in Hindi as per targets set by the Department of Official Language.

Quarterly meetings of Official Language Implementation Committee were held regularly under the chairmanship of Chairman & Managing Director to review the progress made in promoting use of Hindi in CONCOR and the decisions taken therein were properly implemented. During the year, all Area offices including corporate office were inspected in order to overcome the short comings in use of Hindi in official work. Hindi workshops on various topics were organized in order to create awareness amongst employees in regard to promote use of simple Hindi in their official routine work. CONCORâs website is bilingual and all computers have Unicode facility to work in Hindi.

Hindi Pakhwara was organized from 14th to 28th September 2020. 8 competitions were held and about 111 officials participated in these competitions. The winners were honored with Cash Prize and certificate. A Hindi monolog by bollywood actor, Mr Salim Shah was also enacted. It was well received by Hindi loving staff of CONCOR.

Total 86 employees including 24 employees from corporate office were given Cash Awards for doing their official work in Hindi under âCONCOR Rajbhasha Puraskar Yojnaâ for the year 2019-20.

Committee of Parliament on Official Language visited CONCOR on 29^th Oct, 2020 to inspect the progress of Official Language in company. The company was well praised by the Committee on steps taken up for promoting use of Hindi in official work.

CONCOR organized a virtual âSlogan Writing Competitionâ for PSUâs under the aegis of Town Official Language Implementation Committee (PSU) Delhi on 11 Dec, 2020 in which 23 officials from various PSUâs participated.

Presently 177 employees of corporate office are proficient in Hindi. These employees have been issued with individual order under section 8 (4) of official language Rules 1976 for doing their total official work in Hindi.

CONCOR keeps its library enriched by acquiring Hindi Books of reputed authors on various streams of Hindi Literature. The Number of books in the Library has increased to 2920 in which 2038 are Hindi Books. 77 new Hindi Books were purchased during year 2020. Leading Newspapers as well as monthly and fortnightly magazines continue to be subscribed. To promote original writing in Hindi and familiarize with companyâs activities, a quarterly magazine âMadhubhasika,â has been published regularly. Good articles published in this magazine are also suitably awarded. It is also uploaded on the companyâs website.

VIGILANCE:

"CONCOR constantly endeavours to optimise probity and integrity among employees and to promote transparency, fairness and accountability in all operational area. The Vigilance Department of CONCOR carries out preventive, Participative and punitive actions with greater emphasis in the preventive and proactive functions. Following activities were undertaken during the financial year 2020-21.

During the year 2020-21, 16 Preventive/Surprise checks/ GTE type checks were conducted at various Regional Offices/ Inland Container Depots/Container Freight Stations. In addition, cases were investigated on the basis of complaints and other information. Periodic surprise checks were conducted regularly in vulnerable areas of the company. Suitable penal action was taken against erring officials and contractors. An amount of Rs.1.11 crores was recovered from various contractors/customers during the financial year. One majol- and one minor penalty were imposed during the financial year pertaining to irregularities such as indiscipline, dishonesty, negligence in performance of duty or neglect of work etc. The departmental action against seven officials is pending as on 31.03.2021.

On the suggestion of Vigilance Division, respective user departments have issued 11 circulars for improvement in systems and procedures. In order to disseminate information among field functionaries, Vigilance Division organised regular training programmes / workshops in different Regions covering topical issues such as D & A Rules, Facets of Vigilance and Civil Engineering Works etc. Vigilance Division has released third edition of the vigilance e-bulletin named "Vig-Darpan". The e-bulletin will serve to disseminate the latest vigilance instructions and showcase best practices in the field of vigilance in order to create awareness and sensitize all officers and staff to discharge their duties consciously, meticulously and fearlessly. CONCOR continuously and regularly endeavours to ensure fair and transparent transactions through technology interventions and system /process review in consultation with various stake holders.

Vigilance Awareness Week (VAW) was observed in all offices of CONCOR by undertaking various activities during the period from 27^th October to 02^nd November, 2020. The theme of the Vigilance Awareness Week -2020 was "Vigilant India, Prosperous India. VAW-2020 was marked by numerous activities/competitions in schools, colleges, universities, Gram Sabhas workshops/ interactive sessions etc. Several workshops, seminars, Grievances Redressal Camps were organized involving employees, customers and contractors/ vendors. Essay, slogan writing and debate competitions were organised for employees and student community. All the activities during the VAW were carried out by adhering to strict covid-19 protocol issued by the competent authority from time to time.

In order to motivate the employees in recognition to their contribution in vigilance management, the award for "Most Vigilant Employee of the year" has been instituted and this year the award was jointly awarded to Shri V.S. Hari, Addi. Officer, Area-III and Ms. Ambili Vasu Bangabash, Asst. Officer (Trg.) on 2^nd November, 2020 in recognition of their integrity and contribution towards cost saving.

DIRECTORSâ RESPONSIBILITY STATEMENT:

Pursuant to Section 134(5) of the Companies Act 2013, your Directors hereby confirm that:

i) In the preparation of the annual accounts, the applicable accounting standards have been followed along with proper explanation relating to material departures.

iv) The Directors have prepared the annual accounts on a going concern basis.

v) The Directors have laid down internal financial controls to be followed by the Company and that such internal financial controls are adequate and were operating effectively.

vi) The directors have devised proper systems to ensure compliance with the provisions of all applicable laws and that such systems were adequate and operating effectively.

Mar 31, 2018

To,

The Shareholders

The directors are pleased to present their report on the business and operations of the Company and the statement of accounts for the financial year ended on 31^st March 2018.

FINANCIAL RESULTS (Rs. in crores)

Particulars	2017-18	2016-17
Income from operations	6,167.12	5,606.13
Profit before depreciation & tax (PBDT)	1,785.30	1,532.43
Profit before tax (PBT)	1,392.65	1,180.61
Provision for tax including prior period tax adjustments	343.61	322.59
Profit after tax (PAT)	1,049.04	858.02
Other Comprehensive Income	5.70	(3.14)
Total Comprehensive Income for the period	1,054.74	854.88
APPROPRIATIONS:
Interim Dividend (Current Year)	233.97	187.17
Final Dividend (Last Year)	182.79	107.23
Corporate tax on dividend	83.08	59.94
Transfer to general reserves	104.90	85.80
Balance carried to Balance Sheet	450.00	414.74
Earnings per share (Rs.)	43.05	35.21

DIVIDEND

As per the guidelines issued by Department of Investment and Public Asset Management (DIPAM) the minimum dividend to be paid for the year should be at least 5% of net worth or 30% of profit after tax, whichever is higher. Taking into consideration the above and other factors, the Board recommended a final dividend of 75% (Rs.7.50 per equity share of Rs.10/- each) on the paid up share capital of Rs.243.72 crores. Pursuant to the Sub-division of one equity share of Rs.10/- each into two equity shares of Rs.5/- each, the final dividend which will be paid after the forthcoming Annual General Meeting would be Rs.3.75 per equity share of Rs.5/- each. An interim dividend of 96% (Rs.9.60 per equity share of Rs.10/- each) on the paid up share capital of Rs.243.72 crores has already been paid. The total dividend (including dividend distribution tax) for the year 2017-18 will be Rs.501.60 crores as compared to Rs.445.29 crores for the FY 2016-17, which is an increase of 12.65% over previous year. The dividend for the year 2017-18 works out to 47.82% of profit after tax of the Company for the year and is 5.34% of its net worth as at 31.03.2018.

FINANCIAL HIGHLIGHTS

The operating turnover of your Company registered a growth of 10.01% during the year under review, increasing from Rs.5,606.13 crores in the previous year to Rs.6,167.12 crores in the current year. Total expenditure increased by 7.68% from Rs.4,714.76 crores in 2016-17 to Rs.5,077.06 crores in 2017-18. The profit before tax works out to Rs.1,392.65 crores, higher by 17.96% over 2016-17. After making provisions for income tax, tax adjustments, the net profit stands at Rs.1,049.04 crores, which is 22.26% higher than last year. This increase in Profit After Tax (PAT) is attributable to better physical and financial performance during the year.

OPERATIONAL PERFORMANCE

The throughput of your Company increased during the year 2017-18 in comparison to the year 2016-17. The segment-wise comparison is as under:-

Handling at Terminals (In TEUs)	2017-18	2016-17	%age Growth
EXIM	30,01,948	26,41,695	13.64
Domestic	5,29,952	4,60,516	15.08
Total	35,31,900	31,02,211	13.85

As can be seen, there has been an increase of 13.64% in EXIM and 15.08% in Domestic throughput. In terms of tonnage carried by rail, the Company carried a total tonnage of 39.97 million tons in current fiscal as against 34.70 Million tons in previous fiscal (2016-17) with an increase of 15.19%. The EXIM throughput, total throughput and total tonnage (carried by Rail) by CONCOR are the highest ever volumes in the Companyâs history.

CAPITAL STRUCTURE

In the month of February 2017, issuance of one bonus equity share for every four equity shares held was recommended by board for which approval of shareholders through postal ballot route was taken by the Company. After the approval of shareholders, the Board of Directors allotted bonus shares on 10.04.2017 to the shareholders as a result the paid up share capital of the Company increased from Rs.194.97 crores to Rs.243.72 crores comprising of 24.37.17.739 equity shares of Rs.10/- each.

The Board of Directors of your Company recommended sub-division of one equity share of face value of Rs.10/- each into two equity shares of face value of Rs.5/- each for which approval of shareholders through postal ballot route was taken by the Company. After the approval of shareholders on 12.06.2018, the equity shares of your Company have been sub-divided from one equity share of face value of Rs.10/- each to two equity shares of face value of Rs.5/- each and as a result the capital structure of the Company has undergone change and now the paid up share capital is Rs.243.72 crores comprising of 48,74,35,478 equity shares Rs.5/- each from earlier Rs.243.72 crores consisting of 24.37.17.739 shares of Rs.10/- each. To enable the above sub-division the Authorized Share Capital of the Company has also undergone a change from Rs.400 crores comprising of 40 Crores equity shares of Rs.10/- each to Rs.400 Crores comprising of 80 Crores equity shares of Rs.5/- each. New ISIN allotted for Companyâs equity shares is INE111A01025 having face value of Rs.5/- each.

The shareholding of Government and others in the Company as on 31.03.2018 was 54.80% and 45.20% respectively, which was same as on 31.03.2017.

LISTING AND DEMATERIALIZATION OF SHARES

CONCORâs shares are listed with the two bourses namely BSE Limited and National Stock Exchange of India Limited. The listing fees of both the stock exchanges have been paid. To facilitate dematerialization of shares by its shareholders, CONCOR has signed agreements with both the Depositories (NSDL & CDSL). As per SEBI guidelines, CONCORâs shares have been placed under âCompulsory Demat Modeâ. Out of 24,37,17,739 equity shares listed on the Stock Exchanges, 24,37,15,124 equity shares were in demat mode as on 31.03.2018. The market capitalization of the Company was Rs.30,345 crores as on 31.03.2018 (as per closing price on last trading day at NSE).

CAPITAL EXPENDITURE

Capital Expenditure of Rs.856.86 crores approx. was incurred during the year mainly on development/expansion of terminals, acquisition of wagons, handling equipments and IT Infrastructure, etc.

NEW TERMINALS & TERMINAL NETWORK EXPANSION

During the year, the Company has further strengthened its existing Terminal Network to provide efficient services to its customers. The Company has 72 Terminals in total as on 31.03.2018, of which 14 are pure EXIM Terminals, 36 are Combined Container Terminals, 22 are pure Domestic Terminals. In addition, CONCOR has also entered into Strategic Tie ups at seven locations with other logistics players.

Six facilities were developed in FY 2017-18 are as under:-

- Mihan (Nagpur)

- Naya Raipur (Chattisgarh)

- New Mangalore Port Trust (Mangalore)

- Balli (South Goa)

- Varnama (Vadodra)

- Paradip Port [Port Side Container Terminal (PSCT)]

Further, atleast 10 new facilities and completion of the balance infrastructure in few of the above facilities is planned during 2018-19. CONCOR will continue with its plans of CAPEX for further developing new Terminals especially along the upcoming Western & Eastern DFC, including in partnership with Ports both existing as well as upcoming.

HIGH SPEED WAGONS, CONTAINERS AND HANDLING EQUIPMENTS

In order to strengthen and improve the service level, during the year under review 540 BLC wagons were added to the existing fleet of CONCOR owned wagons, increasing the holding of high speed wagons to 13,198. Total wagons (BLC BLCM BLL BFKN BVZI) holding as on 31.03.2018 was 14,534. In addition to above four BLC rakes converted into BLCM rakes with increased axle load from 20.3 tonne to 22 tonne.

During the FY 2017-18, 468 twenty feet containers have been inducted in CONCORâs fleet of domestic containers. Further, 1,415 containers have been off-hired / auctioned during FY 2017-18. As on 31.03.2018 your Company has 20,695 (owned plus leased) containers and it also owns 78 Reach Stackers and 16 Gantry cranes.

INFORMATION TECHNOLOGY

Your Company continued to make progress in the field of Information Technology. The VSAT based hybrid network has been extended and now it covers 82 locations. The Terminal Management System for Domestic (DTMS), for EXIM (ETMS), ERP for Oracle Financial, HR Payroll, Container Repair System, Operation system was implemented for the expanded network of terminals and a Data Warehouse Module for commercial applications on centralized architecture is running smoothly across field locations/Regional Offices and Corporate Office.

The Web enabled Customer interface through a dedicated Web Server is running successfully providing facilities to the customers. The Customer feedback facility system as implemented on the website enables us to constantly evaluate our performance and take corrective action on Customer complaints and feedback.

Public Grievance lodging and monitoring system has been deployed on CONCORâs website for Grievance Redressal system. This system has been developed in line with the O.M. dated 18.02.2013 of Department of Administrative Reforms & Public Grievances. The objective of the system is to reduce time in addressing grievance, to increase transparency and round the clock access for lodging and monitoring grievance.

The Electronic-filing of documents on the Commercial System initially provided at ICD/Tughlakabad have now been extended to all EXIM terminals which enable the customers to file their documents electronically from their own offices and on-line payment mode of NEFT/RTGS has been enabled. As part of Business Continuity plan, CONCOR has established Backup Site and Standby system at primary site for its commercial business critical applications. CONCOR has been re-certified ISO/IEC-27001: 2013 certification from STQC IT Certification Services (Ministry of Communication & Information Technology) for establishing an Information Security Management System (ISMS).

As an extension of existing HRMS, employee portal has been introduced. This system facilitates employees to access information regarding Salary/ reimbursements, leave balances, PF statement, view and submit their APAR online, online submission of Annual Property return, pension details etc. and employee has option of viewing of the information on the screen and the printout of the same can also be taken for the record. Online payment systems for Corporate Office and all regions implemented from Oracle Financials.

The e-Tender system with e-payment facility for sale and EMD electronically, MSE exemptions has also been introduced. Recruitment on CONCORâs website is integrated with online payment gateway for collection of fees. CONCOR has implemented reverse auction and has re-designed its Corporate website to the responsive website.

e-Samarth application for Online Vigilance Clearances to handle bulk NOC request creation and approval and workflow driven system has been evolved. This has increased transparency and drastically reduced the total time of according NOC for various purposes.

e-Voting was successfully done for CONCOR shareholders and file tracking system was implemented at Corporate office of CONCOR. Document Management System for Company Secretary Module, Reimbursement Bills, e-meeting app for conducting Board meeting of CONCOR and Subsidiaries have been implemented and has also successfully implemented 7th Pay commission in HR system for employees.

CONCOR has launched its mobile app for disseminating the information (public tariff, Rail tariff, track & trace, Company directory etc.) for its stake holders and has launched mobile app for Exim e-filing (covering reports & queries) for its stakeholders. It has successfully completed GST integration in its IT systems as per guidelines of Govt.

STANDARDISATION/ CERTIFICATIONS

CONCOR continues to enjoy ISO 9001:2008 certification and as on 31.03.2018, 63 Nos. of Terminals (including Corporate Office and 8 Nos. Regional Offices) were ISO 9001:2008 certified. It is an illustration of the total commitment of your Company towards Quality Management System. Quality policy clearly provides for ensuring complete customer convenience & satisfaction and value for money through continual improvement of system and processes. The Quality Policy has been prominently displayed at all locations of CONCOR. Safety Slogans are displayed at prominent locations at various terminals of CONCOR. ISO Certification is available for most of the Units of your Company. Disaster Management System has been hosted on CONCOR website. Further, in its endeavor to maintain high standards of quality, your Company has been taking various steps, some of which are as follows:

- Conducting periodical Management Review Meetings, wherein various actions were taken with regard to Disaster Management, Safety Norms and Quality Standards.

- Quality Audits were undertaken by internal trained Quality Auditors from time to time. Special emphasis was made on âSwach Bharatâ campaign in physical cleanliness of the workstation & other places so as to have a positive and vibrant synergy of work environment and cleanliness.

- Annual Surveillance Audit was undertaken by an independent agency for a number of units.The process of migration from ISO 9001:2008 to ISO 9001:2015 is already on and contemplated for completion in time.

- An endeavor towards paperless working especially in HR and Engineering Divisions.

JOINT VENTURES/ STRATEGIC ALLIANCES

The year 2017-18 is its first whole completed year of operations in both the stream i.e. EXIM and Domestic. Last year the operations commenced but were in Domestic segment only. The throughput during the current year was 24,967 TEUs which is 64% higher than the throughput of 15,227 TEUs for FY 2016-17. It has handled 416 rakes in FY 2017-18, the containers handled at MMLP, Pantnagar for the said period were 33,010 TEUs and its revenue from business operations for the said period was Rs.6.78 crores. The JVC is expected to emerge as a major logistics service provider for rail logistics for the rapidly industrializing State of Uttrakhand. The facility at Pantnagar has given rail access to CONCOR and significant volume is expected to move from this region thereby tapping effectively the available potential of the area and will help in increasing rail share by diverting traffic from road to rail and thereby also contribute in reducing carbon emission.

Punjab Logistics Infrastructure Limited (PLIL) is a JVC of CONCOR and Punjab State Container and Warehousing Corporation Limited (CONWARE). This Company has developed a MMLP in the State of Punjab facilitating trade and industry of the State and putting them on International map.

The work related to phase-I has been completed and commercial activities have already started. The terminal has been notified by Railways as Private Freight Terminals (PFT) for starting the commercial activities.

Further, the High Level Committee (HLC) of the FCI has approved construction of silos of one Lac MTs with railway siding at the MMLP and the work for the same has been initiated. The Company has also received in-principle approval for setting up of Inland Container Depot (ICD) on 17.31 acres of land.

The Company started its business operations w.e.f., 5^th April, 2017 and during the year 11,790 TEUs were handled and transportation done of 6,345 TEUs. The major chuck of business came from the transportation of primarily food grains, sponge iron and pig iron. The Companyâs turnover was Rs.11.16 crores in the first year of its operations and the operating profit was Rs.4.53 crores.

The above two Companies i.e. SCICL & PLIL are also subsidiaries of your Company as it is holding majority of shares in these companies.

While the existing Subsidiaries & Joint Ventures continued to perform to their full potential, contributing to the growth of the core business of CONCOR, new strategic alliances were also made in which Memorandum of Understanding (MoU) were signed with the following:

- National Highways Authority of India (NHAI) and Surat Municipal Corporation (SMC) for establishment of a Multi Modal Logistics Park at Surat, Gujarat.

- National Highways Authority of India (NHAI) and Telangana State Industrial Infrastructure Corporation Limited for establishing a Multi Modal Logistics Park at Hyderabad.

- Paradip Port Trust for development of a Multi Modal Logistics Park at Paradip Port, Odisha.

- Chennai Port Trust (ChPT) for setting up an Extended Gate Common User Facility at CONCORâs premises at Tondiarpet, Tamil Nadu. This would help in reducing the time taken for movement of containers in and out of Chennai Port and contribute to de-congest the road by improving the rail co-efficient of the Port cargo.

- State Govt. of Andhra Pradesh for setting up of an Integrated Logistics & Manufacturing Zone (ILMZ) at Machilipatnam.

- Bharat Mumbai Container Terminals Pvt. Ltd. (BMCT) the PSA 4th Terminal at JNPT (BMCT) for operating Extended Gates at CONCORâs Terminals at Kathuwas (Delhi), Jakhwada (Ahmedabad) and DRT (Mumbai).

- Government of Uttar Pradesh (GoUP) for development of Multi Modal Logistics Park at New Bhaupur.

WHOLLY OWNED SUBSIDIARIES

FHEL had incurred net loss of Rs.10.62 Crores during the year 2017-18 as against net loss of Rs.13.65 Crores during previous year 2016-17. As on 31.03.2018, the accumulated losses of the Company stood at Rs.164.18 Crores.

There has been considerable change in business scenario with implementation of Goods & Services Tax (GST) and a number of measures taken to boost logistics sector especially Agri-logistics. A number of Entrepreneurs have been approaching FHEL highlighting the need for customized requirements and storage of smaller quantities in cartons/pallets, thus making the leasing of the facility more attractive with the possibility of making the functioning of the facility viable.

Keeping in view the changed business dynamics, a new business plan has been approved in March 2018 for reengineering of the facility at Rai, Sonipat and developing it as an Agri-logistics centre in two phases i.e. Phase I for modification of existing facility at a cost of Rs.13.45 Crores to cater to the specific requirements of clients based on detailed market analysis and projected business volumes and Phase II with an investment of Rs.30.86 Crores for building 2,000 MT of deep freeze facilities and 3,000 sq mtrs. of ancilliary High Rise Storage as a feeder facility for existing facility.

For the purpose of implementation of Phase I at this stage, CONCOR, has made an Equity infusion of Rs.13.45 Crores, by subscription of rights issue of 1,34,50,000 equity shares of Rs.10/- each, after increase of Authorized Share Capital of FHEL from Rs.150 Crores to Rs.200 Crores. Steps are being taken for implementation of the business plan and it is being monitored closely.

In order to expand its span of operations and make its presence felt in Air cargo business with a view to establish itself in this Industry, CONCOR had formed earlier CONCOR Air Ltd. (CAL) in the year, 2012. It is 100% subsidiary of CONCOR and has an authorised share capital of Rs.50 crores. The Objectives of CAL are to:

- Undertake Air Cargo related activities in International as well as Domestic circuit.

- Contribute in the development of Air Cargo business of the country by providing end to end solution to the customers through the mode of bonded trucking of Import/Export cargo from the various hinterlands to the Airports.

- Provide warehousing facilities to International & Domestic Air Cargo and to facilitate the clearance of EXIM & Domestic Air Cargo.

CONCOR Air Ltd. has made its presence felt at Chattrapati Shivaji International Airport in the field of domestic and international air cargo related activities by entering into concession agreements with Mumbai International Airport Ltd. (MIAL).

Domestic Air Cargo Concession:

In February, 2013 CONCOR Air Ltd. has entered into an agreement with MIAL under which Santacruz Air Cargo Terminal (SACT) has been developed by CONCOR Air Ltd. SACT is a State-of-the-art GREEN terminal with ultramodern facilities for storage of cargo, handling, screening, cold storage, etc. SACT was commissioned on 09.06.2016. Before commissioning of SACT, CAL had taken over the existing Domestic Common User Terminal of MIAL at Marol for operations w.e.f. 01.05.2013 where it was handling domestic air cargo of four airlines viz; Indigo, Spicejet, Go Air and Vistara. With the commissioning of SACT, Jet Airways has also shifted its cargo to CAL.

International Concession Agreement:

CONCOR Air Ltd. has also entered into Concession Agreement with MIAL on 30.10.2013 for operations and management of International Air Cargo at ACC, Sahar. CAL has taken over operations at ACC in February, 2014 whereby it got an opportunity to show its capability in the field of International air cargo operations.

The Company has earned net profit of Rs.12.16 crores after tax during 2017-18. The paid up equity capital of the Company was Rs.36.65 Crores as on 31.03.2018.

The annual reports of the above four subsidiaries of CONCOR will be available on the website of the Company at www.concorindia.com. Further, your Company will make available the accounts of its subsidiaries of the Company upon request.

CONSOLIDATED FINANCIAL STATEMENTS

The Consolidated Financial Statements of the Company prepared in accordance with the provisions of the Companies Act, 2013 and the applicable Indian Accounting Standards (Ind - AS) forms part of the Annual Report of the Company.

HUMAN RESOURCE MANAGEMENT

Human Resource Management (HRM) in organizations is designed to maximize employee performance to achieve strategic objectives. HR is primarily concerned with the management of people within organizations, focusing on policies and systems. Being a progressive organisation, CONCOR firmly believes in the strength of its most vital asset i.e. Human Resource.

CONCOR has adopted and aligned its HR strategy vis-a-vis systems & procedures taking into account the business objectives and competence building needed for the organisation. HR strategy acts as a motivating factor for the employees who contribute to the core competence of the organisation to create a match between the Companyâs future needs and the aspirations of individual employees.

Right placement and refinement of employees is the primary function after induction by which the Company maintains alignment of individual performance and goals with that of CONCOR Goals.

Great care is taken to provide working environment to the employees conducive to their good health. The occurrence of industrial accidents is minimal. Much care is taken to maintain safe and hygienic working climate conducive to the good health of employees.

CONCOR offers various voluntary benefits (apart from statutory benefits) to its employees. These are offered in the form of options to the employees to choose from a mix of perks and allowances available subject to a maximum ceiling. In addition to allowances and benefits covered in the cafeteria approach, additional perks in the form of residential accommodation; telephone instruments/service; advances and welfare amenities are provided to employees.

Provision has been made for timely delivery of HR services through Right to Service for Time Bound Delivery of HR Services and Benefits.

The Company has a performance oriented culture wherein contribution of every employee to the organization is measured and suitably rewarded. CONCOR has a sound and result oriented Performance Management System (PMS). The system promotes CONCORâs philosophy of rewarding and recognizing meritocracy at all levels and support development of executives through a structured approach woven into the appraisal of the Company.

CONCOR has an exclusive training centre at Gurugram to cater to employeesâ developmental needs. It conducts both In-house and Specialised topic based trainings as per organisational and employees needs from time to time. Feedback of employees and reporting authorities is reviewed constructively and accordingly next training calendar is scheduled. Employees are put to âOn the Job Training Programmesâ and are evaluated to get an understanding of the suitability of the employee for his/her right placement and also to understand specific developmental needs of employees.

The Company provides wider opportunities for growth to its employees. Being a young organisation with an average age of employees at 40 years, it has formulated a comprehensive Performance Management System (PMS) in order to identify not only the job performance of the employee but also analysis of employeeâs behavior and personality traits under various descriptions of personality. It gives an idea of employeeâs training and developmental needs and thus contributes majorly to the succession planning of the individual and thereby helps in the analysis of an employee for his placement for a particular job.

With a view to keep our below board level employees/ officers prepared for the future requirement of the organisation, young managers have been placed as the head of the terminals and departments, under Group General Managers and Executive Directors who have been placed as Head of the Regions and departments. The attrition rate is around 2% owing to CONCORâs employee welfare and career development policies.

INDUSTRIAL RELATIONS

Sound and healthy Industrial Relations (IR) is the pivot around which the entire business operations revolve. CONCOR believes in community of interests and not in conflicts of interests. Various interest groups strive to further goals in the organisation and resolution of conflicting interests in a positive manner reinforces faith in the system, besides imbibing strength to face external threats. CONCOR maintained industrial peace and harmony and no mandays were lost during the year. Positive IR has been the goal of HR department wherein it CONCOR provides two way communication, participative culture, open platforms for discussion for ideas and motivation of the employees.

RESERVATION POLICY

Category	No. of Employees
Schedule Caste	215
Schedule Tribe	74
Other Backward Classes	360
Persons with Disabilities (PwDs)	32
Ex-serviceman	23

Further, the details of reserved category candidates who have been recruited/ appointed during the year 2017-18 are as under:

Category	No. of Employees
Schedule Caste	09
Schedule Tribe	04
Other Backward Classes	16
Persons with Disabilities (PwDs)	01
Ex-serviceman	00

SPECIAL ACHIEVEMENTS

Your Company continued to excel in fields of its activities and was a proud recipient of the following awards in the year:

- Prestigious BML Munjal Awards for being runners up in the Public Sector Category on 20^th April 2017 for its contribution in Learning and Development of its employees. The award was presented by Shri. Prakash Javadekar, Honâble Union Minister of HRD, Government of India.

- Dun & Bradstreet Corporate Awards, 2017 for achieving excellence in âTransport & Logisticsâ sector by Shri. Arjun Ram Meghwal, Honâble Minister of State for Finance & Corporate Affairs, on 1^st June 2017.

- âSKOCH Order-of-Merit Awardâ during 48th SKOCH Summit on 20^th June 2017 at BSE International Convention Centre, Dalal Street, Mumbai.

- Best PSU under âTransport Service Sectorâ at the Dun & Bradstreet PSU Awards 2017 by Shri Neeraj Kumar Gupta, IAS, Secretary, Department of Investment & Public Asset Management, Ministry of Finance, on 25/07/2017.

- Received Appreciation Memento during Global Economic Summit from All India Association of Industries at World Trade Centre, Mumbai on 22^nd February, 2018.

- The âBest ICD And Container Train Operatorâ in the country in Conquest Annual Award 2017-18 at New Delhi on 23^rd February, 2018.

- Global Logistics Excellence award for âBest Cold Chain Initiative - Food Processingâ at Infinity Expo, Leela Hotel Mumbai in association with Tata Strategic Management Group on 23^rd February, 2018.

- âSmartTransporter - Railâ award at Maritime Gateway Smart Logistics Summit & Awards 2018 at The Oberoi Grand, J N Road, Kolkata on 27^th February, 2018.

- Ranked 78 in the latest ranking released by Business India Super 100 companies of Corporate India, a massive jump from 103 rank of 2016.

ENERGY CONSERVATION AND TECHNOLOGY ABSORPTION

For energy conservation and technology absorption, Virtualization is being done in the servers of major applications, which is the latest technology, with the objective to reduce hardware, power consumption and the cooling requirement.

To save power the multiple servers are also being controlled through single console instead of having the separate monitors, which save power as well as reduce cooling requirement. Most of the CRT monitors have been replaced by LCD/LED monitors, which have reduced the power requirement drastically. Most of the latest CPU/ Monitors / Printers of desktops /laptop are configured in power saving mode.

In addition to above, to conserve energy and to reduce power requirement/ heat dissipation wherever possible, consolidation is practiced as per requirement.

The Company is using fuel efficient Rubber Tyred Gantry Cranes and Reach Stackers Machines for handling of containers, usage of fuel efficient power packs to feed power supply to refrigerated containers while transporting to ports. Further energy efficient Rail Mounted Gantry Cranes and improved warehouse design is being used by making them more energy efficient.

RESEARCH & DEVELOPMENT(R&D)

- Development of a Mobile Application as a customer friendly initiative for ease of doing business. The functionalities availa ble on the App as on date are Track & Trace of containers, Tariffs and other important information about the Company customized type tank container of mild steel for carrying non hazardous liquid cargo.

- Implementing E-filing & KYCL in all EXIM Terminals.

- Intheprocess of acquiring 05 more Gantry Cranes, 49 no. of Reach Stackers and 10,000 containers including 6,000 High Capacity Containers of having Gross Weight of 34T.

- CONCOR is under the process of modifications of existing BLC rakes to BLCM rakes in which carrying capacity per wagon will increase from 61 Ton to 68 Ton.

- Analytical Studies were conducted on key topical issues such as the Impact and the Opportunities available in âDirect Delivery of Containers from JNPTâ and âMinimization of Empty Running Ratioâ.

PRESIDENTIAL DIRECTIVE(S)

Railway Board vide letter no. 2017/PL/52/4 dated 24.11.2017 has issued Presidential Directive under Article-71 of Memorandum and Articles of Association, for implementation of revised Pay Scales w.e.f. 01.01.2017 in respect of Board Level and Below Board level Executives and Non Unionized Supervisors.

RAJBHASHA

In order to promote use of Hindi in CONCOR, Official Language Act, 1963 and Official Language Rules, 1976 have been fully complied with. Individual order have been issued to those employees who have been found proficient in Hindi to do their maximum routine work in Hindi. Meetings of official language implementation committee were held regularly in order to review the progress of Hindi in CONCOR. Various steps have been taken to promote use of Hindi including organizing workshops, inspections etc.

Hindi Pakhwara was organized from 14^th to 28^th September 2017 in which five competitions were conducted during the pakhwara and 90 officials took part in these competitions. The winners were honored with cash prize and certificate. A Hindi Kavi sammelan was also organized which was well received by the CONCOR staff.

Total 100 employees including 23 from corporate office were given cash awards under CONCOR RAJBHASHA PURSKAR YOJANA 2016-17 for noting and drafting work in Hindi. On 24^th November 2017, Hindi Kahani Vachan Partiyogita was organized at Corporate Office under the aegis of Town Official Language implementation Committee (PSU), Delhi in which 18 officials from various PSUs participated. CONCOR was conferred with Rajbhasha shield for financial year 2016-17 by Secretary, Dept of Official Language, Govt. of India, for their excellent work in promoting official language, Hindi.

CONCOR keeps its library enriched by acquiring Hindi Books of famous authors on various streams of Hindi Literature. The number of books in the library has increased to 3,148 in which 1,829 are Hindi books. 99 New Hindi Books were added during the year 2017. Leading Newspapers as well as monthly and fortnightly magazines continue to be subscribed. To promote original writing in Hindi & to familiarize with Companyâs activities, a magazine âMadhubhashikaâ is being published regularly. Good articles published in this magazines are also suitably awarded. The magazine is also uploaded on CONCOR website.

The Mukhya Rajbhasha Adhikaari was conferred with âRail Mantri Rajbhasha Rajat Padak Puraskarâ for year 2016 for his outstanding contribution in promoting use of Hindi in CONCOR.

VIGILANCE

The objective of CONCOR vigilance is to facilitate an environment enabling people to work with integrity, efficiency and in a transparent manner, upholding highest ethical standards for the organisation. To achieve this objective, the Vigilance Department carries out preventive, proactive and punitive actions with greater emphasis in the preventive and proactive functions. Following activities were undertaken during the financial year 2017-18.

Periodic surprise checks were conducted regularly in vulnerable areas of the Company. During the year 2017-18, 23 Preventive / Surprise checks /CTE type checks were conducted at various Regional Offices / Inland Container Depots/ Container Freight Stations. In addition, cases were registered / investigated on the basis of complaints and other information. Suitable penal action was taken against erring officials and contractors. An amount of Rs.47.42 lakhs was recovered from various contractors/ customers during the financial year.

On the suggestion of Vigilance Division, respective user departments have issued 12 circulars for improvement in systems and procedures. In order to disseminate information among field functionaries, Vigilance Division organised 4 training programmes/ workshops in different Regions covering topical issues such as D&A Rules, Facets of Vigilance and Civil Engineering Works. Information technology is being extensively utilised to effectively institute more transparent process like e-tendering, e-payments, e-receipts, e-filing, e-auction etc. thereby instilling confidence of being just and fair organisation amongst our customers, Business associates etc.

Vigilance Awareness Week (VAW) was observed in all offices of CONCOR by undertaking various activities (30th October to 4th November, 2017). The theme of the Vigilance Awareness Week -2017 was âMy Vision-Corruption Free Indiaââ. VAW-2017 was marked by numerous activities/competitions in schools, colleges, universities, Gram Sabhas etc. 7 nos. of workshops/ interactive sessions were organized. Banners on the VAW theme were displayed at various offices and public places. Several workshops, seminars, nukkad natak, Grievances Redressal Camps were organised involving employees, customers and contractors/vendors. Essay, slogan writing and debate competitions were organised for employees and student community. Safety Manual has also been released at ICD/Whitefield and all regions advised to prepare safety manual of respective terminals.

Vigilance department had conducted a preventive check at North Western Regional office at Ahmedabad during the year 2015. During the inspection, irregularities were noticed w.r.t. claims of travelling allowance by submitting forged and fabricated hotel bills, airway tickets and taxi bills etc. Accordingly, after completion of D&AR proceedings, a major penalty and two minor penalties were imposed on concerned officials during the year 2017-18. Further, in another case, one official had taken the advance from CONCOR and had settled the amount without any supporting documents on his own without the job responsibility assigned to him in the system. After completion of the D&AR proceedings, the disciplinary authority had imposed a major penalty upon the official. There is no pending vigilance case against any official as on 31^st March, 2018.

In order to motivate the employees in recognition to their contribution in vigilance management, the award for âMost Vigilant Employee of the yearââ is constituted and this year the award was given to Sh. Parag Ramesh Koranne, Asst. Officer (C&O)/ Western Region during Vigilance Awareness Week.

DIRECTORSâ RESPONSIBILITY STATEMENT

Pursuant to Section 134(5) of the Companies Act 2013, your Directors hereby confirm that:

i) In the preparation of the annual accounts, the applicable accounting standards have been followed along with proper explanation relating to material departures.

iv) The Directors have prepared the annual accounts on a going concern basis.

v) The Directors have laid down internal financial controls to be followed by the Company and that such internal financial controls are adequate and were operating effectively.

vi) The directors have devised proper systems to ensure compliance with the provisions of all applicable laws and that such systems were adequate and operating effectively.

MANAGEMENT DISCUSSION AND ANALYSIS

The detailed Management Discussion and Analysis forms a part of this report at Annexure-A.

CORPORATE GOVERNANCE & GREEN INITIATIVE

A Practicing Company Secretary has examined and certified your Companyâs compliance with respect to conditions enumerated in SEBI (LODR) Regulations and DPE guidelines on Corporate Governance. The certificate forms part of this Report at Annexure- C.

As a responsible corporate citizen and to reduce carbon foot print, your Company has actively supported the implementation of âGreen Initiativeâ. Electronic delivery of notice of Postal Ballot, notice of Annual General Meeting (AGM) and Annual Report is being done to those shareholders whose email ids are already registered with the respective Depository Participants (DPs) and downloaded from the depositories i.e. NSDL/CDSL and who have not opted for receiving Annual Report in physical form. Accordingly, unless otherwise desired by the shareholders, the Company sends all documents to the shareholders viz. Notice, intimation for dividend, Audited Financial Statements, Directorsâ and Auditorsâ Report, etc. in electronic form to their registered e-mail addresses.

CORPORATE SOCIAL RESPONSIBILITY AND SUSTAINABLE DEVELOPMENT

CONCOR impetus towards sustainable development of all its stakeholders by undertaking various welfare activities under its CSR initiatives continued like in previous years. As per Companies Act, 2013, CONCOR has formulated its CSR policy for the benefit of different segments of the society, specifically the deprived, underprivileged persons, groups, entities, etc. CONCOR has two Tier CSR Committee system for implementing itâs CSR activities. The Tier-I committee is headed by Chairman & Managing Director including two Independent Director as itâs member. The Tier-II committee is headed by ED(MIS & CSR) including two other senior officers & assisted by Sr. Manager (OL & CSR).

Under CONCORâs CSR policy various thrust areas have been identified in accordance with the provisions of Companies Act, 2013 and include health & medical care, sanitation, education/literacy enhancement, community development and rehabilitation measures, environment protection, conservation of natural resources, natural calamities and infrastructure development, rural development, etc.

CONCORâs social activities in FY 2017-18 were directed towards holistic development of society with prime focus on education, sanitation, environment sustainability, preventive health care, skilling and rural development of its stakeholders. CONCOR CSR committee headed by CMD/CONCOR and having one Independent Director and one functional director as its members met on quarterly basis in order to sanction and oversee the progress of sanctioned projects for the benefit of its stakeholders. CONCOR board on recommendation of CSR committee approved an amount of Rs.25.22 crores towards CSR expenditure in terms of Companies Act, 2013 for the year 2017-18, which was further fixed to Rs.26.75 crores due to recasting of accounts of year 2015-16 by Company.

CONCOR implemented itâs major projects in the area of education, health, sanitation, skill development & environment sustainability. Some of itâs CSR initiatives are as under:

Solar lights have been installed in the unelectrified rural areas of Bhadohi, Shrawasti and Ghazipur districts of Uttar Pradesh to benefit a large number of rural population. Support was extended towards solar electrification of Shyamgarh and Bhawani Mandi Railway stations in Rajasthan alongwith completion of solar electrification of Abu Road and Bhilwara railway stations.

Passenger amenities were upgraded at New Delhi and Vadodara Railway stations by providing water coolers, maintenance of track cleaning machines, solar electrification of platforms of New Delhi Railway station.

Skill development activities were initiated for weaker section of society in the field of Garment and Logistics section in Uttar Pradesh, Andhra Pradesh, Tamilnadu and Gujarat benefiting 560 youths belonging to backward classes who will be skilled enough to sustain in society on their own.

Preventive Health camps continued to be organized like previous years at 25 major locations of CONCOR facilities benefiting approximately 50,000 stakeholders by organizing 77 health camps which have been able to create a mass awareness among CONCOR stakeholders towards basic health issues being faced by them.

Support was also extended towards infrastructure development of hospitals in Chattisgarh and Andhara Pradesh for the benefit of common man of society.

Company took care of abandoned/ mentally retarded persons by constructing toilet blocks and by providing water geyser in Haryana benefitting 400 such persons.

To promote sanitation among masses, community toilet blocks were constructed in Jahanabad, Bihar and Ghazipur and Varanasi, Uttar Pradesh. Construction of school toilets in Kannur district of Kerala also got completed.

CONCOR, like previous years continued to contribute in âSwachh Bharat Koshâ set by Govt. of India for sanitation activities near CONCOR facilities.

CONCOR supported towards upgradation of Mango Pack House in Devgad, Sindhudurg District of Maharashtra through Maharashtra State Agriculture Marketing Board (MSAMB) by providing funds for civil works as well as procurement of Ethylene dosing system, cartons sealing machine, fork lift, plastic crates, plastic pallets and CCTV camera etc. The upgraded Mango Pack House will serve the mango growers of the area by enhancing their earnings.

CONCORâs commitment to support education to those who are least privileged in society continued further by supporting 40 bright students towards preparation for higher studies in Eastern Uttar Pradesh belonging to poor families as well as in Delhi, where it supported operation and maintenance of a primary school run for slum children benefitting 250 such children.

Enthused by the success of Perishable Cargo Centre at Ghazipur CONCOR completed the construction of another Perishable Cargo Centre at Rajatalabh Railway station in Varanasi in order to provide storage facility to farmers of this area with 400 MT storage capacity. The centre will be helpful to those who had no access to such storage facility resulting in wastage of vegetables in large scale in vegetable growing season.

Out of the funds allocated as per Companies Act 2013, including unspent balance of previous year towards CSR Expenditure for FY 2017-18, an amount of Rs.15.75 crores has been disbursed towards various CSR activities during the year.

CONCOR is fully committed to benefit its stakeholders including less developed section/areas of society by taking up various social welfare activities especially for poor and weaker section of society towards their sustainable development in society.

The particulars of CSR activities for the year in the form of the Annual Report on CSR activities is as per Annexure-D to this report.

RISK MANAGEMENT

As per the requirement of SEBI (LODR) Regulations, 2015, the Company is having a Board level Risk Management Committee. The particulars of Committee are stated in the Corporate Governance Report forming part of this Report. The Company has a well laid down Risk Management (RM) system to identify, evaluate risks and opportunities. The said system seeks to create transparency, minimize adverse impact on the business objectives and enhance the Companyâs competitive advantage. The risk management system defines the risk management approach across the enterprise in various business activities. The RM structure has different risk models which help in identifying risk trends, exposure and potential impact analysis at Company level and also separately for business segments. It forms an integral part of the Companyâs functioning and the Board of Directors are being regularly apprised about the status of various risk elements and the mitigation plans for the same.

INTERNAL CONTROL SYSTEMS AND ITS ADEQUACY

The respective department of the Company monitors and evaluates the efficacy and adequacy of internal control system in the Company, its compliance with operating systems, accounting procedures and policies. Based on the report of internal auditorsâ necessary steps are taken at regular intervals to further strengthen the existing systems and procedures. The significant observations of internal auditors and corrective actions thereon are presented to the Audit & Ethics Committee of the Board at regular intervals. In addition, a separate certification of implementation and effectiveness of internal financial controls during 2017-18 was also done by an Independent agency.

PARTICULARS OF EMPLOYEES

As per provisions of section 197 of the Companies Act, 2013 read with the Rule 5 of the Companies (Appointment and Remuneration of Managerial Personnel) Rules, 2014, every listed company is required to disclose the the ratio of the remuneration of each director to the median employeeâs remuneration and such other details as may be prescribed in the Directorsâ Report. However, as per Notification No. GSR 463(E) dated 5th June, 2015 issued by the Ministry of Corporate Affairs, Government Companies are exempted from complying with provisions of section 197 of the Companies Act, 2013. CONCOR being a Government Company, such particulars are not included as part of Directorsâ Report.

AUDITORS

Being a Government Company, the Comptroller & Auditor General (C&AG) of India had appointed Companyâs Statutory and Branch/Regional Auditors for the financial year 2017-18. M/s. Arun KAgarwal & Associates, Chartered Accountants has been appointed as Companyâs Statutory Auditors for the year 2017-18. The statutory auditors were appointed by C&AG vide its letter No.CA.V/COY/CENTRAL GOVERNMENT,CCIL(9)/159, dated 20.07.2017. The Statutory Auditors of the Company is being paid an audit fee of Rs.4,00,000/-. The Statutory Auditors have audited the Annual Financial Statements of the Company for the financial year ended on 31.03.2018.

The comments of the Comptroller and Auditor General (C&AG) of India, through letter No. PDA/R-C/RPSU/13-1/CONCOR/2018-19/294, dated 09.08.2018 on the Audited Financial Statements of your Company for the financial year ended 31.03.2018 under the Companies Act, 2013 have been received. The Comments of C&AG for the financial year 2017-18 along with the Statutory Auditors Report of your Company have been placed elsewhere in this Annual Report. Further, CONCOR is not required to maintain cost records as required under section 148 of Companies Act, 2013 and rules made thereunder.

BOARD OF DIRECTORS

CONCOR being a Government Company, the appointment of directors on its board are communicated by the Ministry of Railways from time to time. During the financial year 2017-18, nine meetings of the Board of Directors were held for transacting various businesses. During the year and upto the date of this report, the directorship in the Company are under:

- Shri V. Kalyana Rama, Chairman and Managing Director [DIN: 07201556]

- Shri Pradip K. Agrawal, Director (Domestic Division) [DIN: 07557080]

- Shri Sanjay Swarup, Director (Intl. Mktg. & Ops.) [DIN: 05159435]

- Shri Rahul Mithal, Director (Projects & Services) [DIN: 07610499] (w.e.f. 29.09.2017)

- Shri Sanjay Bajpai, Govt. Nominee Director [DIN: 07549036]

- Shri Manoj Kumar Srivastava, Govt. Nominee Director [DIN: 06890877] (w.e.f. 30.04.2018)

- Shri Kamlesh Shivji Vikamsey, Independent Director [DIN: 00059620]

- Shri Sanjeev S. Shah, Independent Director [DIN: 00323163]

- Ms. Vanita Seth, Independent Director [DIN: 07944119] (w.e.f. 21.09.2017)

- Shri Lov Verma, Independent Director [DIN: 07560071] (w.e.f. 21.09.2017)

- Shri Anjaneya Prasad Mocherla, Independent Director [DIN: 03645659] (w.e.f. 21.09.2017)

- Shri Deepak Shetty, Independent Director [ DIN : 07089315] (w.e.f. 14.07.2018)

- Maj. Gen. (Retd.) Raj Krishan Malhotra, Independent Director [DIN: 07483272] (upto 16.06.2017)

- Shri S. K. Sharma, Govt. Nominee Director [DIN: 07522844] (upto 26.09.2017)

- Dr. P. Alli Rani, Director (Finance) & CFO [DIN: 02305257] (upto 03.10.2017)

- Shri Prabhas Dansana, Govt. Nominee Director [DIN: 07973307] (w.e.f. 27.10.2017 upto 18.04.2018)

Shri S. K. Sharma, part-time Government director ceased to hold the office of director CONCOR w.e.f. 26.09.2017 as he relinquished the charge of the post of EDTC(Rates), Railway Board. Due to his untimely demise, Shri Raj Krishan Malhotra ceased to be director on 16.06.2017. Shri Rahul Mithal was appointed Director (Projects & Services) w.e.f. 29.09.2017 as per order no. 2016/E/(O)II/40/23, dated 29.09.2017 of Ministry of Railways. Shri Prabhas Dansana, EDTT (Steel) was appointed part-time government director w.e.f. 27.10.2017 as per order no. 2004/PL/51/3 dated 26.09.2017 of Ministry of Railways and ceased to hold the office of director CONCOR w.e.f. 18.04.2018 as he relinquished the charge of the post of EDTT(Steel), Railway Board. Dr. P. Alli Rani, Director (Finance) ceased to be a Director w.e.f. 03.10.2017 after her resignation on appointment as CMD, Cotton Corporation of India Ltd.

In terms of order of the Ministry of Railways, Government of India three non-official part-time (Independent) Directors were appointed on the Board of CONCOR on 21.09.2017. These Independent Directors were Ms. Vanita Seth, Shri Lov Verma and Shri Anjaneya Prasad Mocherla. Further, Shri Deepak Shetty was appointed as non-official part-time (Independent) Director w.e.f. 14.07.2018 in terms of DoPT notification no. 12/4/2018-EO(ACC) dated 14.07.2018. CONCOR had already requested Ministry of Railways for appointment of requisite number of independent directors to comply with the requirements under SEBI (LODR) Regulations. Shri Manoj Kumar Srivastava, EDTT(F), Railway Board was appointed as a part-time Government director w.e.f. 30.04.2018.

RETIREMENT OF DIRECTORS BY ROTATION

As per the Companies Act, 2013 the provisions in respect of retirement of Directors by rotation will not be applicable to Independent Directors. In view of this, no Independent Director is considered to be retiring by rotation but all other directors will be retiring by rotation. Accordingly, one third among all other directors namely Shri Pradip Kumar Agrawal and Shri Sanjay Swarup are liable to retire by rotation and being eligible, offer themselves for reappointment.

EVALUATION & REMUNERATION

As per Section 134(3)(p) of the Companies Act 2013, the Boardâs Report of a Listed Company shall include a statement indicating the manner of formal annual evaluation of Board, Individual Directors etc. Ministry of Corporate Affairs has vide its notification dated 5^th June, 2015 notified the exemptions to Government Companies from the provisions of the Companies Act, 2013 which inter-alia provides that Sec. 134(3)(p) regarding statement on formal annual evaluation shall not apply to Government Companies in case the Directors are evaluated by the Ministry which is administratively in-charge of the company as per its own evaluation methodology. Further, in line with aforementioned exemptions, Sub-Sections (2), (3) & (4) of Sec. 178 regarding appointment, performance evaluation and remuneration shall not apply to Directors of Government Companies.

In terms of notification dated 05.07.2017 issued by MCA the provisions in Schedule IV of the Companies Act, 2013 about reviewing the performance of Chairperson and non-independent directors and the Board as a whole by the Board by the Independent Directors in their separate meeting and that on the basis of performance evaluation of Independent Directors, it shall be determined whether to extend or continue their term of appointment shall not apply to a Government Company if the requirements in respect of same are specified by the concerned Ministries or Departments of the Central Government and such requirements are complied with by the Government Companies. Since the appointment of the all Directors in the Company is decided by the Govt. of India, the requirement related to evaluation of directors as stated in Schedule-IV are not applicable to CONCOR.

CONCOR is a Government Company under the administrative control of Ministry of Railways. The selection procedure for all the directors is also laid down by the Government of India and all the directors of the Company have been appointed in accordance with the said procedure. The functional directors including CMD are selected on the recommendations of PESB in accordance with the procedure and guidelines laid down by Govt. of India. Its Directors are appointed by Ministry of Railways and there is system and procedure laid down by Department of Public Enterprises for evaluation of its functional directors including Chairman and Managing Director. The evaluation framework for assessing the performance of functional directors comprises of the following key areas:

- Performance of the Company under the MOU signed with Ministry of Railways.

- Performance with respect to the targets fixed for the respective director.

- The evaluation includes self evaluation by the respective board member and subsequent assessment by CMD for the functional directors and thereafter final evaluation by the Ministry of Railways, the administrative ministry.

- In respect of CMD the evaluation includes self evaluation and final evaluation by the Ministry of Railways.

In respect of Government nominee directors their evaluation is done by the Ministry of Railways as per the procedure laid down. The evaluation of independent directors is done by the board of the Company.

The performance of below Board Level Officials at Group General Manager and Executive Director grades is evaluated on the basis of the achievement of MOU targets as approved by Administrative Ministry and DPE. The performance of Functional Directors is evaluated by the Administrative Ministry i.e. Ministry of Railways.

CONCOR follows a robust Performance Management System (PMS) in compliance with the DPE instructions for evaluation of performance of its officials in Sr. General Manager and below grade. Format for evaluation comprises broad parameters for assessment of personal traits of the officials such as integrity, communication, cost consciousness, planning and organizing, job knowledge, continuous improvement, people management, collaboration, initiatives etc. and contribution of the official towards financial performance of the organization. The Key Result Areas (KRAs) are proposed by the appraisee and approved by appraiser in the beginning of the year which is subject to mid-year review for further modification/improvement, if any. The officials are rated for their performance and Bell Curve approach is followed for payment of Performance Related Pay (PRP) as per DPE guidelines/instructions in this regard, suitably modified on the basis of ASCI (Administrative Staff College of India) recommendations for the Company.

CONCOR being a Government Company the remuneration payable to its functional directors, including CMD, senior management officials and all other employees is in accordance with the guidelines issued by Department of Public Enterprises (DPE) in pursuance of recommendations of the committee on pay revision. For fixation of remuneration at workmen level, CONCOR adopts collective bargaining method with registered trade union of workmen. For supervisors & officers, pay scales have been designed in a progressive way and all statutory compliances in this regard are being adopted and followed. It is being taken care of that no employee gets stagnated.

The Nomination & Remuneration Committee had taken note of the remuneration policy of the Company and the procedure and policy for selection of the Directors, Senior Management and their remuneration.

RELATED PARTY TRANSACTIONS

The related party transactions that were entered into during the year were on an armâs length basis and were in the ordinary course of business. Omnibus approval of the Audit & Ethics Committee was taken for the related party transactions which are of foreseen and repetitive nature. The transactions entered into pursuant to the omnibus approval so granted are placed before the Audit & Ethics Committee and the Board of Directors on a quarterly basis. The policy on related party transactions, as approved by the Board has been uploaded on the Companyâs website at http://www.concorindia.co.in/assets/pdf/ CONCOR_Policy_MRPT.pdf. Though there are no materially significant related party transactions entered by the Company, the particulars as required under section 134(3) of the Companies Act 2013 are as per Annexure-E to this report.

SECRETARIAL AUDIT

Pursuant to the provisions of Section 204 of the Companies Act, 2013 and The Companies (Appointment and Remuneration of Managerial Personnel) Rules, 2014, the Company has appointed M/s Vishakha Harbola & Associates, a firm of Company Secretaries in Practice to undertake the Secretarial Audit of the Company. The Secretarial Audit Report from the auditor is annexed as Annexure-F to this report.

The Secretarial Auditor as well as the Auditor who has given Corporate Governance Compliance certificate had observed that the Company is not having adequate number of independent directors. The remarks of the directors on the same are that the independent directors in the Company are appointed by President of India, through Ministry of Railways, Government of India. The Company has repeatedly requested Ministry of Railways, Government of India for appointment of requisite number of independent directors on its Board. Further, after the recent notification dated 14.07.2018 by DoPT appointing one more independent Director, as on the date of this report the number of independent Directors are meeting the requirements of SEBI(LODR) Regulations and DPE guidelines.

OTHER DISCLOSURES

The particulars forming part of the extract of the Annual Return in the form MGT- 9 is annexed as Annexure-G. In addition Statement pursuant to Section 129 of the Companies Act, 2013 (AOC-1) relating to Subsidiary Companies and Joint Ventures are as per Annexure-H.

PARTICULARS OF LOANS, GUARANTEES AND INVESTMENTS

During the year, your Company has made investments and has disbursed loans to its subsidiaries and joint ventures. The particulars of which are as under:

(Rs. in crore)

S.No.	Name of Company	Loan/Investment	Amount
1.	M/s Fresh & Healthy Enterprises Ltd., Wholly Owned Subsidiary	Loan disbursed Loan recovered	1.75 0.70
2.	M/s Punjab Logistics Infrastructure Ltd., Subsidiary	Equity investment*	15.30
3.	M/s CONCOR Air Ltd., Wholly Owned Subsidiary	Loan recovered	10.00

* Investments were made towards subscription of equity shares of Rs.10 each for cash at par.

The above loan disbursed to M/s Fresh & Healthy Enterprises Ltd. (FHEL) during the year 2017-18 is bearing interest rate of 8.51% p.a. for the period from 01.04.2017 to 31.12.2017 which was subsequently reduced to 6.58% p.a. w.e.f. 01.01.2018. Your Company has not accepted deposits from public as envisaged under Sections 73 to 76 of Companies Act, 2013 read with Companies (Acceptance of Deposit) Rules, 2014.

DISCLOSURE UNDER SEXUAL HARASSMENT OF WOMEN AT WORKPLACE (PREVENTION, PROHIBITION AND REDRESSAL) ACT, 2013

Container Corporation of India Ltd. (CONCOR) prohibits any kind of act of sexual harassment at work place and included the acts amounting to sexual harassment at workplace in its Conduct Rules and Certified Standing orders and Discipline & Appeal Rules so as to prohibit any such Act. CONCOR constituted an Internal Complaints Committee in the year 2003 to receive and investigate complaints related to âSexual harassment at workplaceâ following the guidelines issued by Honâble Supreme Court of India in âVisakha Vs. State of Rajasthanâ. The then committee included Senior Officer with Executive Director as its chairperson.

The âInternal Complaints Committeeâ consists of four members at the senior level including one external female member who is an advocate on record of Honâble Supreme Court of India. CONCOR has 176 female employees out of total 1473 employees. The Company has created a conducive work environment free from any kind of harassment.

One complaint was received during the FY 2017-18 for which the proceedings were conducted by the committee.

CEO & CFO CERTIFICATION

Pursuant to provisions of Regulation 17(8) of the SEBI (LODR) Regulations, certificate for the year under review from Shri V. Kalyana Rama, Chairman and Managing Director, who is holding additional charge of Director (Finance) in terms of orders of the Ministry of Railways vide its order no. 2007/E(O)II/40/14, dated 03.10.2017 and 21.12.2017 was placed before the Board of Directors of the Company at its meeting held on 30.04.2018. A copy of the said certificate on the financial statements for the financial year ended 31st March, 2018 is as per Annexure-I.

BUSINESS RESPONSIBILITY REPORT

For describing the initiatives taken by the companies from Environmental, Social and Governance perspective, under SEBI (LODR) Regulations it has been mandated that the top 500 listed entities, based on market capitalisation to include Business Responsibility Report (BRR) as part of the Annual Report. SEBI has also issued circular no.CIR/CFD/CMD/10/2015, dated 04.11.2015 providing the format for BRR reporting in which it has elaborated a disclosure framework mapping Companyâs performance on the nine Principles and Core elements. Accordingly, in compliance to the said circular and provisions of SEBI (LODR) Regulations, the Business Responsibility Report (BRR) is as per Annexure- J.

CODE OF CONDUCT

The Code of Conduct has been laid down for the Board Members and senior management. A copy of the same is available on the website of the Company.

CONCLUSION

Your Directors acknowledge the constructive suggestions received from Auditors and Comptroller and Auditor General of India and are grateful for their consistent support and help.

For and on behalf of the Board of Directors

Sd/-

Date: 21.08.2018 (V. Kalyana Rama)

Place_: New Delhi Chairman & Managing Director

Mar 31, 2017

To,

The Shareholders

The directors are pleased to present their report on the business and operations of the company and the statement of accounts for the financial year ended 31st March 2017.

FINANCIAL RESUITS Rs, in crore)

Particulars	2016-17	2015-16
Income from operations	5,606.13	5,921.73
Profit before depreciation & tax (PBDT)	1,532.43	1,655.71
Profit before tax (PBT)	1,180.61	1,307.95
Provision for tax including prior period tax adjustments	322.59	357.13
Profit after tax (PAT)	858.02	950.82
Other Comprehensive Income	(3.14)	1.24
Total Comprehensive Income for the period	854.08	952.06
APPROPRIATIONS:
Interim Dividend (Current Year)	187.18	155.98
Final Dividend (Previous Year)	107.23	105.30
Corporate tax on dividend	59.94	53.18
Transfer to general reserves	85.80	78.69
Balance carried to Balance Sheet	414.74	558.91
Earnings per share (Rs.)	35.21	39.01

DIVIDEND

Ministry of Railways, Govt. of India vide its order no.2011/PL/64/3/Pt.1, dated 29.04.2016 issued Presidential directive stating therein that interim dividend for the financial year 2016-17 shall be 20% higher than the interim dividend 2015-16 and total dividend for the financial year 2016-17 shall be minimum 40% of profit after tax. Further, as per the guidelines issued by DIPAM the minimum dividend to be paid for the year 2016-17 should be at least 5% of net worth or 30% of profit after tax, whichever is higher. Therefore, taking into consideration the above, the Board recommends a final dividend of 75% on the paid up share capital of ''243.72 crores. An interim dividend @ 96% on the paid up share capital of Rs,194.97 crores has already been paid. The total dividend (including dividend distribution tax) for the year 2016-17 will be Rs,445.29 crores as compared to Rs,316.79 crores for the FY 2015-16, which is an increase of 40.56% over previous year. The dividend for the year 2016-17 works out to 51.90% of profit after tax of the company for the year and is 5.03% of net worth as at 31.03.2017.

FINANCIAL HIGHLIGHTS

The operating turnover of your company registered a decline of 5.33% during the year under review, decreasing from Rs,5,921.73 crores in the previous year to Rs,5,606.13 crores in the current year. Total expenditure decreased by 4.39% from Rs,4,931.26 crores in 2015-16 to Rs,4,714.76 crores in 2016-17. The profit before tax works out to Rs,1180.61 crores, lower by 9.74% over 2015-16. After making provisions for income tax, tax adjustments, the net profit stands at Rs,858.02 crores, which is 9.76% lower than last year. This decrease in Profit After Tax (PAT) is due to rising costs and competition in the business.

OPERATIONAL PERFORMANCE

The throughput of your company has increased during the year 2016-17 in comparison to the year 2015-16. The segment-wise comparison is as under:

Handling at Terminals (In TEUs)	2016-17	2015-16	% age growth
Exim	26,41,695	24,75,868	6.70%
Domestic	4,60,516	4,48,178	2.75%
Total	31,02,211	29,24,046	6.09%

As can be seen, there has been a increase of 6.70% in EXIM and 2.75% in Domestic throughput. In terms of tonnage, also the company carried a total tonnage of 34.70 million tons in current fiscal as against 33.40 Million tons in previous fiscal (2015-16), resulting an increase of 3.9%.

CAPITAL STRUCTURE

During the year there has been no change in the capital structure of the company and its paid up share capital stands at Rs,194.97 crore. In the month of October 2016, Ministry of Railways, Government of India has transferred 82,340 equity shares to the eligible employees of company, in which 4,87,436 equity shares were offered at Rs,1,135.25 (maximum shares per employee 176). Further, during January 2017 and March 2017, Government of India divested 1.40% and 0.55% respectively stake in company through CPSE ETF FFO and CPSE ETF FFO2. Through these successful CPSE ETF FFOs, Govt. has divested 38,08,253 equity shares of the company. Accordingly, the shareholding of Government and others in the company as on 31.03.2017 was 54.80% and 45.20% respectively, which was 56.79% & 43.21% respectively as on 31.03.2016.

In the month of February 2017, issuance of one bonus equity share for every four equity shares held was recommended by board for which approval of shareholders through postal ballot route was taken by the company. After the above approval of shareholders, the Board of Directors have allotted (on 10.04.2017) bonus shares to the shareholders and as a result the paid up share capital of the company has increased from Rs,194.97 crores to Rs,243.72 crores comprising of 24,37,17,739 equity shares Rs,10/- each.

LISTING AND DEMATERIALIZATION OF SHARES

CONCOR''s shares are listed with the bourses i.e. Bombay and National Stock Exchanges. The listing fees of both the stock exchanges have been paid.

To facilitate dematerialization of shares by its shareholders, CONCOR has signed agreements with both the Depositories (NSDL & CDSL). As per SEBI guidelines, CONCOR''s shares have been placed under âCompulsory Demat Mode''. Out of 19,49,74,191 equity shares listed on the Stock Exchanges, 19,49,71,531 equity shares were in demat mode as on 31.03.2017. The market capitalization of the company was Rs,24,834 crores as on 31.03.2017 (as per closing price on NSE).

In the month of April 2017, the company has allotted 4,87,43,548 Bonus equity shares to the shareholders. Therefore, the paid up & listed equity shares of the company increased from 19,49,74,191 equity shares of Rs,10/- each to 24,37,17,739 equity shares of Rs,10/- each.

CAPITAL EXPENDITURE

Capital Expenditure of Rs,1,056.80 crores approx. was incurred mainly on development/expansion of terminals, acquisition of land, wagons, handling equipments and IT Infrastructure, etc.

NEW TERMINALS & TERMINAL NETWORK EXPANSION

During the year, the company has further strengthened its existing Terminal Network to provide efficient services to its customers. The Company has 68 Terminals in total as on 31.03.2017, of which 13 are pure EXIM Terminals, 37 are Combined Container Terminals, 17 are pure Domestic Terminals and 1 RCT.

Five facilities were developed during the year 2016-17

- Ahmedgarh (Punjab)

- Visakhapatnam (Andhra Pradesh)

- Tihi (Madhya Pradesh)

- Jharsuguda (Odisha)

- Krishnapatnam (Andhra Pradesh)

Further, at least 7 new facilities and completion of the balance infrastructure in the above facilities is planned for 2017-18. CONCOR will continue with its plans for an aggressive CAPEX programme for further developing new Terminals especially along the upcoming Western & Eastern DFC and in partnership with Ports both existing as well as upcoming.

HIGH SPEED WAGONS, CONTAINERS AND HANDLING EQUIPMENTS

In order to strengthen and improve the service level, during the year under review 550 BLC wagons were added to the existing fleet of CONCOR owned wagons, increasing the holding of high speed wagons to 12,658. Therefore, total wagon (BLC BLL BFKN BVZI) holding has gone up to 13,998 as on 31.03.2017.

As on 31.03.2017 your company has 21,642 (owned plus leased) containers and it also owns 52 Reach Stackers and 16 Gantry cranes. In addition 26 nos. Reach Stackers container handling equipment have been commissioned during FY 2016-17.

INFORMATION TECHNOLOGY

Your Company continued to make progress in the field of information technology. The VSAT based network has been extended and now it covers 73 locations. The Terminal Management Systems for Domestic (DTMS), for EXIM (ETMS), ERP for Oracle Financial, HR Payroll, Container Repair System, Operation system were implemented for the expanded network of terminals and a Data Warehouse Module for commercial applications on centralized architecture is running smoothly across field locations/Regional Offices and Corporate Office.

The web enabled customer interface through a dedicated web server is running successfully providing facilities to the customers. The customer feedback facility system as implemented on the website enables us to constantly evaluate our performance and take corrective action on customer complaints and feedback.

Public grievance lodging and monitoring system has been deployed on CONCOR''s website for grievance redressal system. This system has been developed in line with the O.M. dated 18/02/2013 of Department of Administrative Reforms & Public Grievances. The objective of the system is to reduce time in addressing grievance, to increase transparency and round the clock access for lodging and monitoring grievances, to increase transparency and round the clock access for lodging and monitoring grievance.

The electronic-filing facility of documents on the commercial system initially provided at ICD/Tughlakabad have now been extended to all EXIM terminals which enable the customers to file their documents electronically from their own offices and on-line payment mode of NEFT/RTGS has been enabled. As part of business continuity plan, CONCOR has established backup site and standby system at primary site for its commercial business critical applications. CONCOR has been recertified ISO/IEC-27001: 2013 certification from STQC IT Certification Services (Ministry of Communication & Information Technology) for establishing an Information Security Management System (ISMS).

As an extension of existing HRMS, employee portal has been introduced. This system facilitates employees to access information regarding their Salary/ reimbursements, leave balances, PF statement, view their APAR online, Online submission of annual property return, pension details, etc. and employee has option of viewing the information on the screen and the printout of the same can also be taken for the record. Online payment system for Corporate office and all regions implemented from Oracle Financials.

The e-tender system with e-payment facility for sale and EMD electronically, MSE exemptions has also been introduced. Recruitment on CONCOR''s website is integrated with online payment gateway for collection of fees. CONCOR has implemented reverse auction.

CONCOR has re-designed its Corporate website as a responsive website.

E-samarth application for online vigilance clearances to handle bulk NOC request creation and approval and work flow driven system has been evolved. This has increased transparency and drastically reduced the total time of according NOC for various purposes.

E-voting was successfully done for CONCOR shareholders. File tracking system was implemented at Corporate office of CONCOR.

Document Management System has been introduced as a step towards digitalization.

CONCOR has implemented e-meeting app for conducting paperless Board Meetings for CONCOR and its subsidiaries.

CONCOR has launched its mobile app for the information (Public tariff, Rail tariff, track & trace, Company directory, etc.) for its stakeholders.

STANDARDISATION/ CERTIFICATIONS

CONCOR continues to enjoy ISO 9001:2008 certification. It is an illustration of the total commitment of your Company towards Quality Management System. Quality policy clearly provides for ensuring complete customer convenience & satisfaction and Value for money through continual improvement of system and processes. The Quality Policy has been prominently displayed at all locations of CONCOR. During the period under review, a âSpecial Safety Drive'' was observed by all the regions to create more awareness among the CONCOR officials about safety requirements. The âSafety Drive'' was observed during October 2016. Safety Slogans are displayed at prominent locations at various terminals of CONCOR. ISO Certification is available for most of the Units of your Company. Disaster Management System has been hosted on CONCOR website. Further, in its endeavor to maintain high standards of quality, your Company has been taking various steps which are as follows:

- There were periodical Management Review Meetings wherein various actions were taken including Disaster Management, Safety Norms and Quality Standards.

- There were Quality Audits undertaken by internal trained Quality Auditors from time to time. Special emphasis was made on âSwach Bharatâ campaign in physical cleanliness of the workstation & other places and proper stacking of files, records etc. for positive work environment.

- There were number of units for which Annual Surveillance Audit was undertaken by an independent agency.

- As on 31.03.2017, 63 Nos. of Terminals (Including C.O. and 8 Nos. Regional Offices) were ISO 9001:2008 certified. JOINT VENTURES/ STRATEGIC ALLIANCES

Your company continued to place emphasis on providing total logistics and transport solutions to its customers by exploring the possibilities of expanding the presence of the company in all segments of Logistics value chain in the EXIM as well as Domestic segments. Strategic alliances firmed up, both for optimal utilization of infrastructure as well as expansion into other segments of the value chain have been effectively achieving the goals.

SIDCUL CONCOR Infra Company Ltd. (SCICL), a Joint Venture Company with shareholding of 74% and 26% of Container Corporation of India Limited (CONCOR) and State Infrastructure & Industrial Development Corporation of Uttarakhand Ltd. (SIIDCUL) respectively has developed a Multimodal Logistic Park (MMLP) at Pantnagar located approx. 300 mts from Rudrapur-Haldwani State Highway and approx. one km. from the NH-87. The facility was inaugurated in the year 2015-16 and the company has commenced its commercial business operation (Domestic) from 28.11.2015 and EXIM Business operation commenced from 17.09.2016. The total throughput from 01.04.2016 to 31.03.2017 is 15,227 TEUs which is quite impressive for a startup company in its first year of operations. SCICL has handled 280 rakes in the FY 2016-17. The total container handled at MMLP, Pantnagar for the staid period is 22,229 TEUs and the revenue for the company from business operations through handling, transportation, storage etc. of container for the sand period was Rs,4.56 crores. The JVC is expected to emerge as a major logistics service provider for rail logistics for the rapidly industrializing State of Uttrakhand. The facility at Pantnagar has given rail access to CONCOR and significant volume is expected to move from this region. It will provide CONCOR with much needed rail access for tapping effectively the potential of the area and thereby divert more traffic from road to rail and will contribute in reducing carbon emission generated due to road transportation.

The Company, Punjab Logistics Infrastructure Limited (PLIL) is a Joint Venture Company of Container Corporation of India Limited (CONCOR) & Punjab State Container and Warehousing Corporation Limited (CONWARE). The company has developed a Logistics Hubs in the state of Punjab facilitating trade and industry of the state and putting them on International map. The authorized capital of the company was Rs,200,00,00,000/- (Rupees Two Hundred Crores only) as on 31st March, 2017. Against this, the paid up share capital of the company has been increased from Rs,139,40,00,000/- (Rupees One Hundred Thirty Nine Crores and Forty Lacs Only) to Rs,170,00,00,000/- (Rupees One Hundred and Seventy Crores Only) during the year under report.

The work related to phase-I has completed and commercial activity has already started for business operation. The terminal has been commercially notified by Railways as Private Freight Terminals for starting the commercial activities on March 2nd, 2017. After the notification, two numbers of rakes ran on PLIL siding. âFlagging off First Train runâ was done by General Manager /Northern Railways along with CMD/CONCOR on 3rd March, 2017.

The Company concentrated on the development of the project during the financial year ended 31st March, 2017. The earnings were from other sources during the year amounting Rs,47,52,430/-.

The above two companies i.e. SCICL & PLIL are also subsidiaries of your company as it is holding majority of shares in these companies.

While the existing Subsidiaries & Joint Ventures continued to perform to their full potential contributing to the growth of the core business of CONCOR, new strategic alliances were made.

- CONCOR entered into an agreement wherein CONCOR rakes have been provided exclusive access at the three rail connected terminals at Panipat, Jakhwada and Thimmapur.

- Further, an agreement was also signed with Kribhco Infrastructure Limited (KRIL) for exclusive use of KRIL''s Hazira terminal for Exim movement for Hazira Port .

- A MOU was signed between CONCOR & GIDC (Gujarat Industrial Development Corporation) for establishment of a Multi Modal Logistics Park at Dahej. Another MOU was signed between CONCOR & GIDB (Gujarat Infrastructure Development Board) during the Summit for establishment of an Inland Container Depot at Rajkot.

- A Memorandum of Agreement was signed between CONCOR and HAL for a further period of 5 years for Domestic and EXIM trade at HAL''s Ozar Airport at Nashik.

- A Memorandum of Agreement was signed between CONCOR and Airport Authority of India (AAI) subsidiary âAAI Cargo Logistics And Allied Services Company Ltd.'' for Management, Development and Operations of Air Cargo business at various AAI/JVC operated airports either jointly or through CONCOR independently.

- A Memorandum of Agreement was signed between CONCOR and Land Ports Authority of India for Operations and Management of Cargo Terminal at the Integrated Check Post (ICP), Raxaul.

WHOLLY OWNED SUBSIDIARIES

Keeping in view the losses incurred by the Company year after year despite implementation of various strategic measures, it was agreed that (a) company will not do any purchase/procurement during the year; and (b) leasing model for CA (Controlled Atmosphere) chambers would be followed for the year 2015-16.

Further, Committee of Secretaries (COS) in its meeting held on 13.07.2015 recommended that Ministry of Railways (MoR) may consider the possibility of divesting the Company to the Private sector. However, HSIIDC in their letter in December, 2015 refused to transfer land lease arrangements on which the facility has been constructed to any private entity, thus making divestment not a feasible option.

However, of late number of private parties has approached FHEL for taking the facility on rent for general warehousing purposes. Accordingly, a request was again made in Feb., 2017 to HSIIDC for transfer of the land lease in the name of FHEL and change of land use from Cold Chain complex to warehousing purpose. HSIIDC vide their letter of April, 2017 agreed in principle to transfer the land lease in the name of FHEL and the request for change of land use is under consideration by HSIIDC.

Due to poor apple crop in 2016-17, renting of CA Chambers was very badly hit. Presently, efforts are being made to lease out entire facility to interested parties on long term basis.

FHEL has incurred Net Loss of Rs,13.74 Crores during F/Y 2016-17 as against Net Loss of Rs,25.89 Crores during previous year (2015-16). As on 31.03.2017, accumulated losses of the company stood at Rs,153.75 Crores.

In order to expand its span of operations and make its presence felt in Air cargo business with a view to establish itself in this Industry, CONCOR formed a new company named CONCOR Air Ltd. (CAL), under the Companies Act 1956 in July, 2012. It is 100% subsidiary of CONCOR and has an authorized share capital of Rs,50 crores. The Objectives of CAL are:

- To undertake Air Cargo related activities in International as well as Domestic circuit.

- To contribute in the development of Air Cargo business of the country by providing end to end solutions to the customers through the mode of bonded trucking of Import/Export cargo from the various hinterlands to the Airports.

- To provide warehousing facilities to International & Domestic Air Cargo and to facilitate the clearance of EXIM & Domestic Air Cargo.

Domestic Air Cargo Concession:

In February, 2013 CONCOR Air Ltd. has entered into an agreement with MIAL under which SANTACRUZ AIR CARGO TERMIAL (SACT) has been developed by CONCOR Air Ltd. SACT is a State-of-the-art GREEN terminal with ultra-modern facilities for storage of cargo, handling, screening, cold storage etc. SACT was commissioned on 09.06.2016. Before commissioning of SACT, CAL had taken over the existing Domestic Common User Terminal of MIAL at Marol for operations w.e.f. 01.05.2013. At Marol CAL was handling domestic air cargo of four airlines viz; Indigo, Spicejet, Go Air and Vistara. With the commissioning of SACT, Jet Airways has also shifted its cargo to CAL.

International Concession Agreement:

CONCOR Air Ltd. has also entered into Concession Agreement with MIAL on 30.10.2013 for operations and management of International Air Cargo at ACC, Sahar. CAL has taken over operations at ACC from February, 2014. Thus, we have got an opportunity to show our capability in the field of International air cargo as well.

With taking over of International as well as domestic air cargo operations at CSIA Airport, which is one of the best International Airport in the world, CONCOR Air Ltd. is heading towards establishing itself in the field of International and Domestic air cargo industry. The company has earned net profit of Rs,7.84 crores after tax during 2016-17. The paid up equity capital of the company was Rs,36.65 Crores as on 31.03.2017.

The annual reports of the above four subsidiaries of CONCOR will be available on the website of the company at www.concorindia.com. Further, your company will make available the accounts of its subsidiaries upon request by any shareholder of the company.

CONSOLIDATED FINANCIAL STATEMENTS

The Consolidated Financial Statements of the Company prepared in accordance with the provisions of the Companies Act, 2013 and the relevant Accounting Standards (AS) issued by the Institute of Chartered Accountants of India forms part of the Annual Report of the Company.

HUMAN RESOURCE MANAGEMENT

Human Resource Management (HRM) in organizations is designed to maximize employee performance to achieve strategic objectives. HR is primarily concerned with the management of people within organizations, focusing on policies and systems. Being a progressive organization, CONCOR firmly believes in the strength of its most vital asset i.e. Human Resource.

CONCOR has adopted and aligned its HR strategy vis-a-vis systems & procedures taking into account the business objectives and competence building needed for the organization. HR strategy acts as a motivating factor for the employees who contribute to the core competence of the organization to create a match between the company''s future needs and the aspirations of individual employees.

CONCOR''s HR Philosophy is rooted in encouraging employee empowerment, growth and development of individuals by realizing their potential, encouraging innovative ideas and fair distribution of rewards.

CONCOR''s work culture is open and dynamic enabling employees to take initiative in jobs with active support of the top management.

CONCOR is an employer of choice and attracts the best available talent with skill sets required for the growth and development of the organization.

Right placement and refinement of employees is the primary function after induction by which CONCOR HR maintains alignment of individual performance and goals with that of CONCOR Goals.

CONCOR offers various voluntary benefits (apart from statutory benefits) to its employees. These are offered in the form of options to the employees to choose from a mix of perks and allowances available subject to a maximum ceiling. In addition to allowances and benefits covered in the cafeteria approach, additional perks in the form of residential accommodation; telephone instruments/service; advances and welfare amenities are available.

Provision has been made for timely delivery of HR services through Right to Service for Time Bound Delivery of HR Services and Benefits.

CONCOR has a performance oriented culture wherein contribution of every employee to the organization is measured and suitably rewarded. CONCOR has a sound and result oriented Performance Management System (PMS). The system promotes CONCOR''s philosophy of rewarding and recognizing meritocracy at all levels and support development of executives through a structured approach woven into the appraisal of the company.

CONCOR has an exclusive training centre at Gurgaon to cater to employees'' developmental needs. CONCOR conducts both In-house and Specialized topic based trainings as per organizational and employees needs from time to time. Feedback of employees and reporting authorities is reviewed constructively and accordingly next training calendar is scheduled. Employees are put to âOn the Job Training Programmes'' and are evaluated to get an understanding of the suitability of the employee for his/her right placement and also to understand specific developmental needs of employees.

CONCOR provides wider opportunities for growth to its employees. Being a young organization with an average age of employees at 40 years, it has formulated a comprehensive Performance Management System (PMS) in order to identify not only the job performance of the employee but also analysis of employee''s behavior and personality traits under various descriptions of personality. It gives an idea of employee''s training and developmental needs and thus contributes majorly to the succession planning of the individual and thereby helps in the analysis of an employee for his placement for a particular job.

CONCOR HR is a strategic business partner and the attrition rate is below 2% owing to CONCOR''s employee welfare and career development policies.

INDUSTRIAL RELATIONS

Sound and healthy Industrial Relations (IR) is the pivot around which the entire business operations revolve. CONCOR believes in community of interests and not in conflicts of interests. Various interest groups strive to further goals in the organization and resolution of conflicting interests in a positive manner reinforces faith in the system, besides imbibing strength to face external threats. CONCOR maintained industrial peace and harmony and no mandays were lost during the year. Positive IR has been the goal of HR department. CONCOR provides two way communication, participative culture, open platforms for discussion for ideas and motivation of the employees.

RESERVATION POLICY

CONCOR is a Central Government Public Sector Undertaking (PSU). It follows all Government mandates in true spirit.

The representation of such categories against the total strength of 1474 as on 31.03.2017 is as under:

Category	No. of Employees
Schedule Caste	211
Schedule Tribe	72
Other Backward Classes	358
Persons with Disabilities (PwDs)	32
Ex-serviceman	23

Further, the details of reserved category candidates who have been recruited/ appointed during the year 2016-17 are as under:

Category	No. of Employees
Schedule Caste	26
Schedule Tribe	06
Other Backward Classes	60
Persons with Disabilities (PwDs)	08
Ex-serviceman	09

SPECIAL ACHIEVEMENTS

Your company continued to excel in fields of its activities and was a proud recipient of the following awards in the year:

- Honoured for âOutstanding Contribution of PSUs in Transport Sectorâ at the Dainik Bhaskar 8th India Pride Awards 201617. The award was presented by the Shri Manoj Sinha, Hon''ble Minister of State, Ministry of Railways and Minister of State (Independent Charge) Ministry of Communications.

- Conferred the Dun & Bradstreet India''s Top PSU Awards 2016 under the âTransport Services'' sector. The award was presented by Shri. Anil Swarup, Secretary, Ministry of Coal, Government of India.

- âVigilance Excellence Award 2016â was conferred to CONCOR by Vigilance Study Circle at Hyderabad for conducting an outstanding study on Civil Works.

- âSKOCH BSE Awards 2016 for Achieving Market Leadershipâ.

- The Dun & Bradstreet India''s Top 500 Companies & Corporate Awards 2016 under the âTransportation & Logistics'' sector. The award was presented by Shri. Bibek Debroy, Member- NITI Aayog, Government of India.

- Honoured for âOutstanding Contribution of PSUs to Nation''s Make in Indiaâ for creating excellence in the Transport Sector by Hon''ble Union Minister for Urban Development, Shri M. Venkaiah Naidu at the Dainik Bhaskar 7th India Pride Awards 2015-16.

Ranking Among PSUs / Indian Companies

- CONCOR was ranked 195 in 2016 of Fortune 500 Indian companies.

- CONCOR has been ranked 25 (31 in 2016) in India''s Most Profitable PSU, by Fortune India.

ENERGY CONSERVATION AND TECHNOLOGY ABSORPTION

For energy conservation and technology absorption, Virtualization is being done in the servers of major applications, which is the latest technology, with the objective to reduce the hardware, power consumption and the cooling requirement.

The company is using fuel efficient Rubber Tyred Gantry Cranes and Reach Stackers Machines for handling of containers. Use of fuel efficient power packs to feed power supply to refrigerated containers while transporting to ports. Further use of energy efficient Rail Mounted Gantry Cranes and improved warehouse design is being used by making them more energy efficient.

In addition to above, to conserve energy and to reduce power requirement/ heat dissipation wherever possible, consolidation is practiced as per requirement.

FOREIGN EXCHANGE EARNINGS & OUTGO

During the year, there were no foreign exchange earnings. The details of foreign exchange outgo are as under:

(Rs, in crore)

Foreign exchange outgo	0.27
Import on CIF basis
a) Stores & Spares	7.08
b) Capital Goods	79.24

RESEARCH & DEVELOPMENT(R&D)

- Development of a Mobile Application as a customer friendly initiative for ease of doing business and with the objective of continuous visibility of Cargo. The functionalities available on the App as on date are Track & Trace of containers, Tariffs and other important information about the company. The functionality of this App is being developed further to be more comprehensive to meet all the requirement of Customers.

- Implementing E-filing & KYC across Terminals.

- Actively associating with Railways for prototype development and trials of 25 T higher Axle Load Wagons. Also retrofitting few existing rakes from 20.3 T Axle Load to 22 T Axle Load to run more Double Stack Trains.

PRESIDENTIAL DIRECTIVE(S)

Ministry of Railways vide its order no. 2011/PL/64/3/Pt.1, dated 29.04.2016, has issued orders stating that with the approval of The President of India, CPSEs are hereby directed that the total dividend for the financial year 2015-16 shall be paid at the rate of 40% of Profit After tax. Further, interim dividend for the financial year 2016-17 shall be 20 per cent higher than the interim dividend 2015-16 and total dividend for the FY 2016-17 shall be minimum 40 per cent of Profit after Tax.

RAJBHASHA

There has been considerable progress in the use of Official Language Hindi in Official work of CONCOR. The provisions of Section 3(3) of the Official Languages Act have been fully complied with and letters received in Hindi were also replied in Hindi. All efforts were made to correspond with offices situated in âA'', âB'' and âC'' regions in Hindi as per targets set by the Department of Official Language.

Quarterly meetings of Official Language Implementation Committee were held regularly under the chairmanship of Chairman & Managing Director to review the progress made in promoting use of Hindi in CONCOR and the decisions taken therein were properly implemented. During the year, all regional offices including corporate office were inspected in order to rectify shortcoming in use of Hindi in official work. 12 Hindi workshops on various topics were organized to create awareness amongst employees in regard to promote use of Hindi in their official routine work.

Hindi Pakhwara was organized from 14th to 28th September, 2016 in which 5 competitions were held and about 120 officials participated in these competitions. The winner were honored with Cash Prize and certificate. A Hindi Kavi Sammelan was also organized during pakhwara to promote Hindi language which was well received by CONCOR family.

62 employees were given Cash Awards for doing their official work in Hindi under âCONCOR Rajbhasha Puraskar Yojna'' for the year 2015-16. Two officials were awarded with Late Dr. Shankar Dayal Singh Smriti Puruskar 2015 for their significant contribution towards promoting Hindi in official work.

The Office organized a âHindi Kahani Vaachan'' competition for PSU''s under the aegis of Town Official Language Implementation Committee (PSU) Delhi on 06th January, 2017 in which 24 officials from various PSU''s participated. CONCOR was conferred with 2nd Prize by Secretary Official Language for excellence work in promoting Hindi.

CONCOR keeps its library enriched by acquiring Hindi Books of reputed authors on various streams of Hindi Literature. The Number of books in the Library has increased to 2,386 in which 1,730 are Hindi Books. 96 new Hindi Books were purchased during year 2016-17. Leading Newspapers as well as monthly and fortnightly magazines continue to be subscribed. To promote original writing in Hindi and familiarize with company''s activities, a quarterly magazine âMadhubhasika,'' has been published regularly. Good articles published in this magazine are also suitably awarded. It is also uploaded on the company''s website. CONCOR''s website is bilingual and all computers have Unicode facility to work in Hindi.

VIGILANCE

CONCOR''s Vigilance Division strives to endorse good corporate governance through twin strategies of promoting integrity, efficiency and transparency and curbing unethical practices in the organization. To achieve these objectives, Vigilance Department carries out preventive checks, suggests systematic improvements, organizes training programmes and recommends punitive actions wherever necessary. The following activities were undertaken during the financial year 2016-17.

Periodic surprise checks were conducted regularly keeping in view the vulnerable spots. During the year 2016-17, 14 Preventive / Surprise checks / CTE type checks were conducted at various offices of CONCOR and its subsidiaries. In addition, cases were investigated on the basis of complaints and other information. Suitable penal action was taken against erring officials and contractors. An amount of Rs,113.94 lakhs was recovered from various contractors/ customers during the financial year.

On the suggestion of Vigilance Division, respective user departments have issued 05 circulars for improvement in systems and procedures. In order to disseminate information among field functionaries, Vigilance Division organized 10 training programmes/ workshops in different Regions covering topical issues such as D & A Rules, Facets of Vigilance and Civil Engineering Works. An intensive review of internal software (ETMS, DTMS, CCLS) was undertaken in consultation with actual users and as many as 216 suggestions were received out of which 141 have been implemented while several more are under consideration. Information technology is being extensively utilized to effectively institute more transparent process like e-tendering, e-payments, e-receipts, e-filing, e-auction etc.

Vigilance Awareness Week (VAW) was observed in all offices of CONCOR with great zeal. CMD administered pledge to officials posted at Corporate Office on 31st Oct., 2016. Similar exercise was carried out by the respective Heads of Regional Offices/ Terminals in the fields. CVO administered Integrity Pledge to various stakeholders at CONCOR''s flagship container depot located at Tughlakabad on 31st Oct., 2016 to mark the beginning of VAW 2016. A link of e-pledge has been provided on the homepage of CONCOR''s website. More than 1100 employees have taken the e-pledge.

In order to motivate the employees to be alert on work place, the award for âThe Most Vigilant Employee of the Yearâ was constituted and this year, the award was given to Shri Kunj Bihari, Executive (C&O)/ North Central Region, during Vigilance Awareness Week 2016 .

A panel discussion was organized at Corporate Office on 01st Nov. 2016 where eminent representatives from private sector shared their views on combating corruption.

Vigilance Division organized first-ever Inter-College skit Competition on topic âCollective Action to Fight Corruptionâ at Shri Ram College of Commerce, University of Delhi on 2nd November, 2016 during Vigilance Awareness Week 2016. Several leading colleges of University of Delhi participated in the event that proved to be thought-provoking. A link of the event is available on You-Tube at https://www.youtube.com/watch?v=6QHTXgQZYiY.

Vigilance Study Circle, Hyderabad has conferred âVigilance Excellence Award-2016â to Vigilance Division of CONCOR. It was received by Sh Ashish Bhargav, Sr Manager/Technical, Corporate Office. Smt. Sushmita Singh, Dy. Manager (Vigilance)/ CONCOR has received âVigilance Excellence Award 2016-17â from Institute of Public Enterprise, Hyderabad.

DIRECTORSâ RESPONSIBILITY STATEMENT

Pursuant to Section 134(5) of the Companies Act 2013, your Directors hereby confirm that:

i. In the preparation of the annual accounts, the applicable accounting standards have been followed along with proper explanation relating to material departures.

ii. The Directors have selected such accounting policies and applied them consistently and 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 at the end of the financial year and of the profit and loss of the company for that period.

iii. The Directors have taken proper and sufficient care for the maintenance of adequate accounting records in accordance with the provisions of the Companies Act, 2013 for safeguarding the assets of the company and for preventing and detecting fraud and other irregularities.

iv. The Directors have prepared the annual accounts on a going concern basis.

v. The Directors have laid down internal financial controls to be followed by the company and that such internal financial controls are adequate and were operating effectively.

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

MANAGEMENT DISCUSSION AND ANALYSIS

The detailed Management Discussion and Analysis forms a part of this report at Annexure-A.

CORPORATE GOVERNANCE & GREEN INITIATIVE

As a responsible corporate citizen and to reduce carbon foot print, your Company has actively supported the implementation of âGreen Initiative''. Electronic delivery of notice of Annual General Meeting (AGM) and Annual Report is being done to those shareholders whose email ids are already registered with the respective Depository Participants (DPs) and downloaded from the depositories i.e. NSDL/CDSL and who have not opted for receiving Annual Report in physical form. Accordingly, unless otherwise desired by the shareholders, the Company sends all documents to the shareholders viz. Notice, Audited Financial Statements, Directors'' and Auditors'' Report etc. in electronic form to their registered e-mail addresses.

BUSINESS RESPONSIBILITY REPORT

For describing the initiatives taken by the companies from Environmental, Social and Governance perspective, under SEBI (LODR) Regulations it has been mandated that the top 500 listed entities, based on market capitalization to include Business Responsibility Report (BRR) as part of the Annual Report. SEBI has also issued circular no.CIR/ CFD/CMD/10/2015, dated 04.11.2015 providing the format for BRR reporting in which it has elaborated a disclosure framework mapping company''s performance on the nine Principles and Core elements. Accordingly, in compliance to the said circular and provisions of SEBI (LODR) Regulations, the Business Responsibility Report (BRR) is contained in a separate section in the Annual Report.

CORPORATE SOCIAL RESPONSIBILITY AND SUSTAINABLE DEVELOPMENT

CONCOR impetus towards sustainable development of all its stakeholders by undertaking various welfare activities under its CSR initiatives continued like previous years. As per new Companies Act 2013, CONCOR has formulated its CSR policy for the benefit of different segments of the society, specifically the deprived, underprivileged persons, groups, entities, etc. CONCOR has two Tier CSR Committee system for implementing its CSR activities. The Tier-I committee is headed by Chairman & Managing Director including One Independent Director as its member. The Tier-II committee is headed by ED(MIS & CSR) including two other senior officers & assisted by Sr. Manager (OL & CSR).

Under CONCOR''s CSR policy various thrust areas have been identified in accordance with the provisions of Companies Act, 2013 and include health & medical care, sanitation, education/literacy enhancement, community development and rehabilitation measures, environment protection, conservation of natural resources, natural calamities and infrastructure development, rural development etc.

CONCOR has executed it''s major projects in the area of education, health, sanitation, skill development & environment sustainability. Some of its CSR initiatives are as under:

- Solar lights have been provided in the un electrified rural areas of Bhadohi, Phoolpur, Shrawasti and Gazipur districts of Uttar Pradesh to benefit a large number of rural population as well as to improve their quality of life.

- Realizing the importance of providing education to girl child in society, it has provided infrastructural support to girls inter Collages in states of Maharashtra, Odisha, Haryana and Chattishgarh paving the way for better future of society by furthering the cause of girl education.

- Company has been proactive towards providing better health to its stakeholders & people residing near its facilities. For this purpose, it has organized 78 health camps at its 25 major terminals ranging from Tughlakabad (Delhi) to Tondiyarpet (Chennai) and Amingaon (Assam) to Khodiyar (Ahmadabad) to cover all parts of country to provide preventive health care facility to its stakeholders on quarterly basis through which nearly 56,000 stakeholders have been benefited. These health camps cater to the basic medical requirement like sugar, BP, E&T examination, physiotherapy and free distribution of medicines. Approximately 7,800 near vision spectacles distributed free of cost to beneficiaries in such camps. Company is quite sensitive towards people with disabilities and has distributed artificial assistive devices to nearly 500 such beneficiaries in the camps organized at its facilities during the year of report.

- Various skill development activities such as imparting training to OBC youths in 15 states through National Backward Classes Finance & Development Corporation got completed. Skill development training has also been provided to 500 SC youths in two districts of Uttar Pradesh in order to enable them to earn their livelihood on their own. Women belongings from SC/ST/OBC communities were provided training in beauty culture for their sustainable development in society.

- CONCOR is also contributing in upgrading passengers amenities at railways stations by providing water cooler, track cleaning machines, bio toilets, dry dustbins, solar panels etc at various railway stations including New Delhi and Vadodara stations of Indian Railways in order to provide better facilities to railways passengers.

- Similar to previous years, CONCOR continued to contribute in âSwachh Bharat Kosh'' set by Govt. of India for construction of toilet blocks in schools which have no toilet facility.

- CONCOR continued its support to destitute children of society by helping them in their education by arranging their education through âGodhuli'' in New Delhi benefiting such children.

- In order to support economically weaker children to pursue higher studies, CONCOR supported 30 such children in eastern district of Uttar Pradesh by providing free coaching as well as fooding & lodging for preparing higher courses like JEE,UPTU, WBJEE etc.

- CONCOR CSR activities are not limited to urban areas only, it has constructed Perishable Cargo Centre at Ghazipur, Uttar Pradesh in order to save fruits and vegetables getting wasted and ensuring better return to farmers who can store their surplus agri products in the PCC and earn more in order to strengthen their economics.

- In order to discourage drop outs and promote sanitation in schools, toilets blocks have been built in schools of Basti, Gautambudh Nagar, Uttar Pradesh, Bhiwani, Haryana, Kinnur, Kerala.

- CONCOR is more caring to the sections of society which is deprived, orphaned, abandoned neglected which is why it has provided them buildings, shelters etc in Delhi and Odisha.

- Out of the funds allocated as per Companies Act 2013, towards CSR Expenditure for FY 2016-17, an amount of Rs,24.45 crores has been disbursed towards various CSR activities during the year.

CONCOR is fully committed to benefits its stakeholders as per provisions of Companies Act by taking up various social welfare activities for sustainable development of society especially who need it most.

The particulars of CSR activities for the year in the form of the Annual Report on CSR activities is as per Annexure-D to this report.

RISK MANAGEMENT

As per the requirement of SEBI (LODR) Regulations, 2015, the Company is having a Board level Risk Management Committee. The particulars of Committee are stated in the Corporate Governance Report forming part of this Report. The Company has a well laid down Risk Management (RM) system to identify, evaluate risks and opportunities. The said system seeks to create transparency, minimize adverse impact on the business objectives and enhance the Company''s competitive advantage. The risk management system defines the risk management approach across the enterprise in various business activities. The RM structure has different risk models which help in identifying risks trend, exposure and potential impact analysis at Company level and also separately for business segments. It forms an integral part of the Company''s functioning and the Board of Directors are being regularly apprised about the status of various risk elements and the mitigation plans for the same.

INTERNAL CONTROL SYSTEMS AND ITS ADEQUACY

CONCOR''s Internal Control Systems are commensurate with its size, scale and complexity and nature of its business activities. Internal audit constitutes an important element in overall internal control systems of the company. The scope of work of the internal audit is well defined and is very exhaustive to cover all crucial functions and businesses of the company. The internal audit in the company is carried out by the independent professional firms appointed for this purpose. Further, the internal financial controls with reference to the Financial Statements are adequate.

The respective department of the company monitors and evaluates the efficacy and adequacy of internal control system in the Company, its compliance with operating systems and accounting procedures and policies. Based on the report of internal auditors'' necessary steps are taken at regular intervals to further strengthen the existing systems and procedures. The significant observations of internal auditors and corrective actions thereon are presented to the Audit & Ethics Committee of the Board at regular intervals.

PARTICULARS OF EMPLOYEES

The information required along with the disclosures to be made in accordance with the provisions of Section 197(12) of the Companies Act, 2013 read with the Rule 5 of Companies (Appointment and Remuneration of Managerial Personnel) Rules, 2014 as amended from time to time is as per Annexure-E and forms part of this report.

AUDITORS

Being a Government Company, the Comptroller & Auditor General (C&AG) of India had appointed Company''s Statutory and Branch/Regional Auditors for the financial year 2016-17. M/s. Arun K Agarwal & Associates, Chartered Accountants has been appointed as Company''s Statutory Auditors for the year 2016-17. The statutory auditors were appointed by C&AG vide its letter No.CA.V/COY/CENTRAL GOVERNMENT,CCIL(9)/1292, dated 01.09.2016. The Statutory Auditors of the company is being paid an audit fee of Rs,4,00,000/-. The Statutory Auditors have audited the Annual Financial Statements of the Company for the financial year ended on 31.03.2017.

The comments of the Comptroller and Auditor General (C&AG) of India, through letter No. PDA/RC/RPSU/32-65/ CONCOR/2017-18/377, dated 21st August, 2017 on the Audited Financial Statements of your Company for the financial year ended 31.03.2017 under the Companies Act, 2013 have been received. The Comments of C&AG for the financial year 2016-17 along with the Statutory Auditors Report of your company have been placed elsewhere in this Annual Report.

BOARD OF DIRECTORS

During the financial year 2016-17, eight meetings of the Board of Directors were held for transacting various businesses. During the year and upto the date of this report, the directorship in the company are under:

- Shri V. Kalyana Rama, Chairman and Managing Director w.e.f. 01.10.2016 [DIN: 07201556] [Director (Projects & Services) upto 30.09.2016]

- Dr. P. Alli Rani, Director (Finance) & CFO [DIN: 02305257]

- Shri Pradip K. Agrawal, Director (Domestic Division) [DIN: 07557080] (w.e.f. 01.07.2016)

- Shri Sanjay Swarup, Director (Intl. Mktg. & Ops.) [DIN: 05159435] (w.e.f. 01.09.2016.)

- Shri S. K. Sharma, Govt. Nominee Director [DIN: 07522844] (w.e.f. 22.05.2016)

- Shri Sanjay Bajpai, Govt. Nominee Director [DIN: 07549036] (w.e.f. 01.07.2016)

- Shri Kamlesh Shivji Vikamsey, Independent Director [DIN: 00059620] (w.e.f. 05.04.2016)

- Maj. Gen. (Retd.) Raj Krishan Malhotra, Independent Director [DIN: 07483272] (w.e.f. 05.04.2016 and upto 16.06.2017)

- Shri Sanjeev S. Shah, Independent Director [DIN: 00323163] (w.e.f. 05.04.2016)

- Shri Anil Kumar Gupta, Chairman and Managing Director [DIN: 00066328] (upto 30.09.2016)

- Shri Yash Vardhan, Director (Intl. Mktg. & Ops.) [DIN: 01842119] (upto 31.08.2016)

- Shri Arvind Bhatnagar, Director (Domestic Division) [DIN: 03564703] (upto 30.06.2016)

- Shri Manoj K. Akhouri, Govt. Nominee Director [DIN: 02293829] (upto 25.04.2016)

Shri Manoj K. Akhouri, part-time Government director ceased to hold the office of director CONCOR w.e.f. 25.04.2016 as they relinquished the charge of duty from the post of EDTT(F), Railway Board. CONCOR being a Government company, the directors on its board are appointed by the Ministry of Railways from time to time. Shri S. K. Sharma, was appointed part-time government director w.e.f. 22.05.2016 as per order no. 2004/PL/51/3 dated 06.05.2016 of Ministry of Railways. Shri Sanjay Bajpai was appointed part-time government director w.e.f. 01.07.2016 as per order no. 2004/PL/51/3 dated

10.06.2016 of Ministry of Railways. Shri Pradip K. Agrawal was appointed Director (Domestic Division) w.e.f. 01.07.2016 as per order no. 2015/E/(O)II/40/6, dated 30.06.2016 of Ministry of Railways. Shri Sanjay Swarup was appointed Director (International Marketing & operations) w.e.f. 01.09.2016 as per order no. 2015/E/(O)II/40/7, dated 05.07.2016 of Ministry of Railways. Shri V. Kalyana Rama was appointed Chairman and Managing Director w.e.f. 01.10.2016 as per order no. 2015/E/(O)II/40/13, dated 30.09.2016 of Ministry of Railways.

In terms of order of the Ministry of Railways, Government of India three non-official part-time (Independent) Directors were appointed on the Board of CONCOR on 05.04.2016. These Independent Directors were Shri Kamlesh Shivji Vikamsey, Maj. Gen. (Retd.) Raj Krishan Malhotra & Shri Sanjeev S. Shah. Maj. Gen. (Retd.) Raj Krishan Malhotra now ceased to be a director of CONCOR due to his sudden and untimely demise on 16.06.2017. CONCOR had already requested Ministry of Railways for appointment of five new independent directors in place of the independent directors who has either resigned or whose tenure has ended earlier.

RETIREMENT OF DIRECTORS BY ROTATION

As per the Companies Act, 2013 the provisions in respect of retirement of Directors by rotation will not be applicable to Independent Directors. In view of this, no Independent Director is considered to be retiring by rotation but all other directors will be retiring by rotation. Accordingly, one third among all other directors namely Dr. P. Alli Rani and Shri S. K. Sharma are liable to retire by rotation and being eligible, offer themselves for reappointment.

EVALUATION & REMUNERATION

As per Section 134 (3)(p) of the Companies Act 2013, the Board''s Report of a Listed Company shall include a statement indicating the manner of formal annual evaluation of Board, Individual Directors etc. The MoU signed between the company and the Govt. of India details out the parameters and initiatives that the company is required to undertake during that financial year. This MoU is evaluated at the end of the year by the Govt. and a performance rating is assigned to CONCOR based on its performance on the spelt out parameters. The terms of reference of Board Level Committees are approved by the Board. The minutes of Board Level Committees are placed before the Board for its perusal. Further, there is a well laid down procedure for evaluation of CMD and Functional Director''s performance. Department of Public Enterprises (DPE) has designed a format and laid down a procedure for filling up and evaluation of the Director''s performance. As soon as the concerned Director does self assessment, his evaluation is done next by CMD, then by Secretary, Heavy Industries and closed by the Minister-in-Charge. The tenure of Functional Directors as spelt out in their Terms and Conditions of Appointment is five years or the date of their superannuation, whichever is earlier.

As per Schedule IV of the Companies Act, 2013, on the basis of performance evaluation of Independent Directors, it shall be determined whether to extend or continue their term of appointment. Since the appointment of the Independent Directors is decided by the Govt. of India and as the tenure of Independent Directors is normally for a period of three years, also as decided by the Govt. of India, the Board is not in a position to decide their continuance or otherwise on the basis of performance evaluation. Ministry of Corporate Affairs has vide its notification dated 5th June, 2015 notified the Exemptions to Government Companies from the provisions of the Companies Act, 2013 which inter-alia provides that Sec. 134(3) (p) regarding statement on formal annual evaluation shall not apply to Government Companies in case the Directors are evaluated by the Ministry which is administratively in-charge of the company as per its own evaluation methodology. Further, in line with aforementioned exemptions, Sub-Sections (2), (3) & (4) of Sec. 178 regarding appointment, performance evaluation and remuneration shall not apply to Directors of Government Companies.

- Performance of the company under the MOU signed with Ministry of Railways.

- Performance with respect to the targets fixed for the respective director.

- In respect of CMD the evaluation includes self evaluation and final evaluation by the Ministry of Railways.

The independent directors in their separate meeting have also evaluated all other board members of the company and the same was found to be satisfactory.

CONCOR follows a robust Performance Management System (PMS) in compliance with the DPE instructions for evaluation of performance of its officials in Sr. General Manager and below grade. Format for evaluation comprises broad parameters for assessment of personal traits of the officials such as integrity, communication, cost consciousness, planning and organizing, job knowledge, continuous improvement, people management, collaboration, initiatives etc. and contribution of the official towards financial performance of the organization. The Key Result Areas (KRAs) are proposed by the appraise and approved by appraiser in the beginning of the year which is subject to mid-year review for further modification/improvement, if any. The officials are rated for their performance and Bell Curve approach is followed for payment of Performance Related Pay (PRP) as per DPE guidelines/instructions in this regard, suitably modified on the basis of ASCI (Administrative Staff College of India) recommendations for your company.

The Nomination & Remuneration Committee had taken note of the remuneration policy of the company and the procedure and policy for selection of the Directors, Senior Management and their remuneration.

RELATED PARTY TRANSACTIONS

The related party transactions that were entered into during the year were on an arm''s length basis and were in the ordinary course of business. Omnibus approval of the Audit & Ethics Committee was taken for the related party transactions which are of foreseen and repetitive nature. The transactions entered into pursuant to the omnibus approval so granted are placed before the Audit & Ethics Committee and the Board of Directors on a quarterly basis. The policy on related party transactions, as approved by the Board is uploaded on the Company''s website at http://www.concorindia.co.in/assets/pdf/ CONCOR_Policy_MRPT.pdf. Though there are no materially significant related party transactions entered by the company, the particulars as required under section 134(3) of the Companies Act 2013 are as per Annexure-F to this report.

SECRETARIAL AUDIT

Pursuant to the provisions of Section 204 of the Companies Act, 2013 and The Companies (Appointment and Remuneration of Managerial Personnel) Rules, 2014, the Company has appointed M/s Akhil Rohatgi & Company, a firm of Company Secretaries in Practice to undertake the Secretarial Audit of the Company. The Secretarial Audit Report from the auditor is annexed as Annexure-G to this report.

The Secretarial Auditor as well as the Auditor who has given Corporate Governance Compliance certificate had observed that the company is not having adequate number of independent directors. The remarks of the directors on the same are that the independent directors in the company are appointed by President of India, through Ministry of Railways, Government of India. The Company has repeatedly requested Ministry of Railways, Government of India for appointment of requisite number of independent directors on its Board. It is learnt that Ministry of Railways is in the process of appointing remaining required number of independent directors on the Board of CONCOR.

OTHER DISCLOSURES

The particulars forming part of the extract of the Annual Return in the form MGT- 9 is annexed as Annexure-H. In addition Statement pursuant to Section 129 of the Companies Act, 2013 (AOC-1) relating to Subsidiary Companies and Joint Ventures are as per Annexure-I.

PARTICULARS OF LOANS, GUARANTEES AND INVESTMENTS

During the year, your company has made investments and has disbursed loans to its subsidiaries and joint ventures. The particulars of which are as under:

(Rs, in Crore)

S.No	Name of Company	Loan/Investment	Amount
1.	M/s Fresh & Healthy Enterprises Ltd., Wholly Owned Subsidiary	Loan disbursed	4.45
		Loan recovered	Nil
		Investment made by converting loan into equity	Nil
2.	M/s Punjab Logistics Infrastructure Ltd., Subsidiary	Equity investment*	15.30

* Investments were made towards subscription of equity shares of Rs,10 each for cash at par.

The above loan disbursed to M/s Fresh & Healthy Enterprises Ltd. (FHEL) during the year 2016-17 for Rs,4.45 crores is bearing interest rate of 8.51% p.a. Your company has not accepted deposits from public as envisaged under Sections 73 to 76 of Companies Act, 2013 read with Companies (Acceptance of Deposit) Rules, 2014.

DISCLOSURE UNDER SEXUAL HARASSMENT OF WOMEN AT WORKPLACE (PREVENTION, PROHIBITION AND REDRESSAL) ACT, 2013

Container Corporation of India Ltd. (CONCOR) prohibits any kind of act of sexual harassment at work place and included the acts amounting to sexual harassment at workplace in its Conduct Rules and Certified Standing orders (as certified in 1998) and Discipline & Appeal Rules so as to prohibit any such Act. CONCOR constituted an Internal Complaints Committee in the year 2003 to receive and investigate complaints related to "Sexual harassment at workplace" following the guidelines issued by Hon''ble Supreme Court of India in "Visakha Vs. State of Rajasthan". The then committee included Senior Officer with Executive Director as its chairperson.

The company has re-constituted the âInternal Complaints Committee'' consisting of four members at the senior level including one external female member who is an advocate on record of Hon''ble Supreme Court of India. CONCOR has 166 female employees out of total 1474 employees. The company has created a conducive work environment free from any kind of harassment.

Only one complaint was received during the FY 2016-17 which was found to be an administrative complaint.

CEO & CFO CERTIFICATION

Certificate from Shri V. Kalyana Rama, Chairman and Managing Director and Dr. P. Alli Rani, Director (Finance) & CFO, pursuant to provisions of Regulation 17(8) of the SEBI (LODR) Regulations, for the year under review was placed before the Board of Directors of the Company at its meeting held on 25.05.2017. A copy of the said certificate on the financial statements for the financial year ended 31st March, 2017 is as per Annexure-J.

CODE OF CONDUCT

The Code of Conduct has been laid down for the Board Members and senior management. A copy of the same is available on the website of the Company.

CONCLUSION

Your Directors express their gratitude for continued co-operation, support and guidance in effective management of company''s affairs and resources provided by Government of India, in particular the Ministry of Railways, Customs, Ports and above all the customers who have continued to patronize the services provided by your Company.

The Directors also place on record their sincere appreciation for the continued support and goodwill of the esteemed Shareholders, Institutions, State Governments where company operates or is planning to expand its business and all other agencies who have helped your company in delivering excellent performance.

Your Directors acknowledge the constructive suggestions received from Statutory Auditors and Comptroller and Auditor General of India and are grateful for their consistent support and help.

Last but not the least, Your Directors would like to place on record its deep and sincere appreciation for the hard work, dedication, valuable contribution and unstinted efforts by the team CONCOR in steering the company to excellent performance and ensuring that it achieves greater milestones and scales the newer pinnacle of success.

For and on behalf of the Board of Directors

Sd/-

Date: 23.08.2017 (V. Kalyana Rama)

Place : New Delhi Chairman & Managing Director

Mar 31, 2015

Dear Members,

The directors are pleased to present their report on the business and operations of your company for the financial year ending on 31st March 2015.

FINANCIAL RESULTS

(Rs. in crores)

Particulars 2014-15 2013-14

Income from operations 5573.70 4984.55

Profit before depreciation & tax (PBDT) 1667.14 1473.58

Profit before tax (PBT) 1294.45 1284.25

Provision for tax 246.90 299.49

Profit aftertax (PAT) 1047.55 984.76

Profit available for appropriations 1047.55 984.76

APPROPRIATIONS:

Interim Dividend 155.98 136.48

Proposed Final Dividend 105.29 103.34

Corporate tax on dividend 52.62 40.76

Transferto general reserves 104.76 98.47

Balance carried to Balance Sheet 628.90 605.71

Earnings per share (Rs.) 53.73 50.51

DIVIDEND

Keeping in view the company's Capex requirements, the Board recommends a final dividend of 54% on the paid up share capital of Rs.194.97 crores. An interim dividend @80% has already been paid. The total dividend payment for the year 2014- 15 is Rs.261.27 crores as compared to Rs.239.82 crores (excluding dividend tax) for the FY 2013-14, which is an increase of 8.94% over previous year.

FINANCIAL HIGHLIGHTS

The operating turnover of your company registered a growth of 11.82% during the year under review, increasing from Rs.4,984.55 crores in the previous year to Rs.5,573.70 crores in the current year. Total expenditure increased by 14.19%, from Rs.4,072.02 crores in 2013-14 to Rs.4,649.87 crores in 2014-15. The profit before tax worked out to Rs.1,294.45 crores, higher by 0.79% over 2013-14. After making provisions for Income Tax, prior period/tax adjustments, the Net Profit available for appropriations stands at Rs.1047.55 crores, which is 6.38% higher than last year. This increase in Profit After Tax (PAT) is due to growth in the operating turnover and better cost management.

OPERATIONAL PERFORMANCE

The throughput of your Company increased during the year 2014-15 in comparison to the year 2013-14. The segment-wise comparison is as under:

Handling at Terminals (In TEUs) 2014-15 2013-14 % age growth

Exim 26,21,385 23,61,429 11.01%

Domestic 4,89,371 5,07,183 -3.51%

Total 31,10,756 28,68,612 8.44%

As can be seen, there has been an increase of 8.44% in the throughput. In terms of tonnage also the company carried a total tonnage of 36.18 million tons in current fiscal as against 32.93 million tons in previous fiscal (2013-14), resulting in an increase of around 10%.

CAPITALSTRUCTURE

During the year there has been no change in the capital structure of the company and its paid up share capital stands at Rs.194.97 crore. In the month of April 2015, Ministry of Railways, Government of India has transferred 6,013 equity shares to the Central Public Sector Enterprises Exchange Traded Fund (CPSE ETF) as loyalty bonus to retail investors. Therefore, after this transfer now Government of India shareholding in CONCOR has reduced to 61.79% from 61.80% in the previous year and accordingly the balance shares held by public are now 38.21 % which were 38.20% as at the end of previous year.

LISTINGAND DEMATERIALIZATION OF SHARES

CONCOR's shares are listed with the bourses i.e. Mumbai and National Stock Exchanges. The listing fees of both the stock exchanges have been paid.

To facilitate dematerialization of shares by its shareholders, CONCOR has signed agreements with both the Depositories (NSDL & CDSL). As per SEBI guidelines, CONCOR's shares have been placed under 'Compulsory Demat Mode'. Out of 19,49,74,191 equity shares listed on the Stock Exchanges, 19,49,71,773 equity shares were in demat mode as on 31.03.2015. The market capitalization of the company was Rs.30,882 crores as on 31.03.2015 (as per closing price on NSE).

CAPITAL EXPENDITURE

Capital Expenditure of Rs.746.01 crores approx. were incurred mainly on development/expansion of terminals, acquisition of wagons, handling equipments and IT Infrastructure, etc.

TERMINAL NETWORK EXPANSION

* As on 31.03.2015, the Company has total 63 Terminals, of which 13 are pure Exim Terminals, 35 are Combined Container Terminals and 15 are pure Domestic Terminals. During the year the company has strengthened the existing Terminal Network to provide efficient services to its customers. The Company invested approx. Rs.389.95 Crores on infrastructure development/augmentation activities for existing and new terminals.

* Development of fifteen Multi Modal Logistics Parks (MMLPs) is on the anvil. This should help your Company augment its handling capacity.

* In principle approval granted for setting up of green field Private Freight Terminal (PFT) at Vishakhapattnam and Jharsuguda by East Coast Railways and South East Railways respectively.

HIGH SPEED WAGONS, CONTAINERSAND HANDLING EQUIPMENTS

In order to strengthen and improve the service level, during the year under review 765 numbers of BLC and 235 number of BVZI brake van wagons were added to the existing fleet of CONCOR owned wagons, increasing the holding of high speed wagons to 11,754 numbers. Therefore, total wagon (BLC BLL BFKN BVZI) holding has gone upto 13,111 as on 31.03.2015.

As on 31.03.2015 your company has 20,247 (owned plus leased) containers and it also owns 52 Reach Stackers and 17 Gantry cranes.

INFORMATION TECHNOLOGY

Your Company continued to make progress in the field of Information Technology. The VSAT based network has been extended and now it covers 73 locations. The Terminal Management System for Domestic-DTMS, for EXIM -ETMS, ERPfor Oracle Financial, HR Payroll, Container Repair System, Operation system was implemented for the expanded network of terminals. A Data Warehouse Module for commercial applications on centralized architecture is running smoothly across field locations/Regional Offices and Corporate Office.

The Web enabled Customer interface through a dedicated Web Server is running successfully providing facilities to the customers. The Customer feedback facility system as implemented on the website enables us to constantly evaluate our performance and take corrective actions on Customer complaints and feedback.

Public Grievance lodging and monitoring system has been deployed on CONCOR's website for Grievance Redressal system. This system has been developed in line with the O.M. dated 18.02.2013 of Department of Administrative Reforms & Public Grievances. The objective of the system is to reduce time in addressing Grievance, to increase transparency and round the clock access for lodging and monitoring grievance.

The Electronic-filing of documents on the Commercial System initially provided at ICD/Tughlakabad has now been extended to all EXIM terminals which enables the customers to file their documents electronically from their own offices and on-line payment mode of NEFT/RTGS has been enabled. As part of Business Continuity plan, CONCOR has established Backup Site and Standby system at primary site for its commercial business critical applications. CONCOR has been re-certified ISO/IEC-27001 certification from STQC IT Certification Services (Ministry of Communication & Information Technology) for establishing an Information Security Management System (ISMS).

As an extension of existing HRMS, employee portal has been introduced. This system facilitates employees to access information regarding Salary/reimbursements, leave balance, PF statement, view their APAR online, Online submission of Annual Property return, pension details etc. and employee has the option of viewing the information on the screen and the printout of the same can also be taken for the record .Online payment systems for corporate office and all regions have been implemented from Oracle Financials.

The e-Tender system with e-payment facility for sale and Earnest Money Deposit (EMD) electronically, MSE exemptions has also been introduced. Recruitment on CONCOR's website is integrated with online payment gateway for collection of fees.

The e-Samarth application for Online Vigilance Clearances to handle bulk NOC request creation and approval and workflow driven system has been evolved. This has increased transparency and drastically reduced the total time of according NOC for various purposes.

The e-Voting was successfully done for CONCOR shareholders and File tracking system was implemented at corporate office of CONCOR.

STANDARDISATION/CERTIFICATIONS

As a result of commitment of your Company towards Quality Management System, it continues to enjoy ISO 9001:2008 Certification. Quality Policy clearly specifies a consistent improvement of Quality Management System and processes. The Policy has been prominently displayed at all locations of CONCOR. ISO Certification for most of the units of your company has been obtained. The Procedure &the Quality Manual of Quality Management System are being followed for improving processes with an aim to improve productivity and to provide cost effective services to customers in line with the objective of achieving higher customer satisfaction index. In its quest for maintaining high standards of Quality, your Company continues to take various actions during the period under review as follows:

a) There were periodical Management Review Meetings wherein various actions were taken, including Disaster Management, Safety Norms and Quality Standards.

b) There were Quality Audits undertaken by internal trained Quality Auditors from time to time. Special emphasis was made on "Swachh Bharat" campaign in physical cleanliness of the workstation and other places and proper stacking of files, records etc. for positive work environment.

c) There were number of units for which Annual Surveillance Audit was undertaken by an independent agency.

d) There were 16 nos. of Terminals for which recertification under ISO 9001:2008 Quality Standards was successfully obtained.

e) Officials at South Central Region and North West Region were imparted training on Quality standards.

f) As on 31.03.2015,58 Terminals (including Corporate Office and 8 Nos. Regional Offices) were ISO 9001:2008 Certified.

JOINT VENTURES/STRATEGIC ALLIANCES

Your company continued to place emphasis on providing total logistics and transport solutions to its customers by exploring the possibilities of expanding the presence of the company in all segments of Logistics value chain in the EXIM as well as Domestic segments. For an inclusive presence Strategic alliances are being firmed up, both for optimal utilization of infrastructure as well as expansion into other segments of the value chain.

Special emphasis is also being given to investments in new lines for capacity augmentation of freight carrying lines of Indian Railway. Towards the same, during the year your company has taken 26% stake in Angul Sukinda Railway Ltd (ASRL), an SPV constructing 104 km. Rail line between the two regions in Odisha which is expected to yield good financial returns other than giving the company direct access to two logistics parks being set up along this line.

SIDCUL CONCOR Infra Company Ltd. (SCICL), a Joint Venture Company with shareholding of 74% and 26% of -CONCOR and State Infrastructure & Industrial Development Corporation of Uttarakhand Ltd. (SIIDCUL) respectively has been incorporated for development of logistics park at vantage points in the state of Uttarakhand. The JVC is developing a MMLP at Pantnagar located approx. 300 mts away from Rudrapur-Haldwani State Highway and at a distance of approx. one km. from the NH-87 with connectivity through a proposed Road Over Bridge (ROB). Rail connectivity for the facility will be from the non electrified Rampur-Kathgodam section of Izzatnagar Division, NE Railways. A new connecting station approx. 8 kms.from RudrapurCity Railway station and 6 kms. from Haldi Road station is being developed as part of project.

Punjab Logistics Infrastructure Ltd. (PLIL), a Joint Venture Company with shareholding of 51% and 49% of CONCOR and CONWARE respectively has been incorporated for development of logistics parks at vantage points in the state of Punjab. The JV Company is presently in process of developing a Multi Modal Logistics Hub (MMLH) located off Ludhiana - Malerkotla State Highway at a distance of approx. 20 kms. from the NH-1. Rail connectivity will be planned from single line non electrified Ludhiana - Dhuri - Jakhal section of Ambala Division of Northern Railway which is being developed as a feeder route of the Western DFC. The facility is expected to benefit from double decker carriage of containers at least between Rewari and gateway ports thereby avail advantage of reduced inland haulage costs.

The above two companies i.e. SCICL & PLILare also subsidiaries of your company as it is holding majority of shares in these companies.

WHOLLY OWNED SUBSIDIARIES

CONCOR had incorporated M/s. Fresh and Healthy Enterprises Limited (FHEL) in the year 2006 as its wholly owned subsidiary to create world class cold storage infrastructure in the country, to provide complete cold chain logistics solutions to the various stakeholders in this field.

CONCOR continued to hold 100% of the paid up equity share capital of FHEL. During the financial year 2014-15, the paid up equity share capital of FHEL increased from c76.43 Crores to Rs.145.67 Crores on account of conversion of outstanding loan of Rs.70 Crores due to CONCOR, by issue&allotment of6,92,38,378 equity shares of Rs.10 each at premium of Rs.0.11 per share.

During the year under review, FHELearned operating profit of Rs.1.44 Crores as against operating loss of Rs.20.68 Crores of last year. As on 31.03.2015, accumulated losses of the company stood at Rs.114.36 Crores.

In order to expand its span of operations and establish its presence in the Air cargo business, CONCOR had formed a new SPV (Special purpose vehicle) named CONCOR Air Ltd. in July, 2012. It is a wholly owned subsidiary of CONCOR and has an authorized share capital of Rs.50 crores. The main objective of this venture is to undertake air Cargo related activities in International and Domestic circuit. The overall objective is to contribute in the development of air cargo business of the country by providing end to end solution to the customer through the mode of bonded trucking of import/export cargo from various hinterlands locations, including ICDs, CFS, AFS to the Airports. In addition, it will facilitate the clearance and warehousing of international and domestic air cargo. To achieve its objectives CONCOR Air Ltd. has entered into concession agreement with Mumbai International Airport Ltd. (MIAL) at Chattrapati Shivaji International Airport(CSIA), Mumbai in the field of domestic and international air cargo handling activities. The concession arrangement with MIAL for domestic and international air cargo are as under:

Domestic: In February 2013 it entered into an agreement with MIAL under which SANTACRUZ AIR CARGO TERMINAL (SACT) is being developed by it. SACT will be a State-of-the-art terminal with ultra-modern facilities for storage of cargo, handling, screening, cold storage etc., where it will undertake the operations and management of domestic cargo. Until the SACT gets operational, it has taken over the existing domestic common user terminal of MIAL for operations where it is dealing with the in-bound and out-bound domestic air cargo of airlines viz; Indigo, Spicejet, Go Air, Vistara and is likely to start operations with new airlines and E & M commerce business.

International: it has also entered into concession with MIAL in October, 2013 for operations and management of international air cargo business at Air Cargo Complex (ACC), Sahar (Mumbai) for a period of 3 years. It has taken over the operations at ACC in February, 2014 and is handling nearly 34 international airlines at the facility, including some major ones like Malaysian Airline, Sri Lankan, Lufthansa, Cathay Pacific, Emirates, etc.

With the beginning of International as well as domestic air cargo operations at CSIA, Mumbai which is one ofthe major air cargo terminal in India handling almost 60% of country's air cargo; CONCOR Air Ltd. is heading towards establishing itself well in the air cargo industry. The company has earned net profit of Rs.11.34 crores after tax during 2014-15. As on 31.03.2015, the paid up equity capital ofthe company stood at Rs.36.65 Crores.

The annual reports of the above four subsidiaries of CONCOR will be available on the website of the company (www.concorindia.com) and will also be available for inspection by any member ofthe company at the registered office of CONCOR. Further, your company will make available the accounts of its subsidiaries upon request by any shareholder of the company.

CONSOLIDATED FINANCIAL STATEMENTS

The Consolidated Financial Statements ofthe Company prepared in accordance with the provisions ofthe Companies Act 2013 and the relevant Accounting Standards (AS) issued by the Institute of Chartered Accountants of India forms part of the Annual Report ofthe Company.

HUMAN RESOURCE MANAGEMENT

Human Resource Management (HRM) function in the organizations is designed to maximize employee performance and is an employer's strategic objectives. HR is primarily concerned with the management of people within organizations, focusing on policies and systems. Being a progressive organisation, CONCOR firmly believes in the strength of its most vital asset i.e. Human Resource.

CONCOR has adopted and aligned its HR strategy vis-a-vis systems & procedures taking into account the business objectives and competence building needed for the organisation. HR strategy acts as a motivating factor for the employees who contribute to the core competence ofthe organisation to create a match between the company's future needs and the aspirations of individual employees.

Strategic recruitment is the major element through which CONCOR HRM initiates strategic alignment of its corporate goals with that of individual employees' goals. CONCOR plans and reviews its manpower requirements not only on the basis of superannuation and resignation numbers but we primarily focus on upcoming and future requirements of the organisation. Modes of selection are also planned in the same manner.

Right placement and refinement of employees is the primary function after induction by which CONCOR HR maintains alignment of individual performance and goals with that of CONCOR Corporate targets.

CONCOR has an exclusive training centre at Gurgaon to cater to employees' developmental needs. We conduct both In- house and Specialised topic based trainings as per organisational and employees needs from time to time. Feedback of employees and reporting authorities is reviewed constructively and accordingly next training calendar is scheduled. During the year, 171 officers were imparted training out of strength of total 280 officers on our rolls as on 31.03.2015. Employees are put to 'On the Job Training Programmes' and are evaluated to get an understanding of the suitability of the employee for his/her right placement and also to understand specific developmental needs of employees.

CONCOR provides wider opportunities for growth to its employees. Being a younger organisation with an average age of employees at 36-40 years, it has formulated a comprehensive Performance Management System (PMS) in order to identify not only the job performance of the employee but also makes an analysis of employee's behaviour and personality traits under various descriptions of personality. It gives an idea of employee's potentiality training and developmental needs and thus contributes majorly to the succession planning of the individual and thereby helps in the analysis of an employee for his placement for a particular job.

With a view to keep our below board level employees/ officers prepared for the future requirement of the organisation, young managers have been placed as the head of the terminals and departments, under Group General Managers and Executive Directors who have been placed as Head of the Regions and departments.

CONCOR HR is a strategic business partner and the attrition rate is below 1.5% owing to CONCOR employee welfare and career development policies.

INDUSTRIAL RELATIONS

Sound and healthy Industrial Relations (IR) is the pivot around which the entire business operations revolve. CONCOR believes in community of interests and not in conflicts of interests. Various interest groups strive to further goals in the organisation and resolution of conflicting interests in a positive manner reinforces faith in the system besides imbibing strength to face external threats. CONCOR maintained industrial peace and harmony and no mandayswere lost during the year. Positive IR has been the goal of HR department. CONCOR provides two way communication, participative culture, open platforms for discussion for ideas and motivation of the employees.

RESERVATION POLICY

CONCOR is a Central Government Public Sector Undertaking (PSU). It follows all Government mandates in true spirit. In a recent Parliamentary Committee visit to the company, the Committee was satisfied with the compliance of Government directives on this aspect.

The representation of such categories against the total strength of 1335 as on 31.03.2015 is as under:

Category No. of Employees

Schedule Caste 198

Schedule Tribe 70

Other Backward Classes 304

Persons with Disabilities (PwDs) 24

Ex-serviceman 16

Further, the details of reserve category candidates who have been recruited/ appointed during the year 2014-15 are as under:

Category No. of Employees

Schedule Caste 11

Schedule Tribe

Other Backward Classes 24

Persons with Disabilities (PwDs) 06

Ex-serviceman Nil

No. of employees in the company, including permanent employees on the rolls of the company as on 31.03.2015 are 1335.

SPECIALACHIEVEMENTS

Your company continued to excel in fields of its activities and was a proud recipient of the following awards in the year:

* 'Navratna' status by the Government of India with effect from 23.07.2014 and at present it is the first and only 'Navratna' CPSE of Indian Railways. In this regard, Hon'ble President of India, Shri Pranab Mukherjee felicitated CONCOR on 05.11.2014 at Vigyan Bhawan.

* Felicitation by Economic Times Group Co. (ET Edge) in recognition of outstanding efforts in Supply Chain Management & Logistics Industry in India. The shield was presented by Hon'ble Minister for Civil Aviation Shri P. Ashok Gajapathi Raju to CMD/CONCOR in Delhi on 25.06.2014.

* SKOCH Order of Merit in the field of Corporate Social Responsibility and Sustainability was conferred to the company on 20.11.2014 by Hon'ble Union Minister, Shri Venkaiah Naidu.

* Proud recipient of the prestigious Dun & Bradstreet - Corporate Awards-2014 being adjudged for the best company in Indian Logistics Services.

* Exim India coveted prize of best Inland Container Depot operator of the year for 2013 in a glittering ceremony in Mumbai.

* Recipient of SUPPLY CHAIN AND LOGISTICS EXCELLENCE AWARDS "SCALE AWARDS - 2013" instituted by CII - Institute of Logistics under Category of "Container Logistics: ICD, CFS, Rail, Logistics Park" on 22.05.2014.

* M/s CARE (CREDITANALYSIS & RESEARCH LTD.) has re-affirmed 'CARE AAA(Is)' (Triple A Issuer) for CONCOR and defined it as "Issuers with this rating are considered to offer the highest degree of safety regarding timely servicing of financial obligations. Such issuers carry lowest credit risk".

ENERGY CONSERVATION AND TECHNOLOGYABSORPTION

The relevant information on conservation of energy and technology absorption stipulated under Section 134 of the CompaniesAct, 2013 read with Rule 8 of The Companies (Accounts) Rules, 2014, are as under:

For energy conservation and technology absorption, virtualization is being done in the servers of major applications, which is the latest technology, with the objective to reduce the hardware, the power consumption and the cooling requirement.

To save power, the multiple servers are also being controlled through single console instead of having the separate monitors, which save power as well as reduce cooling requirement. Most of the CRT monitors have been replaced by LCD/LED monitors, which have reduced the power requirement drastically. Most of the latest CPU/ Monitors / Printers of desktops /laptop are configured in power saving mode. To conserve the energy and to reduce power requirement/ heat dissipation wherever possible, consolidation is practiced as per the requirement.

In addition to above, your company has consulted M/s Energy Efficiency Services Limited, a Joint Venture of PSUs of Ministry of Power, Government of India which has undertaken the energy audit of its unit at Dadri and its recommendations are being implemented.

RESEARCH & DEVELOPMENT (R&D)

Adhering to MOU target for 2014-15 signed between CONCOR & Ministry of Railways, your company completed well before the scheduled date the following studies:

(i) DesignofCargo Logistics facilities at Kathuwas.

(ii) Operation Research Study for evolving better container inventory management at Rail Transshipment Hubs on DFC.

(iii) Study of SFTO policy with a view to ascertaining its benefits and investment options, for CONCOR.

SUSTAINABLE DEVELOPMENT

In terms of MOU signed between CONCOR & Ministry of Railways, your company has completed successfully the following targets under CSR & Sustainability:

(i) Completion of Energy Audit in ICD, Dadri (U.P.).

(ii) Construction of 60 water harvesting tanks in an Apple growing village in Himachal Pradesh (H.P.).

(iii) Coverage of 200 households for solar lighting in rural India after baseline survey.

FOREIGN EXCHANGE EARNINGS & OUTGO

During the year, there were no foreign exchange earnings. The details of foreign exchange outgo are as under:

(Rs. in lakh)

Foreign exchange outgo 18.35

Import on CIF basis

a) Stores & Spares 103.73

b) Capital Goods 1889.91

PRESIDENTIAL DIRECTIVES

No Presidential Directives were received from the Government during the financial year 2014-15.

RAJBHASHA

There has been considerable progress in the use of Official Language Hindi in Official work of CONCOR. The provisions of Section 3(3) of the Official Languages Act have been fully complied with and letters received in Hindi were also replied in Hindi. All efforts were made to correspond with offices situated in 'A', 'B' and 'C' regions in Hindi as per targets set by the Department of Official Language.

Quarterly meetings of Official Language Implementation Committee were held regularly under the chairmanship of Chairman and Managing Director to review the progress made in promoting use of Hindi in CONCOR and the decisions taken therein were properly implemented. During the year offices of all the regions were inspected by Rajbhasha Adhakari. A total 10 Hindi Workshops were organized to create the interest towards Hindi amongst employee in which 170 officers/ employee have taken part.

Hindi Pakhwara was organized from 12th to 26th September 2014 in which 5 competitions were held. About 120 officials participated in these competitions. The winner of competition were honored with cash prize and certificate. A Kavi Sammelan of famous poet was also organized during the pakhwara to promote Hindi literature. 62 employees were given cash awards for doing their official work in Hindi under 'CONCOR Rajbhasha Puraskar Yojna' for the year 2013-14. Two officials were awarded with Late Dr. Shankar Dayal Singh Smriti Puruskar 2013 for their significant contribution towards promoting Hindi in official work.

The Office organized a 'Vyangya Lekhan 'competition for PSU's under the aegis of Town Official Language Implementation Committee (PSU) Delhi on 14th November 2014 in which 24 officials from various PSU's participated.

To assess the progress made in the use of Official Language, Sub Committee of Parliament on Official Language inspected regional office at Mumbai on 07th January 2015. The Committee was satisfied with the efforts made by CONCOR in implementing progressive use of Hindi in its official works.

CONCOR has enriched its library with books of reputed Hindi authors. The Number of books in the Library has increased to 1510. Leading Hindi Newspapers as well as monthly and fortnightly magazines continue to be subscribed. To promote original writing in Hindi and to give a vide publicity of consolidated activities of the company, 'Madhubhasika' a literary magazine continues to be published quarterly. Excellent articles published in this magazine are also suitably rewarded. It is also uploaded on the company's website for public.

CONCOR's website is bilingual and all computers have Unicode facility to work in Hindi.

VIGILANCE

During the year 2014-15, the main thrust of the vigilance division was to study system, procedures and to suggest to management the improvements required in view of such studies. To achieve this objective, major emphasis was given on preventive and pro-active vigilance campaign, visit to various terminals and making the system transparent and efficient. The Vigilance Department directed its efforts towards disseminating awareness at all levels in the organization. In this context, interaction was held at all levels of functionaries of the company, covering issues of transparency, accountability and integrity.

Fourteen Preventive / Surprise / CTE type Checks at various Regional offices / Inland Container Depots / Container Freight Stations had been conducted. In addition, cases were registered / investigated on the basis of complaints and other information.

During the year 2014, Vigilance Branch studied the working of M/s Fresh & Healthy Enterprises Ltd (FHEL). The study was awarded 'Vigilance ExcellenceAward 2014' by Vigilance Study Circle, Hyderabad in the month of July 2014. This award was given by Central Vigilance Commissioner Shri Pradeep Kumar, at Hyderabad.

A sum of Rs.4.00 crores was recovered from various contractors/ customers during the financial year. Further, an amount of Rs.85.23 lakhs was withheld from the contractor on account of substandard work. In addition, 10 improvements in systems and procedures were recommended to various functional divisions on the basis of experience gained through preventive checks and other investigations. The system improvements have been adopted and implemented, which are aimed at improved physical and financial performance in various terminals.

Suitable penal action was taken against erring officials and contractors.

In order to motivate the employees to be alert in workplace, it is important that the vigilant employee is rewarded suitably so that they set example for others. It has been decided to constitute an award for "The Most Vigilant Employee of the Year". This award shall be given every year in the form of shield/trophy bearing the winners name along with citation during the Vigilance Awareness Week.

The Vigilance Awareness Week was observed in Corporate Office as well as in Regional Offices & Terminals by undertaking various activities. 12 training programmes/workshops were organized in different regions in order to create awareness about various aspects of vigilance.

DIRECTORS' RESPONSIBILITY STATEMENT

To the best of their knowledge and belief and according to the information and explanations obtained by them, your Directorsmake the following statements in terms of Section 134(3)(c) of the Companies Act, 2013:

i) In the preparation of the annual accounts, the applicable accounting standards have been followed along with proper explanation relating to material departures.

ii) The Directors have selected such accounting policies and applied them consistently and 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 at the end ofthe financial year and of the profit and loss account of the company forthat period.

iii) The Directors have taken proper and sufficient care for the maintenance of adequate accounting records in accordance with the provisions of the Companies Act, 2013 for safeguarding the assets ofthe company and for preventing and detecting fraud and other irregularities.

iv) The Directors have prepared the annual accounts on a going concern basis.

v) The Directors, have laid down internal financial controls to be followed by the company and that such internal financial controls are adequate and were operating effectively.

vi) The directors have devised proper systems to ensure compliance with the provisions of all applicable laws and that such systems were adequate and operating effectively.

MANAGEMENT DISCUSSION AND ANALYSIS

The detailed Management Discussion and Analysis forms a part of this report at Annexure-A.

CORPORATE GOVERNANCE & GREEN INITIATIVE

Your Company has taken structured initiatives towards Corporate Governance & its practices are appreciated by various stakeholders. Your Company believes in the principle that good Corporate Governance establishes a positive organizational culture and it is evident by responsibility, accountability, consistency, fairness and transparency towards its stakeholders. As per clause 49 of the Listing Agreement with the Stock Exchanges and DPE guidelines on Corporate Governance, a separate report on Corporate Governance practices followed by the Company forms part ofthis Report at Annexure-B.

A Practicing Company Secretary has examined and certified your Company's compliance with respect to conditions enumerated in clause 49 of the Listing Agreement and DPE guidelines on Corporate Governance. The certificate forms part ofthis Report at Annexure-C.

As a responsible corporate citizen and to reduce carbon foot print, your Company has actively supported the implementation of'Green Initiative'. Electronic delivery of notice of Annual General Meeting (AGM) and Annual Report is being done to those shareholders whose email ids are already registered with the respective Depository Participants (DPs) and downloaded from the depositories i.e. NSDL/CDSL and who have not opted for receiving Annual Report in physical form. Accordingly, unless otherwise desired by the shareholders, the Company proposes to send all documents to the shareholders viz. Notice, Audited Financial Statements, Directors' and Auditors' Report etc. henceforth in electronic form to their registered e-mail addresses.

BUSINESS RESPONSIBILITY REPORT

For describing the initiatives taken by the companies from Environmental, Social and Governance perspective, SEBI has vide its Circular CIR/CFD/DIL/8/2012 dated 13.08.2012, mandated the top 100 listed entities, based on market capitalisation at BSE and NSE, to include Business Responsibility Report (BRR) as part of the Annual Report. The Stock Exchanges have accordingly amended the listing agreement incorporating therein the provisions for giving BRR by the companies as part of their annual report. The BRR provides a disclosure framework based on National Voluntary Guidelines(NVGs) which maps the company's performance on the nine Principles and Core elements. Accordingly, in compliance to the said circular & provisions of listing agreement the Business Responsibility Report (BRR) is contained in a separate section in the Annual Report.

CORPORATE SOCIAL RESPONSIBILITY

CONCOR has been working towards sustainable development of all its stakeholders by undertaking various welfare activities under its CSR initiatives. As per new Companies Act 2013, CONCOR has formulated its CSR policy for the benefit of different segments of the society, specifically the deprived, underprivileged and differently abled persons, groups, entities, etc. CONCOR has two Tier CSR Committee system for implementing it's CSR activities. The Tier-I committee is headed by Chairman & Managing Director including One Independent Director as it's member. The Tier-II committee is headed by ED(MIS& CSR) including two other senior officers & assisted by Sr. Manager (OL& CSR).

Under CONCOR's CSR policy various thrust areas have been identified which are in accordance with the provisions of Companies Act, 2013 and include health & medical care, education/literacy enhancement, community development and rehabilitation measures, environment protection, conservation of natural resources, natural calamities and infrastructure development, etc.

CONCOR has executed it's major projects in the area of education, health, skill development & environment sustainability. Some of it's CSR initiatives are as under:

* Support towards constructing classrooms in six schools of GANJAM District in the state of Odisha which witnessed havoc of cyclone 'Phailin' for the benefit of school children. Assistance was provided to ITI Srinagar and Pantnagar Polytechnic in the State of Uttrakhand towards infrastructural development which got damaged in Uttrakhand cloudburst. Financial help has also been extended to Odisha State Disaster Management Authority (OSDMA) for construction of two cyclone shelters in Balasore district of Odisha which is prone to frequent cyclone.

* For it's commitment towards conservation of environment it has taken up projects for rainwater harvesting, solar energy, etc. in association with The Energy & Resource Institute (TERI) in the state of Himachal Pradesh. In Himachal Pradesh, 120 Apple growing farmers have been provided rain water harvesting tanks including various equipments like anti hail nets, power sprayers, pruners, planting material of high apple yielding varieties, etc. as well as technical training that will help them in increasing their Apple yields in the districts of Shimla & Kullu. Nearly three thousand farmers will benefit from this activity.

* In order to improve the lives of villagers of un-electrified villages of Jodhpur and Sirohi district of Rajasthan which include a large segment of underprivileged section of society, company has undertaken a project to provide two point home lighting solar lights, mobile charger facility, solar lalterns to 3600 families in association with Central Electronics Limited, a Central PSU of Government of India.

* Realizing the importance of providing education to girl child in society, it has provided infrastructural support to a girl inter Collage in Gautambudh Nagar, U.P. by way of constructing rooms, toilet blocks, providing computers, books, etc. which will help 500 girls to continue their study.

* CONCOR is also well aware with it's responsibility of bringing the marginlised, weaker section of society into the main stream. In this direction, it has taken up a project for the dependants of Safai Kramcharis by sponsoring their skill development training with the help of National Safai Kramchairis Finance Development Corporation (NSKFDC) wherein 240 such dependents are undergoing skill development training in garment sector with a provision of their suitable placement.

* Company has been proactive towards providing better health to its' stakeholders & people residing near it's operational area. For this purpose, it has organized 100 health camps at it's 29 major terminals ranging from Tuglakabad (Delhi) to Tondiyarpet (Chennai) and Amingaon (Assam) to Khodiyar (Ahemdabad) to cover all parts of country to provide preventive health care facility to its stakeholders on quarterly basis through which nearly 21,923 stakeholders have been benefited, including deprived classes of society. These activities have been carried out with the association of reputed organizations in the field. Near & distance vision spectacles are distributed free of cost to beneficiaries in such camps.

* Assistance to violence affected children in persuing their studies in the districts of Doda, Kulgam, Pulwama and Srinagar in the state of Jammu & Kashmir and Churachandpur and Thamenglong districts of Manipur in which nearly 585 such children studying upto class XIIth standard have been provided assistance to enable them to continue their studies.

* In order to provide skill development training to 2,220 youths of backward classes, Company has entered into a MOU with National Backward Classes Finance Development Corporation who will provide training to these youths in the field of Apparel Production Supervision and Quality Control (APSQC), Garment Construction Techniques (GCT), Industrial Sewing Machine Operation (Basic and Advance) (ISMO-B&A) in the states of Uttar Pradesh, Punjab, Haryana, Karnataka, TamilNadu, Kerala, Andhra Pradesh, West Bengal, Odisha, Bihar,Jharkhand, Manipur, Madhya Pradesh, Gujarat and Chhatisgarh.

* Under Swachh Bharat Abhiyan, Company has contributed an amount of Rs.3.5 crore to 'Swachh Bhart Kosh' set up by Govt. of India towards construction of toilets in schools. Besides company has also taken up construction of toilets in the states of Rajasthan, Tamilnadu and Haryana. Considering the respect the river Ganga commands among people of country, CONCOR has contributed an amount of Rs.3.50 Crore towards rejuvenation of river Ganga in Clean Ganga Fund setup by Govt. of India.

* In order to provide solar lights to weavers of Sant Ravi Das Nagar of Uttar Pradesh 1,000 solar street lights are being installed to illuminates the lives of weavers and those who work in Carpet Industry.

Out of the funds allocated towards CSR Expenditure for FY 2014-15, an amount of Rs.20.56 crores had been disbursed towards various CSR activities. The unspent amount in terms of Companies Act, 2013 is being carried forward and the same will be spent in the following year and the particulars in this regard are furnished in theAnnual Report on CSR activities as per Annexure-D to this report.

CONCOR is committed to implement its CSR policy in letter & spirit by taking up various welfare projects including environment sustainability for the betterment of it's stakeholders as well as weaker sections of the society to enable them to grow and prosper together.

RISKMANAGEMENT

As per the requirement of Clause 49 of the Listing Agreement, the Company has constituted a Risk Management Committee. The particulars of Committee are stated in the Corporate Governance Report forming part of this Report. The Company has a well laid down Risk Management (RM) system to identify, evaluate risks and opportunities. This said system seeks to create transparency, minimize adverse impact on the business objectives and enhance the Company's competitive advantage. The risk management system defines the risk management approach across the enterprise in various business activities including documentation and reporting. The RM structure has different risk models which help in identifying risks trend, exposure and potential impact analysis at Company level and also separately for business segments. It forms an integral part of the Company's functioning and the Board of Directors are being regularly apprised about the status of various riskelements and the mitigation plans for the same.

INTERNAL CONTROLSYSTEMS AND ITS ADEQUACY

CONCOR's Internal Control Systems are commensurate with its size, scale and complexity and nature of its business activities. Internal audit constitutes an important element in overall internal control systems of the company. The scope of work of the internal audit is well defined and is very exhaustive to cover all crucial functions and businesses of the company. The internal audit in the company is carried out by the independent professional firms appointed for this purpose.

The respective department of the company monitors and evaluates the efficacy and adequacy of internal control system in the Company, its compliance with operating systems and accounting procedures and policies. Based on the report of internal auditors' necessary steps are taken at regular intervals to further strengthen the existing systems and procedures. The significant observations of internal auditors and corrective actions thereon are presented to the Audit & Ethics Committee of the Board at regular intervals.

PARTICULARS OF EMPLOYEES

The information required in accordance with the provisions of Section 197(14) of the Companies Act, 2013 read with the Rule 5(2) of Companies (Appointment and Remuneration of Managerial Personnel) Rules, 2014 is NIL, as no employee has drawn remuneration in excess of amount specified in said Rules. Further the disclosure in the board report under rule 5(1) of Companies (Appointment and Remuneration of Managerial Personnel) Rules, 2014 is as per Annexure-E and forms part of this report.

AUDITORS

Being a Government Company, the Comptroller &Auditor General (C&AG) of India had appointed M/s. Kumar Vijay Gupta & Co., Chartered Accountants as Company's Statutory and branch/Regional Auditors for the financial year 2014-15. The statutory auditors were appointed by C&AG vide its letter CA.V/COY/CENTRAL GOVERNMENT,CCIL(9)/276, dated 31.07.2014. The Statutory Auditor of the company is being paid an audit fee of Rs.3,30,000/-. The Statutory Auditors have audited theAnnual Financial Statements of the Company for the financial year ended 31.03.2015.

The comments of the Comptroller and Auditor General (C&AG) of India, through letter PDA/R-C/PSU/32-5/CONCOR/2014- 15/277 dated 18.07.2015 on the Audited Financial Statements of your Company for the financial year ended 31.03.2015 under the Companies Act, 2013 have been received. The Comments of C&AG for the financial year 2014-15 along with the Statutory Auditors Report of your company have been placed elsewhere in this Annual Report.

BOARD OF DIRECTORS

During the financial year 2014-15, five meetings of the Board of Directors were held for transacting the businesses of the Company. During the year and upto the date of this report, the directorship in the company are under:

* Shri Anil Kumar Gupta, Chairman and Managing Director [DIN: 00066328]

* Shri Harpreet Singh, Director (Projects & Services) (upto 30.09.2014) [DIN: 00659703]

* Shri Yash Vardhan, Director (Intl. Mktg. & Ops.) [DIN:01842119]

* Dr. P. Alli Rani, Director(Finance)&CFO[DIN: 02305257]

* ShriArvind Bhatnagar, Director (Domestic Division) [DIN: 03564703]

* Shri V Kalyana Rama, Director (Projects & Services) (w.e.f. 03.06.2015) [DIN: 07201556]

* Shri Manoj K. Akhouri, Director[DIN: 02293829]

* Shri N. Madhusudana Rao, Director (w.e.f. 16.10.2014)[DIN:06993802]

* ShriSudhirMathur, Director[DIN: 00168155]

* Shri Pradeep Bhatnagar, Director[DIN: 00196664]

* Shri M.P. Shorawala, Director [DIN: 02754082]

* Lt. Gen.(Retd.)Arvind Mahajan, Director(upto 12.05.2014) [DIN: 02410540]

* Dr. (Professor) A.K. Bandyopadhyay, Director (upto 12.05.2014) [DIN: 03184953]

* Dr. (Professor) Kausik Gupta, Director (upto 12.05.2014) [DIN: 03557162]

* Shri Deepak Gupta, Director (upto 22.11.2014) [DIN: 05333960]

The tenure of three independent directors namely Lt. Gen.(Retd.)Arvind Mahajan, Dr. (Professor) A.K. Bandyopadhyay and Dr. (Professor) Kausik Gupta who were appointed by Ministry of Railways was over on 12.05.2014 and another independent director Shri Deepak Gupta had resigned from the board of the company w.e.f. 22.11.2014. CONCOR being a Government company, the independent directors on its board are appointed by the Ministry of Railways from time to time. Accordingly, CONCOR had already requested Ministry of Railways for appointment of new independent directors in place of the above four independent directors who has either resigned or whose tenure has ended during the year.

RETIREMENT OF DIRECTORS BY ROTATION

As per the Companies Act, 2013 the provisions in respect of retirement of Directors by rotation will not be applicable to Independent Directors. In view of this, no Independent Director are considered to be retiring by rotation but all other directors will be retiring by rotation. Accordingly, one third among all other directors namely Shri Anil Kumar Gupta and Dr. P. Alli Rani are liable to retire by rotation and being eligible, offer themselves for reappointment.

EVALUATION & REMUNERATION

CONCOR is a Government Company under the administrative control of Ministry of Railways. The selection procedure for the all the directors is also laid down by the Government of India and all the directors of the company have been appointed in accordance with the said procedure. The functional directors including CMD are selected on the recommendations of PESB in accordance with the procedure and guidelines laid down by Govt. of India. Its Board of Directors are appointed by Ministry of Railways and there is system and procedure laid down by Department of Public Enterprises for evaluation of its functional directors including Chairman and Managing Director. The evaluation framework for assessing the performance of functional directors comprises of the following key areas:

* Performance ofthe company under the MOUsigned with Ministry of Railways.

* Performance with respect to the targets fixed for the respective director.

* The evaluation include self evaluation by the respective board member and subsequent assessment by CMD for the functional directors and thereafter final evaluation by the Ministry of Railways, the administrative ministry.

* In respect of CMD also the evaluation includes self evaluation and final evaluation by the Ministry of Railways.

The independent directors have also evaluated all other board members ofthe company and the same was found to be satisfactory.

In respect of Government nominee directors their evaluation is done by the Ministry of Railways as per the procedure laid down. The evaluation of independent directors, the board and its committees is done by the board ofthe company.

The induction of officers at below board level is made by way of promotion and/or lateral entry by way of deputation/immediate absorption ofthe officials from Ministry of Railways and other PSUs.

The performance of below Board Level Officials at Group General Manager and Executive Director grades is evaluated on the basis of the achievement of MOU targets as approved by Administrative Ministry and DPE. The performance of Functional Directors is evaluated bythe Administrative Ministry i.e. Ministry of Railways.

CONCOR follows a robust Performance Management System (PMS) in compliance with the DPE instructions for evaluation of performance of its officials in Sr. General Manager and below grade. Format for evaluation comprises broad parameters for assessment of personal traits of the officials such as integrity, communication, cost consciousness, planning and organizing, job knowledge, continuous improvement, people management, collaboration, initiatives etc. and contribution of the official towards financial performance of the organization. The Key Result Areas (KRAs) are proposed by the appriasee and approved by appraiser in the beginning of the year which is subject to mid year review for further modification/improvement, if any. The officials are rated on scale of 1-5 and Bell Curve approach is followed for payment of Performance Related Pay (PRP) as per DPE guidelines/instructions in this regard, suitably modified on the basis of ASCI (Administrative Staff College of India) recommendations for your company.

CONCOR being a Government company the remuneration payable to the its functional directors, including CMD, senior management officials and all other employees is in accordance with the guidelines issued by Department of Public Enterprises (DPE) in pursuance of recommendations of the committee on pay revision. For fixation of remuneration at workmen level, CONCOR adopts collective bargaining method with registered trade union of workmen. For supervisors & officers, pay scales have been designed in a progressive way and all statutory compliances in this regard are being adopted and followed. It is being taken care of that no employee gets stagnated.

The Nomination & Remuneration Committee has taken note of the remuneration policy of the company and the procedure and policy for selection of the Directors, Senior Management and their remuneration.

RELATED PARTY TRANSACTIONS

The related party transactions that were entered into during the year were on an arm's length basis and were in the ordinary course of business. Prior omnibus approval of the Audit & Ethics Committee is obtained on a quarterly basis for the related party transactions which are of a foreseen and repetitive nature. The transactions entered into pursuant to the omnibus approval so granted are placed before the Audit & Ethics Committee and the Board of Directors on a quarterly basis. The policy on related party transactions, as approved by the Board is uploaded on the Company's website at http://www.concorindia.co.in/ CONCOR_Policy _MRPT.pdf. Though there are no materially significant related party transactions entered by the company, the particulars as required under section 134(3) of the Companies Act 2013 are as per Annexure-F to this report.

SECRETARIAL AUDIT

Pursuant to the provisions of Section 204 of the Companies Act, 2013 and The Companies (Appointment and Remuneration of Managerial Personnel) Rules, 2014, the Company has appointed M/s RK& Associates, a firm of Company Secretaries in Practice to undertake the Secretarial Audit of the Company. The Secretarial Audit Report from the auditor is annexed as Annexure-G to this report.

The Secretarial Auditor as well as the Auditor who has given Corporate Governance Compliance certificate had observed that the company is not having adequate number of independent directors. The remarks of the directors on the same elaborating the steps taken in which requests have been made to Ministry of Railways for filling up the vacancy of four independent directors has been stated in this report elsewhere.

EXTRACT OF ANNUALRETURN

The particulars forming part of the extract of the Annual Return in the form MGT-9 is annexed as Annexure-H.

PARTICULARS OF LOANS, GUARANTEES AND INVESTMENTS

During the year your company has made investments and has disbursed loans to its subsidiaries and joint ventures. The particulars of which are as under:

(Rs. in crores)

S.No. Name of Company Loan/Investment Amount

1. M/s Fresh & Healthy Loan disbursed 53.00 Enterprises Ltd.,

Wholly Owned Subsidiary Loan recovered 19.43

Investment made by converting loan into equity 70.00

2. M/s Punjab Logistics Infrastructure Ltd., Equity investment* 64.72 Subsidiary

3. M/s Angul Sukinda Railway Ltd., Joint Venture Equity investment* 156.00

* Investments were made towards subscription of equity shares of Rs.10 each for cash at par.

The above loan disbursed to M/s Fresh & Healthy Enterprises Ltd. is interest bearing having an interest of 9.74% per annum. Your company has not accepted deposits from public as envisaged under Sections 73 to 76 of Companies Act, 2013 read with Companies (Acceptance of Deposit) Rules, 2014.

DISCLOSURE UNDER SEXUAL HARASSMENT OF WOMEN AT WORKPLACE (PREVENTION, PROHIBITION AND REDRESSAL) ACT, 2013

Container Corporation of India Ltd. (CONCOR) prohibits any kind of Act of Sexual Harassment at Work Place and included the acts amounting to Sexual Harassment at Workplace in its Conduct Rules and Certified Standing orders (as certified in 1998) and Discipline &Appeal Rules so as to prohibit any such Act. CONCOR constituted an Internal Complaints Committee in the year 2003 to receive and investigate complaints related to "Sexual harassment at workplace" following the guidelines issued by Hon'ble Supreme Court of India in "Visakha Vs. State of Rajasthan". The then committee included Senior Officer with Executive Director as its chairperson.

The company has re-constituted the Internal Complaints Committee consisting of four members at the level of Group General Manager & above including one external female member who is practising advocate on records of Hon'ble Supreme Court of India. Director (Finance) is the Chairperson of the committee. The company has also amended its Conduct rules to widen the scope of acts amounting to sexual harassment as per the Sexual Harassment of women at Workplace (Prevention, Prohibition and Redressal) Rules, 2013. CONCOR has 154 female employees out of total 1335 employees. The company has created a conducive work environment free from any kind of harassment.

Only one anonymous complaint was received during the year 2014-15 which was found to be false on investigation by the Committee and was therefore closed by the Committee. The outcome of the complaint was also informed to National Commission for Women.

CEO & CFO CERTIFICATION

Certificate from Shri Anil Kumar Gupta, Chairman and Managing Director and Dr. P. Alli Rani, Director (Finance) & CFO, pursuant to provisions of Clause 49 of the Listing Agreement, for the year under review was placed before the Board of Directors of the Company at its meeting held on 28.05.2015. A copy of the certificate on the financial statements for the financial year ended 31st March, 2015 is annexed along with this Report.

CODE OF CONDUCT

The Code of Conduct has been laid down forthe Board Members and senior management. Acopy of the same is available on the website of the Company.

Based on the affirmation received from Board Members and Senior Management Personnel, it is hereby declared that all the members of the Board and Senior Management Personnel have affirmed compliance of Code of Conduct for the financial year ended on 31.03.2015.

CONCLUSION

Your Directors express their gratitude for continued co-operation, support and guidance in effective management of company's affairs and resources provided by Government of India, in particular the Ministry of Railways, Customs, Ports and above all the customers who have continued to patronize the services provided by your Company.

The Directors also place on record their sincere appreciation for the continued support and goodwill of the esteemed Shareholders, Institutions, State Governments where company operates or is planning to expand its business and all other agencies who have helped your company in delivering excellent performance.

Your Directors acknowledge the constructive suggestions received from Statutory Auditors and Comptroller and Auditor General of India and are grateful fortheir consistent support and help.

Your Directors would like to place on record its deep and sincere appreciation for the hard work, dedication, valuable contribution and unstinted efforts by the company's employees in steering the company to excellent performance and ensuring that it achieves greater milestones and scales the newer pinnacle of success.

For and on behalf of the Board of Directors

Date: 29.07.2015 (Anil Kumar Gupta) Place: New Delhi Chairman & Managing Director

Mar 31, 2014

The Shareholders

The directors are pleased to present their report on the business and operations of your company for the financial year ending March 31, 2014.

FINANCIAL RESULTS

(Rs. in crores)

Particulars 2013-14 2012-13

Income from operations 4984.55 4406.16

Profit before depreciation & tax (PBDT) 1473.58 1384.79

Profit before tax (PBT) 1284.25 1212.08

Provision for tax 294.28 273.04

Profit after tax (PAT) 984.76 940.03

Profit available for appropriations 984.76 940.03

APPROPRIATIONS:

Interim Dividend 136.48 103.99

Proposed Final Dividend 103.34 123.48

Corporate tax on dividend 40.76 37.86

Transfer to general reserves 98.47 94.00

Balance carried to Balance Sheet 605.71 580.70

Earnings per share (Rs. ) 50.51 48.21

DIVIDEND

Keeping in view the company''s Capex requirements, the Board recommends a final dividend of 53% on the paid up share capital of Rs. 194.97 crores. An interim dividend @ 70% has already been paid. The interim dividend payment during the year has been on the increased share capital of the company pursuant to issue of one new bonus equity share of the company for every two equity shares held by the shareholders. The total dividend payment for the year 2013-14 is Rs. 239.82 crores as compared to Rs. 227.47 crores (excluding dividend tax) for the FY 2012-13, which is an increase of 5.43% over previous year.

FINANCIAL HIGHLIGHTS

The operating turnover of your company registered a growth of 13.13% during the year under review, increasing from Rs. 4406.16 crores in the previous year to Rs. 4984.55 crores in the current year. Total expenditure increased by 15.31%, from Rs. 3531.30 crores in 2012-13 to Rs. 4072.02 crores in 2013-14. The profit before tax worked out to Rs. 1284.25 crores, higher by 5.95% over 2012-13. After making provisions for Income Tax, prior period/tax adjustments, the Net Profit available for appropriations stands at Rs. 984.76 crores, which is 4.76% higher than last year. This increase in Profit After Tax (PAT) is due to growth in the operating turnover and better cost management.

OPERATIONAL PERFORMANCE

The throughput of your Company during the year 2013-14 is higher in comparison to the year 2012-13. The segment wise throughput details are as under:

Handling at Terminals 2013-14 2012-13 % age growth (In TEUs)

Exim 23,61,429 21,52,034 9.73

Domestic 5,07,183 4,33,652 16.96

Total 28,68,612 25,85,686 10.94

As can be seen there has been an increase of 10.94% in the throughput and both the business segments of the company have shown good growth in volumes. In terms of tonnage, your company has carried total tonnage of 33.01 million tons in current fiscal as against 30.61 million tons carried in previous fiscal (2012-13) signifying an increase of 7.84 percent.

CAPITAL STRUCTURE

During the year there has been a change in the capital structure of the company and its paid up share capital has increased to Rs. 194.97 crore fromRs. 129.98 crore in the previous year as a result of issue of one new bonus equity share of the company for every two equity shares held by the shareholders. In this year, Government of India has also disinvested a part of its shareholding in the company through CPSE-ETF route. The number of shares disinvested were 25,11,195, which is 1.29% of CONCOR''s paid up share capital. As a result of this disinvestment, Government of India shareholding in the company has now reduced to 61.80% from 63.09% in the previous year and accordingly the balance shares held by public are now 38.20% which was 36.91 % as at the end of previous year.

LISTING AND DEMATERIALIZATION OF SHARES

CONCOR''s shares are listed with the bourses i.e. Mumbai and National Stock Exchanges. The listing fees of both the stock exchanges have been paid.

To facilitate dematerialization of shares by its shareholders, CONCOR has signed agreements with both the Depositories (NSDL & CDSL). As per SEBI guidelines, CONCOR''s shares have been placed under ''Compulsory Demat Mode''. Out of 19,49,74,191 equity shares listed on the Stock Exchange 19,49,68,745 equity shares were in demat mode as on 31.03.2014. The market capitalization of the company wasRs. 18,921 crores as on 31.03.2014 (as per closing price on NSE).

CAPITAL EXPENDITURE

Capital Expenditure of Rs. 765.96 crores approx. were incurred mainly on development/expansion of terminals, acquisition of wagons, handling equipments and IT Infrastructure, etc.

TERMINAL NETWORK EXPANSION

- During the year the company has further strengthened its existing terminal network to provide efficient services to its customers. The company has, as on 31.03.2014, total 63 terminals, of which 13 are Exim terminals, 35 are combined container terminals & 15 are domestic terminals.

- The terminals at Kathuwas & Durgapur were notified as Private Freight Terminals (PFT).

- Your Company has put approx. Rs. 165 Crores on infrastructure augmentation activities for existing and new terminals.

HIGH SPEED WAGONS, CONTAINERS AND HANDLING EQUIPMENTS

In order to continue to strengthen and improve the service level, during the year under review 225 numbers of BLC, 120 numbers of BLL high speed wagons and 1 number of BVZI brake van wagons were added to the existing fleet of CONCOR owned wagons, increasing the holding of high speed wagons to 10,754 numbers. Therefore, total wagon (BLC BLL BFKN BVZI) holding has gone upto 12,111 as on 31.03.2014.

During the year, CONCOR has also commissioned three new RTG cranes. As on 31.03.2014 your company has 20,984 (owned plus leased) containers and it also owns 53 Reach Stackers and 17 Gantry cranes.

INFORMATION TECHNOLOGY

Your company continued to make progress in the field of information technology. The VSAT based network has been extended and now it covers 71 locations. The Terminal Management System for Domestic (DTMS), for EXIM (ETMS), ERP for Oracle Financial, HR Payroll were implemented for the expanded network of terminals and a Data Warehouse Module for commercial applications on centralized architecture is running smoothly across field locations/Regional offices and Corporate office.

The web enabled customer interface through a dedicated web server is running successfully providing facilities to the customers. The customer feedback facility system as implemented on the website enables us to constantly evaluate our performance and take corrective action on Customer complaints and feedback.

Public Grievance Lodging and Monitoring System has been deployed on CONCOR''s website for grievance redressal system. This system has been developed in line with the O.M dated 18.02.2013 of Department of Administrative Reforms & Public Grievances. The objective of the system is to reduce time in addressing grievances, to increase transparency and round-the- clock access for lodging and monitoring grievances.

The facility for electronic-filing of documents on the commercial system initially provided at ICD/Tughlakabad has now been extended to all EXIM terminals which enable the customers to file their documents electronically from their own offices. As part of business continuity plan, CONCOR has established backup site and standby system at primary site for its commercial business critical applications. CONCOR has been re-certified for ISO/IEC-27001:2005 from STQC IT Certification Services (Ministry of Communication & Information Technology) for establishing an Information Security Management System (ISMS).

As an extension of existing HRMS, employee portal has been introduced. This system facilitates employees to access information regarding salary/ reimbursements, leave balances, PF statement, view their APR online, online submission of annual property return, etc. and an employee has the option of viewing of the information on screen.

The e-tender system with e-payment facility for sale and EMD has been implemented. MSE exemptions have also been introduced. Recruitment on CONCORs website is integrated with online payment gateway for collection of fees.

E-Samarth application for Online Vigilance Clearances to handle bulk NOC request creation and approval and workflow driven system has been implemented. This has increased transparency and drastically reduced the total time of according NOC for various purposes.

STANDARDISATION/ CERTIFICATIONS

- Certificate of registration of ''Quality Management System'' as per ISO 9001:2008 Standards was obtained from M/s. BSCIC Certification Pvt. Ltd., which is valid upto 22.03.2016.

- As on 31.03.2014, 49 terminals, 8 Regional offices and Corporate office are ISO 9001:2008 certified.

- During the period under review, your company has further strengthened its quality internal audit team by imparting training to its officials at Corporate office and its officials at Northern, North Central, Western, Eastern, and Southern Regions by M/s. Allied Boston Consultants India Private Limited.

JOINT VENTURES/ STRATEGIC ALLIANCES

Your company continues to place emphasis on providing total logistics and transport solutions to its customers by exploring the possibilities of expanding the presence of the company in all segments of logistics value chain in EXIM as well as Domestic segments. Strategic alliances are being firmed up, both for optimal utilization of infrastructure as well as expansion into other segments of the value chain.

For the development of an ICD and for facilitating logistics in the state of Uttarakhand, your company had earlier entered into a Joint Venture with M/s. State Infrastructure and Industrial Development Corporation of Uttarakhand Limited (SIIDCUL). The Joint Venture Company (JVC) with shareholding of 74% and 26% of CONCOR and SIIDCUL respectively named M/s. SIDCUL CONCOR INFRA Company Limited (SCICL) was incorporated last year and during the year it has commenced development of a Logistics Park at Pantnagar, District Udham Singh Nagar, Uttrakhand.

Last year a Joint Venture Agreement (JVA) was signed by your company with M/s. Punjab State Container and Warehousing Corporation (CONWARE). Pursuant to terms of JVA, during the year, a Joint Venture Company (JVC) namely M/s. Punjab Logistics Infrastructure Limited (PLIL) with 51% and 49% shareholding of CONCOR and CONWARE respectively has been incorporated for development of multimodal logistics Park near Kila Raipur on feeder route of western DFC over 150 acres of land. The land acquisition process for this project is in progress. PLIL was incorporated in December 2013 only and the appointment of auditor by C&AG is yet to be done. Therefore, their audited Financial Statements will be available after the same are audited by C&AG appointed auditor. The un-audited Financial Statements of PLIL duly certified by a Chartered Accountant have been considered for the purpose of preparation of consolidated financial statements of CONCOR.

The above two companies i.e. SCICL & PLIL are also subsidiaries of your company as it is holding majority of shares in those companies.

WHOLLY OWNED SUBSIDIARIES

Your company has two wholly owned subsidiaries. One such subsidiary is M/s. Fresh and Healthy Enterprises Limited (FHEL). It was incorporated in the year 2006 to create world class cold storage infrastructure in the country, to provide complete cold chain logistics solutions to the various stakeholders in this field.

CONCOR was awarded the concession to construct, develop, operate and manage a new Domestic Cargo Terminal [Santacruz Air Cargo Terminal (SACT)] at Chahatrapati Shivaji International Airport (CSIA), Mumbai on Build, Own, Operate and Transfer (BOOT) basis by Mumbai International Airport Ltd. (MIAL). As a condition precedent for this concession, in the fiscal 2012-13, your company incorporated another wholly owned subsidiary M/s. CONCOR Air Ltd., which has executed an agreement with MIAL for this purpose . The period of said agreement is upto 30.09.2024 and SACT is expected to be completed by March 2015. Till the time SACT is commissioned, CONCOR Air Ltd. is managing MIAL''s existing facility at Marol, Mumbai at which it has started its commercial operations and has been earning profits. The company has also taken over MIAL''s international cargo operations at air cargo complex, Sahar, Mumbai w.e.f. 18.02.2014.

The Balance Sheet, Profit & Loss Account, Directors'' report and Auditors'' report of above four subsidiaries of CONCOR will be available on the website of the company (www.concorindia.com) and will also be available for inspection by any member of the company at the registered office of CONCOR and the respective subsidiaries. Further, your company will make available the accounts of FHEL, CONCOR Air Ltd., SCICL and PLIL upon request by any shareholder of holding and subsidiary companies. The consolidated financial statements of CONCOR have been prepared after duly incorporating the accounts of FHEL, CONCOR Air Ltd., SCICL and PLIL. A summary of key financials of all these subsidiaries of CONCOR are given in the Notes of the consolidated financial statements. The Financial Statements of PLIL will be made available after completion of their audit by the C&AG appointed auditors.

HUMAN RESOURCE MANAGEMENT

Human resource is the most vital factor to achieve the goals of an organisation. Amongst the four M''s man, machine, money and material, man is the stimulating force in planning, organizing, developing, controlling the other three factors and is most important in the achievement of organizational goals and objectives. Being a progressive organization CONCOR firmly believes in the strength of its most vital asset i.e. Human Resources. CONCOR has adopted a three pronged HR strategy for utilization and development of human resources:

(i) Deployment of the right man at the right job equipped with adequate skills, qualification and attributes for discharging the role assigned to him.

(ii) Preparing him for future roles in the organization through sustained efforts in training and overall development of the individual.

(iii) Creating an enabling organizational culture for convergence of individual goals with the goals of the organization and paving the way for employees'' satisfaction.

CONCOR has adopted the measures of employee empowerment, growth and development by realizing their potential, encouraging innovative ideas and fair distribution of awards & rewards thereby enhancing business growth through HR. Skill development was given special attention through in-house and external training programmes. Policies related to employees were revisited and re-engineered to meet the changing requirement and achieve excellent work environment. CONCOR retained its existing talent and attracted new talent with the attrition rate being very low.

Apart from access to all personal information and details on new & revised policies through employee portal, company has introduced online grievance redressal system accessible to all employees and business partners/stake holders. In addition to this, company has a Suggestion scheme wherein all the employees have opportunity to suggest new innovative ideas for improvement in working of the corporation and feel themselves as a part in managing the affairs of the Corporation. The accepted/adopted suggestions are duly rewarded.

The company has participated in many awards and its HR philosophy has been accepted to be among the best in the said awards. Company maintained its excellence in HR parameters in MOU.

INDUSTRIAL RELATIONS

The Industrial Peace and Harmony being the key towards success, the Industrial Relations are given focus and a sense of partnership is created by using the tools of collective bargaining and negotiation with the workers representative. Apart from the structured meetings with workers representatives they have the access to have informal meetings with HR/Management to discuss the issues related to employees. CONCOR maintained Industrial Peace & Harmony and no man days were lost during the FY. Not even any demonstration took place which could affect the work or working environment in the company.

RESERVATION POLICY

Government guidelines regarding reservation for SCs, STs, OBCs, ESM & Persons with Disabilities (PwDs) are followed in CONCOR. The representation of such categories against the total strength of 1325 as on 31.03.2014 is as under:

Category No. of Employees

Schedule Caste 200

Schedule Tribe 71

Other Backward Classes 299

Persons with Disabilities (PwDs) 23

Ex-serviceman 14

Further, the details of reserve category candidates who have been recruited/ appointed during the year 2013-14 are as under:

Category No. of Employees

Schedule Caste 28

Schedule Tribe 22

Other Backward Classes 51

Persons with Disabilities (PwDs) 23

Ex-serviceman 01

SPECIAL ACHIEVEMENTS

Your company continued to excel in fields of its activities and was a proud recipient of the following awards in the year:

- CONCOR received the prestigious SCOPE Meritorious Award for Corporate Social Responsibility & Responsiveness for the year 2011-12. The award was received by CMD/CONCOR on 26.04.2013 from Honourable President of India Shri Pranab Mukherjee.

- CONCOR has received the prestigious Dun & Bradstreet - Corporate Awards-2013 for being the Top Indian Company under the "Transport & Logistics Sector". This award was received by the CMD/CONCOR on 28.05.2013.

- CONCOR was awarded fourth consecutive "Inland Container Depot Operator of the year" award at the ALL-India Maritime and Logistics Award (MALA) function held at Mumbai on 06.09.2013.

- CONCOR was the proud recipient of the SKOCH Renaissance Award 2013 under category of ''Services'' on 12.11.2013 from Hon''ble, Union Minister of Finance, Shri. P Chidambaram.

- CONCOR received the Dainik Bhaskar "India Pride Awards- 2013-2014" for creating excellence in Transport Sector on 19.12.2013 from Dr. M.M Pallam Raju, Hon''ble Cabinet Minister of Human Resource Development, Government of India.

- 5mDalal Street Journal''s DSIJ Award 2013 for being the most efficient Miniratna by Mr. TK.A Nair, Advisor to PM on 02.04.2014.

RESEARCH & DEVELOPMENT (R&D)

In terms of MOU target for 2013-14 signed between CONCOR & Ministry of Railways, your company has achieved the "Excellent" target by implementing well before the scheduled date(s) the following parameters under R&D:

(i) Study for assessing Potential for movement of High rated commodities in containers in Domestic Stream including design of special purpose containers.

(ii) Study for assessing Potential for carrying RO-RO traffic and automobiles by rail for exploiting full potential of DFCs.

(iii) Comprehensive study for assessment of demand of services, post introduction of policies like GST and FDI in retail and the services which CONCOR should gear up to provide.

(iv) Investment of surpluses in new improved financial instruments - Mutual funds.

SUSTAINABLE DEVELOPMENT

In terms of MOU target signed between CONCOR & Ministry of Railways, your company has implemented successfully by March, 2014 the following targets under Sustainable Development resulting in an "Excellent" rating:

(i ) Completion of Energy Audit in ICD, Tughlakabad (New Delhi)

(ii) Construction of rain water harvesting wells at 15 locations

FOREIGN EXCHANGE EARNINGS & OUTGO

During the year, there were no foreign exchange earnings. The details of foreign exchange outgo are as under:-

(Rs.in lakh)

Foreign exchange outgo 51.13

Import on CIF basis

a) Stores & Spares 38.89

b) Capital Goods 10001.04

PRESIDENTIAL DIRECTIVES

No Presidential Directives were received from the Government during the financial year 2013-14.

RAJBHASHA

There has been considerable progress in the use of Official Language Hindi in Official work of CONCOR. The provisions of Section 3(3) of the Official Languages Act have been fully complied with and letters received in Hindi were also replied in Hindi. All efforts were made to correspond with offices situated in ''A'', ''B'' and ''C'' regions in Hindi as per targets set by the Department of Official Language.

Quarterly meetings of Official Language Implementation Committee were held regularly under the chairmanship of Chairman and Managing Director to review the progress made in promoting use of Hindi in CONCOR and the decisions taken therein were complied with. All the regional offices were inspected to oversee the progress of Hindi in these offices.

Hindi Pakhwara was organized from 2nd to 16th September 2013 in which various competitions like Translation, General Awareness, Rail Yatra Vritant etc. were held. About 76 officials took part in these competitions. A Kavi Sammelan was also organized during Pakhwara in which poets of repute took part. Chairman and Managing Director gave cash awards and certificates to all the award winning officers and staff in a function organized on the occasion of closing ceremony organized of Hindi Pakhwara. 62 employees were given cash awards for doing their official work in Hindi under ''CONCOR Rajbhasha Puraskar Yojna'' for the year 2012-2013. Two officials were awarded with Late Dr. Shankar Dayal Singh Smriti Puruskar Â 2012 for their significant contributions towards promoting Hindi in official work. Company organized a ''Rail Yaatra Vritant'' competition for PSU''s under the aegis of Town Official Language Implementation Committee Delhi in November 2013 in which 26 officials from various PSU''s participated.

To assess the progress made in the use of Official Language in the company, Research officer of Northern Region from Govt. of India implementation office -1 (Delhi) inspected Corporate office on 10.02.2014.

Hindi Books of reputed authors have been procured for the benefit of employees. The Number of books in the Library has increased to 1411. Leading Newspapers as well as monthly and fortnightly magazines continue to be subscribed. To promote original writing in Hindi, ''Madhubhashika'' a literary magazine continues to be published quarterly and the same is uploaded on its website for people in general.

CONCOR''s website is bilingual and all the computers have facility to work bilingually.

VIGILANCE

During the year 2013-14, the main thrust of the vigilance division was to study the systems and make such improvements therein that unintentional errors do not take place. To achieve this objective, major emphasis was given on carrying out studies of various systems, preventive and pro-active vigilance campaign and making the system transparent and efficient. The vigilance department directed its efforts towards disseminating awareness at all levels in the organization. In this context, interaction was held at all levels of functionaries of the company, covering issues of transparency, accountability and integrity.

Thirteen Preventive / Surprise Checks and 4 CTE type Checks at various Regional offices/Inland Container Depots/ Container Freight Stations had been conducted. In addition, 05 cases were registered/ investigated on the basis of complaints and other information.

A sum of Rs. 1.06 crores was recovered from various contractors/customers during the financial year. In addition, 11 improvements in systems and procedures were recommended to various functional divisions on the basis of experience gained through preventive checks and other investigations. The system improvements have been adopted and implemented, which are aimed at improved physical and financial performance in various terminals.

Suitable penal action was taken against erring officials and contractors.

The modified version of online vigilance clearance system ''e-samarth'' was also launched covering new features such as linking of D&AR status and dynamic role changing of vigilance officers.

The Vigilance Awareness Week was observed in Corporate Office as well as in Regional Offices & Terminals by undertaking various activities. Nine training programmes/ workshops were organized in different regions in order to create awareness about various aspects of vigilance.

PARTICULARS OF ENERGY CONSERVATION, TECHNOLOGY ABSORPTION ETC.

Provisions of Section 217(1) (e) of the Companies Act, 1956 read with the Companies (Disclosure of Particulars in the Report of Board of Directors) Rules, 1988 regarding conservation of energy, technology absorption are not applicable to the company at this stage.

DIRECTORS'' RESPONSIBILITY STATEMENT

Pursuant to the requirement under Section 217(2AA) of the Companies Act, 1956 with respect to Directors Responsibility Statement, it is hereby confirmed:

(i) That in the preparation of the annual accounts for the financial year ended 31.03.2014 the applicable accounting standards have been followed along with proper explanation relating to material departures;

(ii) That the directors have selected such accounting policies and applied them consistently and made judgements and estimates that were reasonable and prudent so as to give a true and fair view of the state of affairs of the company at the end of the financial year and of the profit or loss of the company for the year under review;

(iii) That the directors have taken proper and sufficient care 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;

(iv) That the directors have prepared the accounts for the financial year ended 31.03.2014 on a ''going concern'' basis.

MANAGEMENT DISCUSSION AND ANALYSIS

The detailed Management Discussion and Analysis forms a part of this report at Annexure- A.

CORPORATE GOVERNANCE & GREEN INITIATIVE

As part of the Green Initiative in Corporate Governance, the Ministry of Corporate Affairs (MCA), Government of India, through its Circular Nos.17/2011 and 18/2011, dated 21.04.2011 and 29.04.2011 respectively, has allowed companies to send official notices/documents to their shareholders electronically. As a responsible corporate citizen, your Company has actively supported the implementation of ''Green Initiative'' circulars issued by MCA. Electronic delivery of notice of Annual General Meeting (AGM) and Annual Report for the years ended 31.03.2012 and 31.03.2013 to those shareholders whose email ids were already registered with the respective Depository Participants (DPs) and downloaded from the depositories i.e. NSDL/CDSL and who have not opted for receiving Annual Report in physical form, has been carried out. Similarly now under the provisions contained in the Companies Act 2013, the delivery of notices and documents may be done through electronic mode. Accordingly, the Company proposes to send all documents to the shareholders viz. Notice, Audited Financial Statements, Directors'' and Auditors'' Report etc. henceforth in electronic form to their registered e-mail addresses.

Your Company believes in the principle that good Corporate Governance establishes a positive organizational culture and it is evident by responsibility, accountability, consistency, fairness and transparency towards its stakeholders. In accordance with clause 49 of the Listing Agreement with the Stock Exchanges and DPE guidelines on Corporate Governance, a report on Corporate Governance forms part of this Report at Annexure-B.

A Practicing Company Secretary has examined and certified your Company''s compliance with respect to conditions enumerated in clause 49 of the Listing Agreement and DPE guidelines on Corporate Governance. The certificate forms part of this Report at Annexure- C.

BUSINESS RESPONSIBILITY REPORT

For describing the initiatives taken by the companies from Environmental, Social and Governance perspective, SEBI has vide its Circular CIR/CFD/DIL/8/2012 dated 13.08.2012, mandated the top 100 listed entities, based on market capitalisation at BSE and NSE, to include Business Responsibility Report (BRR) as part of the Annual Report. The Stock Exchanges have accordingly amended the listing agreement incorporating therein the provisions for giving BRR by the companies as part of their annual report. The BRR provides a disclosure framework based on NVGs which maps the company''s performance on the nine Principles and Core elements. Accordingly, in compliance to the said circular & provisions of listing agreement the Business Responsibility Report (BRR) is contained in a separate section in the Annual Report.

CORPORATE SOCIAL RESPONSIBILITY

CONCOR has been working towards sustainable development of all its stakeholders by undertaking various welfare activities under its CSR initiatives. As per new guidelines on Corporate Social Responsibility and Sustainability for Central Public Enterprises, CONCOR has two Tier CSR & S Committee system for implementing it''s CSR activities. The Tier-I committee is headed by Chairman & Managing Director and two other directors, including one Independent Director as it''s members. The Tier-II committee is headed by ED(MIS & CSR) including two other senior officers & assisted by Sr. Manager (OL & CSR).

The Board level TierÂI committee meets quarterly to scrutinize & approve various CSR proposals after initial scrutiny by Tier-II Committee & the same is also placed before CONCOR''s Board for it''s ratification & approval. Tier-I Committee is overall responsible for overseeing the implementation of various CSR projects and w.e.f. 1st April 2014 the company has amended, it''s previous CSR & Sustainability (CSR & S) policy to bring it in line with guidelines issued by DPE in this regard.

Under CONCOR''s CSR & S policy various thrust areas have been identified which includes health & medical care, education/literacy enhancement, community development & rehabilitation measures, environment protection, conservation of natural resources, natural calamities and infrastructure development.

CONCOR has executed its major projects in the area of education & environment sustainability. Some of it''s CSR initiatives are as under:

- Projects of infrastructure development in the state of Uttrakhand by way of providing assistance in constructing Govt. Polytechnic at Pantnagar as well as repair & strengthening infrastructure of ITI, Srinagar, Pauri Garhwal for the inclusive growth of society as per DPE guidelines issued in this regard. In this project infrastructural support have been provided to the damaged polytechnic and ITI buildings which provide majority of technical training to the students of this area leading to employment.

- Support towards constructing classrooms at GANJAM district in the state of Odisha which witnessed havoc of cyclone ''Phailin'' for the benefit of school children. The construction work of two cyclone shelters in Balasore district by Odisha State Disaster Management Authority (OSDMA) nearing completion. Once completed the same will also act as schools during the time of need.

- For it''s commitment towards conservation of environment it has taken up projects for rainwater harvesting, solar energy etc. in association with The Energy & Resource Institute (TERI) in the states of Uttrakhand & Himachal Pradesh. In Himachal Pradesh, Apple growing farmers have been provided various equipments as well as technical training that will help them in increasing their apple yields in the district of Shimla & Kullu. Nearly three thousand people will benefit from this activity.

- In order to improve the lives of villagers of un electrified villages of Jodhpur district, company has undertaken a project to provide solar lights to 1400 families in association with Central Electronics Limited, a Central PSU of Government of India.

- Realizing the importance of providing education to girl child in society, it has provided infrastructural support to a girl inter Collage in Gautambudh Nagar, U.P by way of constructing rooms, toilet blocks, providing computers etc. which will help girl to continue their study.

- CONCOR is also well aware with it''s responsibility of bringing the marginalised, weaker section of society into the main stream. In this direction, it has taken up a CSR projects for the dependants of Safai Kramcharis by sponsoring their skill development training with the help of National Safai Kramchairis Finance Development Corporation(NSKFDC) wherein 240 such dependents would undergo skill development training and their placement will also be ensured.

- Company has been proactive towards providing better health to its'' stakeholders & people residing near it''s operational area. For this purpose, it has organized health camps at it''s major terminals through which nearly 7100 Stakeholders have been benefited. These activities have been carried out with the association of reputed organizations in the field. Near & Distance vision spectacles have also been distributed free of cost to beneficiaries in each camp.

- Contribution towards CM Relief fund of Uttrakhand & Odisha as it''s social responsibility in the time of natural calamity in these states.

- Assistance to violence affected children in persuing their studies in the districts of DODA, RAMBAN & POONCH in the state of Jammu & Kashmir in which 650 such children studying upto class XIIth have been provided assistance to enable them to continue their studies.

The Company has also taken effective steps towards generating awareness for CSR activities among its officers/staff. CSR guidelines and CSR policy of the company have been effectively communicated to its officers and staff in Region/Units. Training has been also imparted to Company officials to familiarize them with CSR policy initiatives taken by the Company.

In F.Y. 2013-14 CONCOR committed for disbursement an amount of Rs. 10.38 crore towards it''s CSR & S activities against a target of Rs. 10 crore in the MOU signed with Ministry of Railways.

CONCOR is committed to implement the CSR policy in letter & spirit by taking up various welfare projects for it''s stakeholders as well as weaker section of the society to enable it to grow and prosper together.

PARTICULARS OF EMPLOYEES

The information required in accordance with the provisions of Section 217(2A) of the Companies Act, 1956 read with the Companies (Particulars of Employees) Rules, 1975 as amended by Company (Particulars of Employees) Rules, 2011 is NIL, as no employee has drawn remuneration in excess of amount specified in said Rules.

AUDITORS

Being a Government Company, the Comptroller & Auditor General of India had appointed M/s. Kumar Vijay Gupta & Co., Chartered Accountants as Company''s Statutory Auditors for the financial year 2013-14. The Statutory Auditor of the company is being paid an audit fee of Rs. 3,00,000/-. The Statutory Auditors have audited the Annual Financial Statements of the Company for the financial year ended 31.03.2014.

The comments of the Comptroller and Auditor General (C&AG) of India, through letter dated 2nd July, 2014 on the Audited Financial Statements of your Company for the financial year ended 31.03.2014 under Section 619 (4) of the Companies Act, 1956 have been received. The Comments of C&AG for the financial year 2013-14 along with the Statutory Auditors Report of your company have been placed elsewhere in this Annual Report.

COMPANIES ACT 2013 PROVISIONS

In terms of provisions of Ministry of Corporate Affairs, General Circular no. 08/2014 issued vide No. 1/19/2013-CL-V, dated 04.04.2014 clarification has been provided on the issue of applicability of provisions of new Companies Act 2013 for maintenance of books of account, preparation, adoption & filing of financial statements (and documents required to be attached thereto), Auditors reports and the Board of Directors report (Board''s report). In the said circular, it has been clarified that the financial statements (and documents required to be attached thereto), auditors'' report and Board report in respect of financial years that commenced earlier than 01.04.2014 shall be governed by the relevant provisions/ Schedules/ rules of the Companies Act, 1956 and that in respect of financial years commencing on or after 01.04.2014, the provisions of the Companies Act 2013 shall apply. Accordingly, the report for the year 2013-14 has been prepared in accordance with the provisions of Companies Act 1956.

BOARD OF DIRECTORS

During the financial year 2013-14, seven meetings of the Board of Directors were held for transacting the businesses of the Company. During the year and upto the date of this report, the directorship in the company are under:

- Shri Anil Kumar Gupta, Chairman and Managing Director [DIN: 00066328]

- Shri Harpreet Singh, Director (Projects & Services) [DIN: 00659703]

- Shri Yash Vardhan, Director (Intl. Mktg. & Ops.) [DIN: 01842119]

- Smt. P. Alli Rani, Director (Finance) [DIN: 02305257]

- Shri Arvind Bhatnagar, Director (Domestic Division) (w.e.f. 09.09.2013) [DIN: 03564703]

- Shri Manoj K. Akhouri, Director [DIN: 02293829]

- Shri Kundan Sinha, Director (w.e.f. 08.07.2013 upto 21.10.2013) [DIN: 06641799]

- Lt. Gen.(Retd.) Arvind Mahajan, Director (upto 12.05.2014) [DIN: 02410540]

- Dr. (Professor) A.K. Bandyopadhyay, Director (upto 12.05.2014) [DIN: 03184953]

- Dr. (Professor) Kausik Gupta, Director (upto 12.05.2014) [DIN: 03557162]

- Shri Sudhir Mathur, Director [DIN: 00168155]

- Shri Pradeep Bhatnagar, Director [DIN: 00196664]

- Shri Deepak Gupta, Director [DIN: 05333960]

- Shri M.P. Shorawala, Director [DIN: 02754082]

Ministry of Railways has already been requested for appointment of new Independent Directors in place the Directors whose tenure has ended on 12.05.2014 above.

RETIREMENT OF DIRECTORS BY ROTATION

Earlier at the time of appointment of Independent Directors, it was stated that they will be liable to retire by rotation. However, as per the Companies Act 2013 the provisions in respect of retirement of Directors by rotation will not be applicable to Independent Directors. In view of this, no Independent Director are considered to be retiring by rotation but all other directors will be retiring by rotation. Accordingly, one third among all other Directors namely Shri Harpreet Singh, Director (Project & Services) and Shri Yash Vardhan, Director (Intl. Mktg. & Ops.) are liable to retire by rotation and being eligible, offer themselves for reappointment.

CODE OF CONDUCT

The Code of Conduct has been laid down for the Board Members and senior management. A copy of the same is available on the website of the Company.

Based on the affirmation received from Board Members and Senior Management Personnel, it is hereby declared that all the members of the Board and Senior Management Personnel have affirmed compliance of Code of Conduct for the financial year ended on 31.03.2014.

CONCLUSION

Your Directors express their gratitude for continued co-operation, support and guidance in effective management of company''s affairs and resources provided by Government of India, in particular the Ministry of Railways, Customs, Ports, and above all the customers who have continued to patronize the services provided by your Company.

The Directors also place on record their sincere appreciation for the continued support and goodwill of the esteemed Shareholders, Institutions, State Governments where company operates or is planning to expand its business and all other agencies who have helped your company in delivering excellent performance.

Your Directors acknowledge the constructive suggestions received from Statutory Auditors and Comptroller and Auditor General of India and are grateful for their consistent support and help.

Your Directors would like to place on record its deep and sincere appreciation for the hard work, dedication, valuable contribution and unstinted efforts by the company''s employees in steering the company to excellent performance and ensuring that it achieves greater milestones and scales the newer pinnacle of success.

For and on behalf of the Board of Directors

Dated: 24th July, 2014 (Anil Kumar Gupta)

Place : New Delhi Chairman & Managing Director

Mar 31, 2013

To, The Shareholders

The directors are pleased to present their report on the business and operations of your company for the financial year ending March 31, 2013.

FINANCIAL RESULTS (Rs.in Crore)

Particulars 2012-13 2011-12

Income from operations 4406.16 4060.95

Profit before depreciation & tax (PBDT) 1384.79 1340.14

Profit before tax (PBT) 1212.08 1181.65

Provision for tax 273.04 251.61

Profit after tax (PAT) 940.03 877.88

Profit available for appropriations 940.03 877.88

APPROPRIATIONS:

Interim Dividend 103.99 97.49

Proposed Final Dividend 123.48 116.98

Corporate tax on dividend 37.86 34.79

Transfer to general reserves 94.00 87.79

Balance carried to Balance Sheet 580.70 540.83

Earnings per share (Rs.) 72.32 67.54

DIVIDEND

Keeping in view the company''s Capex requirements, the Board recommends a final dividend of 95% on the paid up share capital of Rs.129.98 crores. An interim dividend @ 80% has already been paid. The total dividend payment for the year 2012-13 is Rs.227.47 crores as compared to Rs.214.47 crores (excluding dividend tax) for the FY 2011-12.

The Directors have, subject to requisite approval(s), recommended a bonus issue of equity shares in the ratio of 1(One) new equity share of the company of Rs. 10/- each for every 2 (Two) existing equity shares of Rs.10/- each held by the shareholder of the Company as on Record Date/Book closure to be fixed separately in this behalf. Necessary resolutions for obtaining the approval of shareholders have been incorporated in the Notice of the forthcoming Annual General Meeting of the Company.

FINANCIAL HIGHLIGHTS

The operating turnover of your company registered a growth of 8.50% during the year under review, increasing from Rs.4060.95 crores in the previous year to Rs.4406.16 crores in the current year. Total expenditure increased by 10.50%, from Rs.3195.84 crores in 2011-12 to Rs.3531.30 crores in 2012-13. The profit before tax worked out to Rs.1212.08crores, higher by 2.58% over 2011-12. After making provisions for Income Tax, prior period/tax adjustments, the Net Profit available for appropriations stands at Rs.940.03 crores, which is 7.08% higher than last year. This increase in Profit After Tax (PAT) is due to growth in the operating turnover, coupled with strict control on expenditure and the fact that company had to make a provision for prior period taxes of Rs.52.16 crores during FY 2011-12.

OPERATIONAL PERFORMANCE

The throughput of your Company during the year 2012-13 is marginally lower than it was during the year 2011-12. The segment wise throughput details are as under:

Handling at 2012-13 2011-12 % age growth Terminals (In TEUs)

Exim 21,52,034 21,36,000 0.75

Domestic 4,33,652 4,68,311 (7.40)

Total 25,85,686 2,604,311 (0.72)

As can be seen there has been marginal decline in the throughput which is mainly on account of downfall in the volume handled in the domestic segment. However, in terms of tonnage, your company has carried total tonnage of 30.62 Million Tons in last fiscal as against 28.29 Million Tons carried in previous fiscal (2011-12) signifying an increase of 8.24 percent.

CAPITAL STRUCTURE

There is no change in the capital structure, with the Government of India continuing to hold 63.09% of the shares, the balance 36.91% being held by the public.

LISTING AND DEMATERIALIZATION OF SHARES

CONCOR''s shares are listed with the bourses i.e. Mumbai and National Stock Exchanges. The listing fees of both the stock exchanges have been paid.

To facilitate dematerialization of shares by its shareholders, CONCOR has signed agreements with both the Depositories (NSDL & CDSL). As per SEBI guidelines, CONCOR''s shares have been placed under ''Compulsory Demat Mode''. Out of 4,79,82,992 shares listed on the Stock Exchange 4,79,80,845 shares were in Demat mode as on 31st March, 2013. The market capitalization of the company was Rs. 13,394 crores as on 31st March, 2013 (as per closing price on NSE).

CAPITAL EXPENDITURE

Capital Expenditure of Rs.550.57 crores approx. was incurred mainly on development/expansion of terminals, acquisition of wagons, handling equipments and IT Infrastructure, etc.

TERMINAL NETWORK EXPANSION

- During the year the company has further strengthened its existing Terminal Network to provide efficient services to its customers. The Company has as on 31.03.2013 total 62 Terminals, of which 13 are pure Exim Terminals, 35 are Combined Container Terminals & 14 are pure Domestic Terminals.

- Expansion & other related works costing Rs. 19.66 crores were sanctioned for terminals at Majerhat, Kanpur, Haldia , Sanathnagar and Panipat .

HIGH SPEED WAGONS, CONTAINERS AND HANDLING EQUIPMENTS

During the year under review 315 numbers of BLC, 440 numbers of BLL high speed wagons and 27 numbers of BVZI brake van wagons were added to the existing fleet of CONCOR owned wagons, increasing the holding of High Speed Wagons to 10,413 numbers. Total wagons (BLC BLL BFKN BVZI) holding has gone upto 11,770 numbers as on 31.03.2013.

During the year in order to continue its stronghold and improve the service level, CONCOR procured 3000 new (20'') Hi cube domestic containers . As on 31st March, 2013 your company has 18,680 (owned plus leased) containers and it also owns 53 Reach Stackers and 14 Gantry Cranes.

INFORMATION TECHNOLOGY

Your Company continued to make progress in the field of Information Technology. The VSAT based network has been extended and now it covers 71 locations. The Terminal Management System for Domestic (DTMS), for EXIM (ETMS), ERP for Oracle Financial, HR Payroll was implemented for the expanded network of terminals and a Data Warehouse Module for commercial applications on centralized architecture is running smoothly across field locations/Regional Offices and Corporate Office.

The Web enabled Customer interface through a dedicated Web Server is running successfully providing facilities to the customers. The Customer feedback facility system as implemented on the website enables us to constantly evaluate our performance and take corrective action on Customer complaints and feedback.

The Electronic-filing of documents on the Commercial System initially provided at ICD/Tughlakabad have now been extended to all EXIM terminals which enable the customers to file their documents electronically from their own offices. As part of Business Continuity plan, CONCOR has established Backup Site for commercial applications. CONCOR has been re-certified ISO/IEC-27001:2005 certification from STQC IT Certification Services (Ministry of Communication & Information Technology) for establishing an Information Security Management System (ISMS).

As an extension of existing HRMS, employee portal has been introduced. This system facilitates employees to access information regarding Salary/ reimbursements, leave balances, PF statements etc. and the employee has option of viewing of the information on the screen and also the printout of the same can also be taken for the record.

The e-tender system with e-payment facility for sale and EMD electronically has also been introduced.

CONCOR has been awarded with ''IT Innovation & Excellence Award 2012'' by ''Knowledge Resource Development & Welfare Group (KRDWG)'' on 28th December 2012 for the category ''Excellence in Application of MIS in Industry''. The award was given based on the selections for different categories for IT Innovation & Excellence among the nominations from all across India and six other countries.

STANDARDISATION/ CERTIFICATIONS

- Certificate of Registration of ''Quality Management System'' as per ISO 9001:2008 Standards was obtained from BSCIC Certification Pvt. Ltd., which is valid for the period 23.03.2013 to 22.03.2016.

- As on 31.03.2013, 49 Terminals, 8 Regional offices and Corporate Office are ISO 9001:2008 Certified and 13 Terminals are in pipeline for Fresh Certification.

JOINT VENTURES/ STRATEGIC ALLIANCES

Your company continued to place emphasis on providing total logistics and transport solutions to its customers by exploring the possibilities of expanding the presence of the company in all segments of Logistics value chain in the EXIM as well as Domestic segments. Strategic alliances are being firmed up, both for optimal utilization of infrastructure as well as expansion into other segments of the value chain.

During the year your company entered into a Joint Venture with State Infrastructure and Industrial Development Corporation of Uttarakhand Limited (SIIDCUL) for development of Logistics facilities in the state of Uttarakhand. The Joint Venture Company (JVC) with shareholding of 74% and 26% of CONCOR and SIIDCUL respectively named M/s. SIDCUL CONCOR INFRA Company Limited was incorporated on 21st March, 2013 and has already commenced development of a Logistics Park at Pantnagar at Udham Singh Nagar District of the state. With shareholding of more than 51% in this JVC, it is a subsidiary of CONCOR. The first financial year of the company will be ending on 31.03.2014.

Another Joint Venture Agreement has been signed by your company with Punjab State Container and Warehousing Corporation (CONWARE) on 13th March 2013. This 51:49 Joint venture with majority shareholding of CONCOR will be creating Logistics facilities in the state of Punjab.

WHOLLY OWNED SUBSIDIARIES

Till previous year your company had a wholly owned subsidiary M/s. Fresh and Healthy Enterprises Limited (FHEL). It was incorporated in the year 2006 to create world class cold storage infrastructure in the country, to provide complete cold chain logistics solutions to the various stakeholders in this area. In the fiscal 2012-13, your company has incorporated on 24.07.2012 another wholly owned subsidiary M/s. CONCOR Air Limited. This company will undertake the design, development and operations of the air cargo terminal at Santa Cruz airport in Mumbai.

The Balance Sheet, Profit & Loss Account, Directors'' report and Auditors'' report of above subsidiaries are available on the website of the company (www.concorindia.com) and will also be available for inspection by any member of the company at the registered office of CONCOR and the respective subsidiaries. Further, your company will make available the accounts of FHEL & CONCOR Air Ltd. upon request by any shareholder of holding and subsidiary companies. The consolidated financial statements of CONCOR have been prepared after duly incorporating the accounts of FHEL & CONCOR Air Ltd. A summary of key financials of FHEL & CoNcOR Air Ltd. are given in the Notes to Accounts of the consolidated financial statements.

HUMAN RESOURCE MANAGEMENT

Human Resources are considered as key assets of CONCOR. The main focus of the HR philosophy is to align with the business of the organization and become a strategic Business partner. CONCOR strive towards employee empowerment, growth and development of individuals by realizing their potential, encouraging innovative ideas and fair distribution of rewards thereby building Business Capability through HR. The following successful measures were taken during the financial year to attract, retain and manage talent in CONCOR:

(i) Skill Development of the employees was given special attention through in-house and external training programmes. To address the learning and organization development needs, various training programmes were organized by Company''s Training Division. These included in-house developed modules as well as modules developed and imparted with the assistance of various outside HR specialists.

(ii) CONCOR revised and rationalized some of the HR policies to meet the changing requirements and encourage excellence at work. As a welfare measure, special reimbursement of expenses is allowed to employees for vaccination of their children upto the age of five years. Company successfully retained its existing human resources and attracted new talent with attrition rate was around 1.5 percent.

(iii) In order to improve transparency and good governance, all employees have been empowered to access their personal details, salary slips, PF statement and other personal information and forms online through IT enabled intranet "Employee Portal".

(iv) The company''s excellence in HR has been recognized by various awards during the financial year. Shri Anil Kumar Gupta, Chairman and Managing Director was conferred with ''CEO with HRD orientation'' award by Institute of Public Enterprises (IPE) in world HRD congress held on 16th February 2013 in Mumbai.

INDUSTRIAL RELATIONS

The industrial relation perspectives in CONCOR is focused towards industrial peace, effective management of Contract Labour, constructive settlement and business productivity improvement. The approach towards industrial relations has been proactive, fair and transparent, ensuring better wages and social security to the employees. During the financial year the industrial relation remained harmonious and no man-days were lost.

RESERVATION POLICY

CONCOR has been following the Government Guidelines regarding reservation for SCs, STs, OBCs, Persons with Disabilities (PwDs) and Ex-Servicemen. The representation of SCs, STs, OBCs and PwDs against total strength of 1198 as on 31.03.2013 is as under:

Category No. of Employees

Schedule Caste 180

Schedule Tribe 51

Other Backward Classes 263

Persons with Disabilities (PwDs) 22

Details of SC, ST and OBC candidates who joined CONCOR during the financial year 2012-13:

Category No. of Employees

Schedule Caste 09

Schedule Tribe 05

Other Backward Classes 20

SPECIAL ACHIEVEMENTS

Your company continued to excel in fields of its activities and was a proud recipient of the following awards in the year:

- Prestigious PSE Excellence Award 2012 for being Best Financial Performer in the Miniratna and Others Category from Indian Chamber of Commerce (ICC) and Department of Public Enterprise (DPE) Govt. of India. Award presented by Secretary DPE Mr. O. P Rawat.

- Prestigious SCOPE Meritorious Award for Corporate Social Responsibility & Responsiveness for the year 2011-12 presented by Hon''ble President of India Shri Pranab Mukherjee on 26th April 2013.

- Dun & Bradstreet ROLTA Corporate Award 2011 received from Honble Minister for HRD, Shri Kapil Sibbal in Mumbai on 1st June 2012. This award was bestowed upon CONCOR for fifth year in succession, for being the Top Indian Company in Transport and Logistics Sector.

- Second Northern Indian Multi-Modal Logistics Award 2013 for Excellence in Logistics Sector for being adjudged the best ICD and Rail Operator (Public) for the year 2012. Award was presented on 13th Feb 2013 at New Delhi.

- Third All India Maritime and Logistics Award 2012 for best "Inland Container Depot Operator (Public) of the year" presented by EXIM India in Mumbai on 7th September 2012.

- Prestigious Dalal Street Investment Journal''s instituted 4th PSU Award, 2012 for being the Most Efficient Non Manufacturing Mini Ratna Company among all Indian CPSEs, received from Shri Ajit Singh, Union Minister for Civil Aviation on 23rd March 2013.

- Prestigious Global HR Individual Excellence Award from IPE (Institute of Public Enterprise) for Shri Anil Kumar Gupta being recognized as CEO with HR Orientation. Award received in Mumbai at World HRD Congress on 17th February 2013.

- The Gateway Award for CONCOR ICD Khodiyar for being the Inland Container Depot of the Year in recognition of creating state-of-the-art facilities and delivering service of high quality during the year 2011-12.

- KRDWG Award for "Excellence in Application of MIS in Industry" in the category of IT Innovation and Excellence, received from Knowledge Resource Development and Welfare group.

RESEARCH & DEVELOPMENT (R&D)

In terms of MOU target for 2012-13 signed between CONCOR & Ministry of Railways, your company has achieved the Excellent Target by implementing well before the scheduled date the following parameters under R&D:

(i) Institution of study for relieving heavy vehicular congestion & hence reduction of noise and emission levels at CONCOR ICD at Tughlakabad (New Delhi).

(ii) Commencement of pilot project for automated container tracking at CONCOR ICD at Dronagirinode (Navi Mumbai) through new technology.

(iii) Study for evolving new container design.

SUSTAINABLE DEVELOPMENT

In terms of MOU target signed between CONCOR & Ministry of Railways, your company has implemented successfully by March, 2013 the following targets under Sustainable Development resulting in an "Excellent" rating:

(i) Energy management by reducing average Diesel consumption per move of Gantry Cranes owned by CONCOR to 1.65 litres per move

(ii) Construction of rain water harvesting wells in 20 locations

(iii) Afforestation by way of expenditure of Rs. 0.20 Crores on tree plantation

(iv) Construction of energy efficient warehouses

(v) Training of 252 staff on importance of Sustainable Development

FOREIGN EXCHANGE EARNINGS & OUTGO

During the year, there were no foreign exchange earnings. The details of foreign exchange outgo are as under:-

(Rs. in lakh) Foreign exchange outgo 16.14

Import on CIF basis

a) Stores & Spares 81.70

b) Capital Goods 8093.97

PRESIDENTIAL DIRECTIVES

No Presidential Directives were received from the Government during the financial year 2012-13.

RAJBHASHA

There has been considerable progress in the use of Official Language Hindi in Official work of CONCOR. The provisions of Section 3(3) of the Official Languages Act have been fully complied with and letters received in Hindi were also replied in Hindi. All efforts were made to correspond with offices situated in ''A'', ''B'' and ''C'' regions in Hindi as per targets set by the Department of Official Language.

Quarterly meetings of Official Language Implementation Committee were held regularly under the chairmanship of Managing Director to review the progress made in promoting use of Hindi in CONCOR and the decisions taken therein were implemented.

Hindi Pakhwara was organized from 10th to 24th September 2012 in which various competitions like Technical Article Writing, Noting & Drafting, story writing etc. were held. About 90 officials participated in these competitions. A Kavi Sammelan was also organized during Pakhwara to promote Hindi literature. Successful officers and employees were given cash awards and certificate by Managing Director in the closing ceremony organized at the end of Hindi Pakhwara. 56 officers/employees were given Cash Awards for doing their official work in Hindi under ''CONCOR Rajbhasha Puraskar Yojna'' for the year 2011-2012. Two officials were awarded with Late Dr. Shankar Dayal Singh Smriti Puruskar 2011 for their significant contributions towards promoting Hindi in official work. The Office organized a ''SANSMARAN LEKHAN'' competition for PSU''s under the aegis of Town Official Language Implementation Committee (PSU) Delhi on 20th November 2012 in which 29 officials from various PSU''s participated.

To assess the progress made in the use of Official Language, the second Sub-Committee of Parliament on Official Language inspected Corporate Office on 12th November 2012. The Committee was satisfied with the efforts made by CONCOR in implementing progressive use of Hindi in its official work.

CONCOR has enriched library with books of reputed Hindi authors. The Number of books in the Library has increased to 1349. Leading Newspapers as well as monthly and fortnightly magazines continue to be subscribed. To promote original writing in Hindi, ''Madhubhasika'' a literary magazine continues to be published quarterly. This magazine has been awarded special prize by Town Official Language Implementation Committee (PSU) Delhi. Excellent articles published in this magazine are also suitably awarded. It is also uploaded on the company''s website.

CONCOR''s website is bilingual and all computers have Unicode facility to work in Hindi.

VIGILANCE

During the year 2012-13 vigilance department continued its focus on empowering field officers with knowledge/procedures, so that mistakes/lapses can be avoided. To achieve this objective, major emphasis was given on preventive and participative vigilance campaign. Extensive interactions were held at regional/terminal level, with officers at various levels. Thirteen Preventive / Surprise / Intensive Checks at various Regional offices/Inland Container Depots/ Container Freight Stations had been conducted. In addition, 06 cases were registered/ investigated on the basis of complaints and other information.

Online Vigilance Clearance System (OVCS), which is a computerization of vigilance process of awarding vigilance clearance launched in the year 2011 was extended to top 10 terminals. In addition to above, CCTV facility have been installed in major terminal to bring more vigil on the activities at the terminals.

Employee Friendly initiative like Employee Portal, Right to Service for time bound delivery of Benefits & Services for Employees were introduced.

A sum of Rs.1.48 crores was recovered from various contractors/customers during the financial year. In addition, 08 improvements in systems and procedures were recommended to various functional divisions on the basis of experience gained through preventive checks and other investigations. The system improvements have been adopted and implemented, which are aimed at improved physical and financial performance in various terminals.

Suitable penal action was taken against erring officials and contractors.

The Vigilance Awareness Week was observed in Corporate Office as well as in Regional Offices & Terminals by undertaking various activities. 03 workshops and one training programme had been organized during the Vigilance Awareness Week and " Vigilance Brochure"was also brought out on the occasion.

06 Regional Seminars and 05 Training/Workshops were organized in order to create awareness on various aspects of quality management of contracts. It was an effort to reach out to all levels of CONCOR''s functionaries for effecting and systemizing changes though procedures. Various categories of officials have participated in these workshops/trainings and threadbare discussions have been held on various issues.

PARTICULARS OF ENERGY CONSERVATION, TECHNOLOGY ABSORPTION ETC.

Provisions of Section 217(1) (e) of the Companies Act, 1956 read with the Companies (Disclosure of Particulars in the Report of Board of Directors) Rules, 1988 regarding conservation of energy, technology absorption are not applicable to the Company at this stage.

DIRECTORS'' RESPONSIBILITY STATEMENT

Pursuant to the requirement under Section 217(2AA) of the Companies Act, 1956 with respect to Directors Responsibility Statement, it is hereby confirmed:

i) That in the preparation of the annual accounts for the financial year ended 31st March. 2013. the applicable accounting standards have been followed along with proper explanation relating to material departures:

(li) That the directors have selected such accounting policies and applied them consistently and made Judgments and estimates that were reasonable and prudent so as to give a true and fair view of the state of affairs of the Company at the end of the financial year and of the profit or loss of Uie Company for the Year under review.

(ill) That the directors have taken proper and sufficient care Tor 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 delecting fraud and other irregularities;

(iv) That the directors have prepared the accounts for the financial year ended 31st March, 2013 on a ''going concern'' basis.

CORPORATE GOVERNANCE

Your Company has fully complied with the requirements of Clause 49 of the Listing Agreement and the DPE Guidelines regarding Corporate Govemance.

A Report on Corporate Governance, the Certificate on compliance of requirement of Clause 49 of Listing Agreement and DPE Guidelines on Corporate Governance and Management Discussions and Analysis are given as Annexures to this Report

BUSINESS RESPONSIBILITY REPORT

For describing the initiatives taken by the companies from Environmental. Social and Governance perspective SEBI has vide its Circular CIRyCFD/DIL/8/2012 dated August 13.2012, mandated the top 100 listed entities, based on market capitalisation at BSE and NSE. to include Business Responsibility Report (BRR) as part of the Annual Report. The Stock Exchanges have accordingly amended the listing agreement incorporating therein the provisions for giving BRR by the companies as part of their annual report Accordingly. CONCOR being among the top 100 listed companies by market capitalization, the Business Responsibility Report of the company forms part of the Annual Report

CORPORATE SOCIAL RESPONSIBILITY

In your company, CSR means total commitment to all its stakeholders to conduct business In an economically, socially and environmentally sustainable manner that is responsible and ethical

Since Inception CONCOR nas always worked towards the inclusive growth of society by contributing through its efforts & available resources for the sustainable development of all its stakeholders, including allied partners and logistics service providers CONCOR has framed its CSR policy for the effective Implementation of the activities undertaken.

Under CONCOR''s CSR policy various thrust areas have been identified which Includes health & medical care, educalion/tlteracy enhancement, community development & rehabilitation measures, environment protection, conservation of natural resources, natural calamities and Infrastructure development

Like previous years, CONCOR allocated 0.5% of Profit After Tax (PAT) of previous year towards CSR Budget for F.Y. 2012-13.

CONCOR has executed various projects under its CSR Initiatives The major projects of the Company related to setting up of Adult Literacy Centres, has been taken up in association with National Literacy Mission Authority (NLMA). Ministry of Human Resource Development: Similarly, National Foundation of Communal Harmony (NFCH) under Ministry of Home Affairs. Govt, of India is also doing activities of helping violence affected children.

Assistance has also been provided towards creation of Infrastructure for visually impaired, physically challenged and poor children. Company has also taken steps towards conservation of environment by adopting a village Irt the state of Uttarakhand in association with TERl for providing rain water harvesting. Polly houses. Alternate energy solution, computer training etc. to villagers. Similarly Company is also providing assistance to Odisha Stale Disaster Management Authority (OSDMA) for construction of multipurpose cydone shelters.

The Company has taken effective steps for generating awareness for CSR activities among its officers /staff. CSR guidelines arid policy of the company have been effectively communicated to its officers and staff through regions They are also being informed and involved in the implementation and monitoring of the projects undertaken by the company from time to time

In CONCOR most of our CSR activities are being implemented by Government or other reputed organizations having a track record of performance CONCOR monitors the project implemented by these agencies from time to time and wherever felt necessary also sends its own officials to see the physical implementation on the ground

In line wilh DPE guidelines, a total amount of Rs. 6.23 crore, including unspent amount of previous years was committed towards CSR budget for F.Y2012-13. Out of this 1 6.15 crore was disbursed/used towards these activities during the year

With the revision In the DPE Guidelines on Corporate SociaJ Responsibility and Sustainability (CSR & S) which will be applicable w.e.f. 1st April 2013 your company has also revised its CSR & S policy recently It has adopted these revised guidelines and has framed a two tier system for the management of its CSR & S activities Under this system two committees have been formed. Tier-1 committee is at board level headed by CMD/CONCOR with Director (Projects & Services) and an Independent Director as other two members The tior-2 Committee is below board level which is headed by an executive one level below board

To continue wilh Its long term CSR & S policy & enthused by the benefits accruing to the society trom its Initiatives In earlier years, the company Intends to continue its commitment to fulfill its obligations towards all its stakeholders & society in the years ahead In accordance with Its CSR & S policy

PARTICULARS OF EMPLOYEES

The Information required in accordance with the provisions of Section 217(2A) of the Companies Act 1956 read with tho Companies (Particulars of Employees) Rules. 1975 as amended by Company (Particulars of Employees) Rules. 2011 is NIL. as no employee has drawn remuneration in excess of amount specified in said Rules.

AUDITORS

Being a Government Company, the Comptroller & Auditor General of India had appointed M/s Kumar Chopra & Associates as Company''s Statutory Auditors for the financial year 2012-13 The Statutory Auditor of the company is being paid an audit fee ofRs. 4,66,000/- BOARD OF DIRECTORS

During the financial year 2012-13, six meetings of Hie Board of Directors were held for transacting the businesses of the Company During the year the post ot Managing Director held by Shri Anil Kumar Gupta was re-designated as Chairman and Managing Director (CMD) w.e.f. 5'' March. 2013. In the currentyear. Shri Mano] K. Akhouri. EDTT (F)/Raitway Board, joined the Board of CONCOR and in addition, Shri Sudhir Mathur Shri Pradeep Bhatnagar Shri Deepak Gupta and Shri M P. Shorawala also joined the Board of CONCOR as Independent Directors. During the year and upto the date of this report, the directorship In the company are as under

- Shri K.K.Srivastava, Part-time Chairman (upto05.03.2013)

- Shri Anil Kumar Gupta. Chairman and Managing Director

- Shn Harpreet Singh. Director (Projects & Services)

- Shri YbsIi Vardhan, Director (Intl. Mktg & Ops )

- Smt P. Al|| Rani. Director (Finance)

- Shri Shahnawa^ Ali. Director (Domestic) (upto 31.01 2013)

- ShnA.S Upadhayay, Director (upto 18.05.2012)

- Shri M K. Akhouri. Director (w.e.f. 14.06.2012)

- Lt. Gen.(Retd.)ArvlndMahajan Director

- Dr, (Professor) AK. Bandy opadhyay, Director

- Dr. (Professor) Kausik Gupta, Director

- Shn Sudhir Mathur. Director (w.e.f. 25.09.2012)

- Shri Pradeep Bhatnagar. Director (w.e.f 06.03.2013)

- Shri Deepak Gupta, Director (w.e.f. 06.03.2013)

- Shri M.P. Shorawala, Director (w.e.f. 06.03.2013)

- Shri Kundan Sinha, Director (w.e.f. 08.07.2013)

RETIREMENT OF DIRECTORS BY ROTATION

In terms of provisions of the Companies Act, 1956, Shri Anil Kumar Gupta, Chairman & Managing Director, Shri Harpreet Singh, Director (Projects & Services), Smt. P. Alli Rani, Director (Finance) and Shri Manoj K. Akhouri, Director are liable to retire by rotation and being eligible, offer themselves for reappointment.

CODE OF CONDUCT

The Code of Conduct has been laid down for the Board Members and senior management. A copy of the same is available on the website of the Company.

Based on the affirmation received from Board Members and Senior Management Personnel, it is hereby declared that all the members of the Board and Senior Management Personnel have affirmed compliance of Code of Conduct for the financial year ended on March 31, 2013.

CONCLUSION

Your Directors express their gratitude for continued co-operation and support provided by Government of India, in particular the Ministry of Railways, Customs, Ports, Investors and above all the customers who have continued to patronize the services provided by your Company.

Your Directors acknowledge the constructive suggestions received from Statutory Auditors and Comptroller and Auditor General of India and are grateful for their consistent support and help.

Your Directors would like to place on record its deep and sincere appreciation for the hard work, dedication and unstinted efforts by the Company''s employees so as to ensure that your Company achieves greater milestones and scales the newer pinnacle of success.

For and on behalf of the Board of Directors

Sd/-

Dated : 25.07.2013 (Anil Kumar Gupta)

Place : New Delhi Chairman & Managing Director

Mar 31, 2012

The directors are pleased to present their report on the business and operations of your company for the financial year ending March 31, 2012.

FINANCIAL RESULTS

(Rs. in crores)

Particulars 2011-12 2010-11

Income from operations 4060.95 3834.85

Profit before depreciation & tax (PBDT) 1340.27 1203.51

Profit before tax (PBT) 1181.78 1058.28

Provision for tax 251.74 179.77

Profit after tax (PAT) 877.88 875.95

Profit available for appropriations 877.88 875.95

APPROPRIATIONS:

Interim Dividend 97.49 97.49

Proposed Final Dividend 116.98 103.99

Corporate tax on dividend 34.79 33.06

Transfer to general reserves 87.79 87.59

Balance carried to Balance Sheet 540.83 553.82

Earnings per share (Rs.) 67.54 67.39

DIVIDEND

Keeping in view the company's Capex requirements, the Board recommends a final dividend of 90% on the paid up share capital of " 129.98 crores. An interim dividend @ 75% has already been paid. The total dividend payment for the year 2011-12 is-214.47crores as compared to "201.48 crores (excluding dividend tax) for the FY 2010-11.

FINANCIAL HIGHLIGHTS

The operating turnover of your company registered a growth of 5.90% during the year under review, increasing from Ã3834.85 crores in the previous year to "4060.95 crores in the current year. Total expenditure increased by 7.46%, from Ã 2973.83 crores in 2010-11 to "3195.71 crores in 2011-12. The profit before tax worked out to " 1181.78 crores, higher by 11.67% over 2010-11. After making provisions for Income Tax, prior period/tax adjustments, the Net Profit available for appropriations stands at" 877.88 crores, which is 0.22% higher than last year. This increase in Profit After Tax (PAT) is due to growth in the operating turnover and other income of the company.

OPERATIONAL PERFORMANCE

The throughput of your Company crossed the landmark of 2.6 million TEUs during 2011-12 as against over 2.5 million TEUs handled in 2010-11, an increase of over 1.64%.

Handling at Terminals (In TEUs) 2011-12 2010-11 % age growth

Exim 21,36,000 20,18,551 5.82

Domestic 4,68,311 5,43,746 (13.87)

Total 2,604,311 25,62,297 1.64

As can be seen the prime increase was in EXIM throughput which grew by 5.82%.

CAPITAL STRUCTURE

There is no change in the capital structure, with the Government of India continuing to hold 63.09% of the shares, the balance 36.91% being held by the public.

LISTING AND DEMATERIALIZATION OF SHARES

CONCOR's shares are listed with the bourses i.e. Mumbai and National Stock Exchanges. The listing fees of both the stock exchanges have been paid.

To facilitate dematerialization of shares by its shareholders, CONCOR has signed agreements with both the Depositories (NSDL & CDSL). As per SEBI guidelines, CONCOR's shares have been placed under 'Compulsory Demat Mode'. Out of 4,79,82,992 shares listed on the Stock Exchange 4,79,80,802 shares were in Demat mode as on 31st March, 2012. The market capitalization of the company was -12,411 crores as on 31st March, 2012 (as per closing price on NSE).

CAPITAL EXPENDITURE

Capital Expenditure of -365.86 crores approx. was incurred mainly on development/expansion of terminals, acquisition of wagons, handling equipments and IT Infrastructure, etc.

NEW TERMINAL & TERMINAL NETWORK EXPANSION

- Two new Terminals were commissioned during the year, at Khodiyar for EXIM & Nagulapally for Domestic traffic on 21.06.2011 & 06.12.2011 respectively. The terminals at Tondiarpet, Ballabhgarh and Khodiyar were upgraded and notified as ICD, which will enable them to run services to all ports.

- Expansion & other related works costing -54.83 crores were sanctioned for terminals at Vadodara, Irugur, Baddi, Nagulapally, Desur, Jaipur, Sanathnagar, Tondiarpet, Malanpur, Agra and Haldia.

HIGH SPEED WAGONS, CONTAINERS AND HANDLING EQUIPMENTS

During the year under review 270 numbers BLC, 40 numbers BLL high speed wagons and 12 numbers BVZI brake van wagons were added to the existing fleet of CONCOR owned wagons; increasing the holding of High Speed Wagons to 9631 numbers. Total wagons (BLC BLL BFKN BVZI) holding has gone upto 10,988 numbers as on 31.03.2012.

The company placed order to acquiring 4500 (20') high cube containers, out of which 1258 (20') high cube containers were added in the existing container fleet. In addition, 98 ventilated special purpose containers were also procured for transportation of vegetables, fruits & perishable commodities. As on 31st March, 2012 your company has 16,109 (owned plus leased) containers and it also owns 53 Reach Stackers and 14 Gantry Cranes.

INFORMATION TECHNOLOGY

Your Company continued to make progress in the field of Information Technology. The VSAT based network has been extended and now it covers 68 locations. The Terminal Management System for Domestic (DTMS), for EXIM (ETMS), ERP for Oracle Financial, HR Payroll was implemented for the expanded network of terminals and a Data Warehouse Module for commercial applications on centralized architecture is running smoothly across field locations/Regional Offices and Corporate Office.

The Web enabled Customer interface through a dedicated Web Server is running successfully providing facilities to the customers. The Customer feedback facility system as implemented on the website enables us to constantly evaluate our performance and take corrective action on Customer complaints and feedback.

The Electronic-filing of documents on the Commercial System initially provided at ICD/Tughlakabad have now been extended to all EXIM terminals which enable the customers to file their documents electronically from their own offices. As part of Business Continuity plan, CONCOR has established Backup Site for commercial applications. CONCOR has been re-certified ISO/IEC-27001:2005 certification from STQC IT Certification Services (Ministry of Communication & Information Technology) for establishing an Information Security Management System (ISMS).

Introduction of Online Vigilance Clearance System (OVCS) is a step towards instantly issuing NOC for Officers and Staff of CONCOR all over the country. Computerization of Vigilance Clearance to issue NOC has reduced the processing time drastically. The application is developed on intranet architecture and secured by digital signature at all levels.

STANDARDISATION/ CERTIFICATIONS

- Certification of Registration of ÃQuality Management SystemÃ as per ISO 9001:2008 Standards has been obtained, which is valid for the period 30.03.2010 to 28.03.2013.

- Registration Schedule as per ISO 9001:2008 Standards for the period of 30.03.2010 to 28.03.2013 has been issued by ISO Certifying Consultants.

- Quality Manual and Procedure Manual alongwith Quality Objectives were reviewed and updated as per new 9001:2008 Standards, ISO Certificate for Corporate Office as per new ISO Standards has been issued.

- As on 31.03.2012, as many as 57 business units have been ISO certified.

JOINT VENTURES/ STRATEGIC ALLIANCES

Your company continued to place emphasis on providing total logistics and transport solutions to its customers by exploring the possibilities of expanding the presence of the company in all segments of Logistics value chain in the EXIM as well as Domestic segments. Strategic alliances are being firmed up, both for optimal utilization of infrastructure as well as expansion into other segments of the value chain.

SUBSIDIARY COMPANY

Your company has a wholly owned subsidiary M/s. Fresh and Healthy Enterprises Limited (FHEL). It was incorporated in the year 2006 to create world class cold storage infrastructure in the country, to provide complete cold chain logistics solutions to the various stakeholders in this area. The Balance Sheet, Profit & Loss Account, Directors' report and Auditors' report of FHEL are available on the website of the company (www.concorindia.com) and will also be available for inspection by any member of the company at the registered office of CONCOR and FHEL. Further your company will make available the accounts of FHEL upon request by any member. The consolidated financial statements of CONCOR have been prepared after duly incorporating the accounts of FHEL. A summary of key financials of FHEL are given in the Notes to Accounts of the consolidated financial statements.

HUMAN RESOURCE MANAGEMENT

Human Resources are considered as key assets of CONCOR. The main focus of the HR philosophy is to align with the business of the organization and become a strategic Business partner. CONCOR strive towards employee empowerment, growth and development of individuals by realizing their potential, encouraging innovative ideas and fair distribution of rewards thereby building Business Capability through HR. The following successful measures were taken during the financial year to attract, retain and manage talent in CONCOR:

1. Skill Development of the employees was given special attention through in-house and external training programmes. To address the learning and organization development needs, various training programmers were organized by Company's Training Division. These included in-house developed modules as well as modules developed and imparted with the assistance of various outside HR specialists.

2. CONCOR revised and rationalized some of the HR policies to boost employee morale and encourage excellence at work. The company successfully retained its existing human resources and attracted new talent with attrition rate of below 2 percent.

3. The company's excellence in HR has been recognized by various awards during the financial year including 'HR Leadership Aligned to Business Strategy Award' conferred by World HRD Congress at the Global HR Excellence Awards 2011-12 on 17th February 2012 at Mumbai; 'Pride of HR Profession Award' conferred by India Human Capital Summit 2011 on 3rd December 2011 at New Delhi; and 'HR Leadership Award' conferred by Asia Pacific HRM Congress Awards 2011 held at Bengaluru, 2nd September 2011.

4. In order to impart more transparency and accountability in the HR service delivery to employees a policy of 'The Right to Service and Time Bound Delivery of Benefits and Services to Employees' has been implemented, providing time-bound delivery of specified benefits and facilities to the employees.

INDUSTRIAL RELATIONS

The employee relation perspectives in CONCOR focused towards basic business needs, manage Contract Labour, legal perspectives and corporate sustainability. The approach towards industrial relations has been proactive, fair and transparent, ensuring better wages and social security to the employees. During the financial year the employee relation remained harmonious and no man-days were lost.

RESERVATION POLICY

CONCOR has been following the Government Guidelines regarding reservation for SCs, STs, OBCs, Persons with Disabilities (PwDs) and Ex-Servicemen. The representation of SCs, STs, OBCs and PwDs against total strength of 1164 as on 31.03.2012 is as under:

Category No. of Employees

Schedule Caste 173

Schedule Tribe 47

Other Backward Classes 253

Physically Challenged 19

Details of SC, ST and OBC candidates who joined CONCOR during the financial year 2011-12:

Category No. of Employees

Schedule Caste 09

Schedule Tribe 05

Other Backward Classes 09

SPECIAL ACHIEVEMENTS

- CONCOR received the prestigious Dun & Bradstreet - Rolta Corporate Awards-2010 for being the Top Indian Company in "Transport & Logistics SectorÃ on 26th April, 2011. This award has been received for the fourth year in succession.

- The department related Parliamentary Standing Committee on Industry visited Mumbai on 2nd July 2011 to assess the MOU performance of CONCOR. The said committee duly acknowledged CONCOR's consistent adherence to the targets set by DPE and appreciated its performance as a profitable commercial organisation.

^ CONCOR received the prestigious 3rd South East CEO Conclave and Awards 2011 in the category of "Inland Container DepotÃ on 27th July, 2011 at Chennai Trade Centre. This award has been conferred for the third time in a row.

- As part of CONCOR's ongoing initiative to promote hinterland connectivity to new upcoming Ports thereby giving fillip to India's port handling capacities as a whole, 124 rakes containing 10,918 TEUs of export traffic moved from TNPM (Chennai) to Krishnapatnam Port (PKPK). Further, One rake of export traffic containing 90 TEUs moved from TNPM (Chennai) to Karaikal Port (KIKP).

- CONCOR was awarded 2nd All India - maritime and Logistics Awards 2011 for best "Inland Container Depot operator of the yearÃ on 30th September, 2011.

- CONCOR received the prestigious India Pride Awards - 2011 for being the Top Indian Company in "Transport CategoryÃ from Dainik Bhaskar & DNA Group on 21ST October, 2011 from Shri Montek Singh Ahluwalia, Deputy Chairman, Planning Commission in the august presence of Mr. Jairam Ramesh, Hon'ble Minister for Rural Development & Mr. V.Narayanasami Minister of State in PMO.

- Our Subsidiary M/s. Fresh & Healthy Enterprises Ltd. (FHEL) received the certificate of Nomination in the prestigious Leaders of Tomorrow Awards 2011 from ET now, together with Indiamart & Ernst & Young.

- First rake of ventilated container train (Horticulture Express) carrying 90 loaded TEUs of Bananas was despatched from ICD/Bhusawal to Adarsh Nagar (Delhi) in the domestic stream on 22.1.2012.The train reached destination in 30 hours.

- CONCOR received the prestigious "Tamil Chamber of Commerce - EXIM Service AwardsÃ in the category of "CFS ExportsÃ. The award was received on 7th February, 2012 from his Excellency Shri K.Rosaaih, Governor of Tamil Nadu in a glittering award ceremony held at Chennai.

RESEARCH & DEVELOPMENT (R&D)

In terms of MOU target for 2011-12 signed between CONCOR & Ministry of Railways, your company has achieved the Excellent Target by implementing well before the scheduled date the following parameters under R&D:

(i) Development of electronic filing system for EXIM business for all terminals.

(ii) Development of system SRS of similar system for domestic business.

SUSTAINABLE DEVELOPMENT

In terms of MOU target for 2011-12 signed between CONCOR & Ministry of Railways, your company has implemented by March, 2012 Rain Water Harvesting at 18 locations, within the stipulated time, as against excellent target fixed of 15 locations.

FOREIGN EXCHANGE EARNINGS & OUTGO

During the year, there were no foreign exchange earnings. The details of foreign exchange outgo are as under:-

(Rs. in lakh)

Foreign exchange outgo

a) Import on CIF basis Stores & Spares 76.61

b) Capital Goods / Advances 7535.98

c) Others 33.85

PRESIDENTIAL DIRECTIVES

No Presidential Directives were received from the Government during the financial year 2011-12.

RAJBHASHA

There has been considerable progress in the use of Official Language Hindi in Official work of CONCOR. The provisions of Section 3(3) of the Official Languages Act have been fully complied with and letters received in Hindi were also replied in Hindi. All efforts were made to correspond with offices situated in 'A', 'B' and 'C' regions in Hindi as per targets set by the Department of Official Language.

Quarterly meetings of Official Language Implementation Committee were held regularly under the chairmanship of Managing Director to review the progress made in promoting use of Hindi in CONCOR and the decisions taken therein have been implemented.

Hindi Pakhwara was organized from 14th to 28th September 2011 in which various competitions like Technical Article Writing, Noting & Drafting, General Hindi Knowledge, Typing on Computer etc. were held. 74 officers and staff took part in these competitions. Successful officers and employees were given cash awards and certificate by Managing Director in the closing ceremony organized at the end of Hindi Pakhwara. 187 officers/employees were given Cash Awards for doing their official work in Hindi under 'CONCOR Rajbhasha Puraskar Yojna' for the year 2010-2011. The Office organized a 'VICHAR LEKHAN' competition for PSU's under the aegis of Town Official Language Implementation Committee on 28th November 2011 in which 32 officials from various PSU's participated.

To assess the progress made in the use of Official Language, the second Sub-Committee of Parliament on Official Language visited North West Region, Ahmedabad and Western Region, Mumbai in month of September, 2011 and January, 2012 respectively. The Committee was satisfied with the efforts made by CONCOR in implementing progressive use of Hindi in its official work.

CONCOR has enriched library with books of reputed Hindi authors. The Number of books in the Library has increased to 1179. Leading Newspapers as well as monthly and fortnightly magazines continue to be subscribed. To promote original writing in Hindi, 'Madhubhasika' a literary magazine continues to be published quarterly. Excellent articles published in this magazine are also suitably awarded. It is also uploaded on the company's website.

CONCOR's website is bilingual and all computers have Unicode facility to work in Hindi.

VIGILANCE

During the year 2011-12 the focus of the vigilance division was empowering field officers with knowledge/procedures, so that mistakes/lapses can be avoided. To achieve this objective, major emphasis was given on preventive and participative vigilance campaign. Extensive interactions were held at regional/terminal level, with officers at various levels. Twelve Preventive / Surprise Checks at various Regional offices/Inland Container Depots/ Container Freight Stations and four CTE type Examinations of engineering works at project works had been conducted. In addition, 06 cases were registered/ investigated on the basis of complaints and other information.

Online Vigilance Clearance System (OVCS), which is a computerization of vigilance process of awarding vigilance clearance was formally launched by Vigilance Commissioners Shri J.M. Garg, Shri Srikumar and Shri A.K. Maitra,

Advisor (Vigilance)/Railway Board at Corporate Office on 18.05.2011 which has resulted in reduction of time to less than two days from about 20 days in issuance of clearances for various purposes bringing transparency and speed to the approval of vigilance clearance. This is an initiative of positive vigilance. Several PSUs have shown interest in this for adoption and replication. CVC in their training course for CVOs have added this and CVO was invited as a resource person to interact with other CVOs.

A sum of Rs. 2.27 crores was recovered from various contractors/customers during the financial year. In addition, 09 improvements in systems and procedures for violation of contractual provisions were recommended to various functional divisions on the basis of experience gained through preventive checks and other investigations. The system improvements have been adopted and implemented, which are aimed at improved physical and financial performance in various terminals.

Suitable penal action was taken against erring officials.

The Vigilance Awareness Week was observed in Corporate Office as well as in Regional Offices & Terminals by undertaking various activities. 07 workshops were organized during the Vigilance Awareness Week.

04 Publications namely, Handbook on Vigilance Case Studies, Introduction to Online Vigilance Clearance, Vigilance Brochure and Preventive Vigilance Campaign Ãempowering field functionaries to educate the officials for ensuring transparency in the official activities in the organization, were released during the financial year.

08 Regional Seminars and 09 Training/Workshops were organized in order to create awareness on various aspects of quality management of contracts. It was an effort to reach out to all levels of CONCOR's functionaries for effecting and systemizing changes though procedures. Various categories of officials have participated in these workshops and threadbare discussions have been held on various issues. Focussed efforts were also made in discouraging adhoc contracts/ ineffective extensions and replacing with regular contracts.

CVO was invited to make a presentation in the XVIII Biennial Conference of Heads of State ACBs and CBI on 21st / 22nd October 2011 at Vigyan Bhawan and made a presentation on the Preventive Vigilance Campaign.

PARTICULARS OF ENERGY CONSERVATION, TECHNOLOGY ABSORPTION ETC.

Provisions of Section 217(1) (e) of the Companies Act, 1956 read with the Companies (Disclosure of Particulars in the Report of Board of Directors) Rules, 1988 regarding conservation of energy, technology absorption are not applicable to the Company at this stage.

DIRECTORSÃ RESPONSIBILITY STATEMENT

Pursuant to the requirement under Section 217(2AA) of the Companies Act, 1956 with respect to Directors Responsibility Statement, it is hereby confirmed:

(i) That in the preparation of the annual accounts for the financial year ended 31st March, 2012, the applicable accounting standards have been followed along with proper explanation relating to material departures;

(ii) That the directors have selected such accounting policies and applied them consistently and made judgments and estimates that were reasonable and prudent so as to give a true and fair view of the state of affairs of the Company at the end of the financial year and of the profit or loss of the Company for the Year under review;

(iii) That the directors have taken proper and sufficient care 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;

(iv) That the directors have prepared the accounts for the financial year ended 31st March, 2012 on a 'going concern' basis.

CORPORATE GOVERNANCE

Your Company has fully complied with the requirements of Clause 49 of the Listing Agreement and the DPE Guidelines regarding Corporate Governance.

A Report on Corporate Governance, the Certificate on compliance of requirement of Clause 49 of Listing Agreement and DPE Guidelines on Corporate Governance and Management Discussions and Analysis are given as Annexures to this Report.

CORPORATE SOCIAL RESPONSIBILITY

The CSR activities in CONCOR are evolving as a distinct function operating within the framework of a well-structured CSR policy and long term plan. In line with the intent of the Government, translated through the DPE guidelines, CONCOR's provides for an annual allocation of 0.5% of profit after tax of previous financial year towards various endeavors under its CSR. The company follows project based approach in implementing its CSR projects. There is a well laid down system for identifying and implementing the programmes, with defined timelines and project milestones, in terms of a standardized MOU signed with every project executing partner. Efforts are also made to take the projects with an in-built system of monitoring till their completion and thereafter ensuring their sustainability once the same are completed at company's end and handed over to the community.

Under CONCOR's CSR policy various thrust areas have been identified which include health & medical care, education/literacy enhancement, community development & rehabilitation measures, environment protection, conservation of natural resources, natural calamities and infrastructure development. The company has been taking up several CSR activities under these identified thrust areas. The flagship activity which has been carried out, on a year to year basis is under the trust area of education.

Like in previous year, during the year 2011-12 also in the flagship activity of education, CONCOR supported 100 more Adult Education Centers (AECs) in terms of its existing MOU with National Literacy Mission Authority, Ministry of Human Resources and Development under their Saakshar Bharat Programme. In this regard, the AECs located in five states namely West Bengal, Tamil Nadu, Karnataka, Manipur and Nagaland were being upgraded into Model Adult Education Centers with total financial assistance of Rs.250 lakhs. These AECs are working towards strengthening Adult Education in the country in which education is being imparted in the rural India to the weaker section of society especially women. This is being achieved by providing appropriate infrastructure i.e. computers, library facility, furniture, DG set, musical instruments, sewing machines, trained experts, etc. at these AECs. The facilities at 20 AECs set up during the previous year, with assistance from CONCOR, in the State of Karnataka are being used by a large number of rural populace thereby enhancing the level of adult education in the areas covered.

In association with National Foundation for Communal Harmony, the company had supported, with financial assistance of Rs.35 lakhs, the violence affected children of Kamrup and Kokarjhar district of Assam, Ahmedabad district of Gujarat and Srinagar district of Jammu & Kashmir, which has benefited 370 such children.

Financial assistance of Rs.200 lakhs was provided to Asian Institute of Transport Development (AITD) towards its Campus Development at Dwarka, New Delhi. AITD is a not-for-profit organization devoted to education, training, skill development and non-partisan research in infrastructure sector with special focus on transport, trade and logistics.

Assistance of Rs.30 lakhs was also committed to an institution for visually challenged children towards purchase of Braille printer, laptops and construction of Audio-Visual room, etc. In other initiative the company has extended financial assistance to entities helping the children affected by cancer and imparting education to destitute children.

After considering the balance budget available under CSR from earlier year, the funds committed towards CSR activities during the year 2011-12 were Rs. 548.20 lakhs.

PARTICULARS OF EMPLOYEES

The information required in accordance with the provisions of Section 217(2A) of the Companies Act, 1956 read with the Companies (Particulars of Employees) Rules, 1975 as amended by Company (Particulars of Employees) Rules, 2011 is NIL, as no employee has drawn remuneration in excess of amount specified in said Rules.

AUDITORS

Being a Government Company, the Comptroller & Auditor General of India had appointed M/s. Kumar Chopra & Associates as Company's Statutory Auditors for the financial year 2011-12.

BOARD OF DIRECTORS

During the financial year 2011-12, eight meetings of the Board of Directors were held for transacting the businesses of the Company. Shri K.K. Srivastava, Member (Traffic) /Railway Board, Shri A.S. Upadhayay, EDTT(F)/ Railway Board & Shri Shahnawaz Ali, Director (Domestic) joined the Board of CONCOR. In addition, Lt. Gen. (Retd.) Arvind Mahajan, Dr. (Professor) A.K. Bandyopadhyay and Dr. (Professor) Kausik Gupta also joined the Board of CONCOR as Independent Directors. During the year and upto the date of this report, the directorship in the company are under: -

- Shri Vivek Sahai, Part-time Chairman (upto 30.06.2011)

- Shri Vinay Mittal, Part-time Chairman (upto 13.10.2011)

- Shri K.K. Srivastava, Part-time Chairman (w.e.f. 20.10.2011)

- Shri Anil Kumar Gupta, Managing Director

- Shri Harpreet Singh, Director (Projects & Services)

- Shri Yash Vardhan, Director (Intl. Mktg. & Ops.)

- Smt. P.Alli Rani, Director (Finance)

- Shri Shahnawaz Ali, Director (Domestic) (w.e.f. 17.11.2011)

- Shri A.S. Upadhayay, Director (w.e.f. 03.01.2012 and upto 18.05.2012)

- Shri S.K. Das, Director (upto 24.10.2011)

- Shri M.K. Akhouri, Director (w.e.f. 14.06.2012)

- Lt. Gen. Arvind Mahajan (Retd.), Director (w.e.f. 13.05.2011)

- Dr. (Professor) A.K. Bandyopadhyay, Director (w.e.f. 13.05.2011)

- Dr. (Professor) Kausik Gupta, Director (w.e.f. 13.05.2011)

RETIREMENT OF DIRECTORS BY ROTATION

In terms of provisions of the Companies Act, 1956, Shri Yash Vardhan, Lt. Gen. (Retd.) Arvind Mahajan, Dr. (Professor) A.K. Bandyopadhyay and Dr. (Professor) Kausik Gupta are liable to retire by rotation and being eligible, offer themselves for reappointment.

CODE OF CONDUCT

The Code of Conduct has been laid down for the Board Members and senior management. A copy of the same is available on the website of the Company.

Based on the affirmation received from Board Members and Senior Management Personnel, it is hereby declared that all the members of the Board and Senior Management Personnel have affirmed compliance of Code of Conduct for the financial year ended on March 31, 2012.

CONCLUSION

Your Company acknowledges the commitment and dedication of all the employees, the support and understanding extended by the Indian Railways, Customs, Ports, Investors and above all the customers who have continued to patronize the services provided by your Company.

For and on behalf of the Board of Directors

Date : 13.07.2012 (K.K. Srivastava)

Place : New Delhi Chairman

Mar 31, 2011

To,

The Shareholders

The directors are pleased to present their report on the business and operations of your company for the financial year ending March 31, 2011.

FINANCIAL RESULTS

(Rs. in crores)

Particulars 2010-11 2009-10

Income from operations 3828.12 3705.68

Profit before depreciation & tax (PBDT) 1203.50 1141.69

Profit before tax (PBT) 1058.27 1006.59

Provision for tax 179.77 219.92

Profit after tax (PAT) 878.50 786.67

Profit available for appropriations 875.95 786.69

APPROPRIATIONS:

Interim Dividend 97.49 77.99

Proposed Final Dividend 103.99 103.99

Corporate tax on dividend 33.06 30.52

Transfer to general reserves 87.59 78.67

Balance carried to Balance Sheet 553.82 495.52

Earnings per share (Rs.) 67.39 60.52

DIVIDEND

Keeping in view the company's Capex requirements, the Board recommends a final dividend of 80% on the paid up share capital of Rs.129.98 crores. An interim dividend @ 75% has already been paid. The total dividend payment for the year 2010-11 is Rs. 201.48 crores as compared to Rs.181.98 crores (excluding dividend tax) for the FY 2009-10.

FINANCIAL HIGHLIGHTS

The operating turnover of your company registered a growth of 3.30% during the year under review, increasing from Rs. 3705.68 crores in the previous year to Rs. 3828.12 crores. Total expenditure increased by 3.22%, from Rs. 2,879.14 crores in 2009-10 to Rs. 2971.91 crores in 2010-11. The profit before tax worked out to Rs.1058.27 crores, higher by 5.13% over 2009-10. After making provisions for Income Tax, prior period/tax adjustments, the Net Profit available for appropriations stands at Rs. 875.95 crores, which is 11.35% higher than last year. This increase in Profit After Tax (PAT) is essentially due to strict expenditure control and innovative practices adopted by the Company.

OPERATIONAL PERFORMANCE

The throughput of your Company crossed the landmark of 2.5 million TEUs during 2010-11 as against over 2.42 million TEUs handled in 2009-10, an increase of over 5.8%.

Handling at Terminals (In TEUs) 2010-11 2009-10 % age growth

Exim 20,18,551 18,82,277 7.24

Domestic 5,43,746 5,38,970 0.89

Total 25,62,297 24,21,247 5.83

As can be seen the prime increase was in EXIM throughput which grew by 7.24%.

CAPITAL STRUCTURE

There is no change in the capital structure, with the Government of India continuing to hold 63.09% of the shares, the balance 36.91% being held by the public.

LISTING AND DEMATERIALIZATION OF SHARES

CONCOR's shares are listed with the bourses i.e. Mumbai and National Stock Exchanges. The listing fees of both the stock exchanges have been paid.

To facilitate dematerialization of shares by its shareholders, CONCOR has signed agreements with both the Depositories (NSDL & CDSL). As per SEBI guidelines, CONCOR's shares have been placed under 'Compulsory Demat Mode'. Out of 4,79,82,992 shares listed on the Stock Exchange 4,79,80,755 shares were in Demat mode as on 31st March, 2011. The market capitalization of the company was Rs. 15,599 crores as on 31st March, 2011 (as per closing price on NSE).

CAPITAL EXPENDITURE

Capital Expenditure of Rs. 310.46 crores approx. was incurred mainly on development/expansion of terminals, acquisition of wagons, handling equipments and IT Infrastructure, etc.

NEW TERMINAL & TERMINAL NETWORK EXPANSION

Ã Two new Terminals were commissioned during the year, at Khemli (Rajasthan) & Rourkela (Orissa) on 15.08.2010 & 15.12.2010 respectively.

Ã Expansion & other related works costing Rs. 63.30 crores were sanctioned for terminals at Dronagiri Node (Mumbai), Bhusawal, Gandhidham, Nagpur, Dadri, Balasore, Moradabad, Whitefield, Khemli, Haldia, Aurangabad, Moradabad and Ankleshwar.

HIGH SPEED WAGONS

During the year, 565 High Speed Wagons were added to the existing fleet of CONCOR owned wagons, increasing the holding of high speed wagons to 9,309 units. With this, the total wagon holding has gone upto 10,666 units.

CONTAINERS AND HANDLING EQUIPMENTS

To enhance company's container handling capacity 29 new Reach Stackers were acquired during the year. As on 31st March, 2011 your company has 15,579 (owned plus leased) containers and it owns 55 Reach Stackers and 14 Gantry Cranes.

INFORMATION TECHNOLOGY

Your company continued to make progress in the field of Information Technology. The VSAT based network has been extended and now it covers 66 locations. The Terminal Management System for Domestic and EXIM, ERP for Finance and HR Payroll was implemented for the expanded network of terminals. A "Data Warehouse Module" for commercial applications on centralized architecture is running smoothly across field locations/ Regional Offices and Corporate Office. The Web enabled Customer Interface through a dedicated Web server is running successfully providing facilities to the customers. The Customer feedback facility system as implemented on the website enables us to constantly evaluate our performance and take corrective action on Customer complaints and feedback. The Electronic-filing of documents on the Commercial System at ICD/ Tughlakabad has also been introduced which enables the customers to file their documents electronically from their own offices. CONCOR has also been awarded e-Asia 2009 Award for the category "Electronic Business in Public Sector" for its project titled "Web Based Integrated Container/ Terminal Management System" which has been adjudged by AFACT (Asia Pacific Council for Trade Facilitation and Electronic Business). As part of Business Continuity Plan, CONCOR has established Backup Site for commercial applications. CONCOR has been re-certified ISO/IEC-27001:2005 certification from STQC IT Certification Services (Ministry of Communication & Information Technology) for establishing an Information Security Management System (ISMS).

STANDARDISATION/ CERTIFICATIONS

Ã Certification of Registration of 'Quality Management System' as per ISO 9001:2008 Standards has been obtained, which is valid upto 28.03.2013.

Ã Registration Schedule as per ISO 9001:2008 Standards for the period of 30.03.2010 to 28.03.2013 has been fixed by ISO Certifying Consultants. Ã Quality Manual and Procedure Manual alongwith Quality Objectives were reviewed and updated as per new

9001:2008 Standards, ISO Certificate for Corporate Office as per new ISO Standards has been issued. Ã As on 31.03.2011, as many as 57 business units have been ISO certified.

JOINT VENTURES/ STRATEGIC ALLIANCES

Your company continued to place emphasis on providing total logistics and transport solutions to its customers by exploring the possibilities of expanding the presence of the company in all segments of Logistics value chain in the EXIM as well as Domestic segments. Strategic alliances are being firmed up, both for optimal utilization of infrastructure as well as expansion into other segments of the value chain.

HUMAN RESOURCE MANAGEMENT

Human Resource is considered as key asset of CONCOR. The main focus of the HR philosophy is to align with the business of the organization and become a strategic business partner. CONCOR strives towards employee empowerment, growth and development of individuals by realizing their potential, encouraging innovations and fair distribution of rewards thereby building business capability through HR. The following successful measures were taken during the year to attract, retain and manage talent in CONCOR:

1. The major Role of HR in change management was successfully introduced by formulating and implementing a robust and transparent Performance Management System (PMS) through identifying Key Performance Indicators, goal setting with objective and measurable parameters. The performance related variable pay has been linked with the PMS of each individual executives and supervisors.

2. Skill development of the employees was given special attention through in-house and external training programmes. To address the learning and organization development needs, various training programmes were organized by Company's Training Division. These included in-house developed modules as well as modules developed and imparted with the assistance of various outside HR specialists.

3. CONCOR revised and rationalized some of the HR policies to boost employee morale and encourage excellence at work. The company successfully retained its existing human resources and attracted new talent with an attrition rate of less than 2 percent. The employee productivity continues to increase with earning per employee increasing to Rs. 3.48 crores from Rs. 3.44 crores in the previous financial year.

4. The cost of staff was contained to 2.94% of total costs.

INDUSTRIAL RELATIONS

The employee relation perspectives in CONCOR are focused towards basic business needs, management of contract labour, legal perspectives and corporate sustainability. The approach towards industrial relations has been proactive, fair and transparent; ensuring better wages and social security to the employees. During the financial year the employee relations remained harmonious and no man days were lost.

RESERVATION POLICY

CONCOR has been following the Presidential Directives and Guidelines issued by the Government of India from time to time regarding reservation for SCs, STs, OBCs, Physically Handicapped and Ex-Servicemen in letter and spirit. The representation of SCs, STs, OBCs and PHs in CONCOR is as under:

Category Joined during 2010-11 As on 31.03.2011 No. of Employees % of Total Manpower

Schedule Caste 07 169 14.73

Schedule Tribe 03 43 3.75

Other Backward Classes 15 249 21.71

Physically Handicapped 01 19 1.66

SPECIAL ACHIEVEMENTS

1. Hon'ble Prime Minister of India Shri Manmohan Singh conferred upon CONCOR the MOU Excellence Certificate for 2008-09 for excellent achievement in MOU targets on 15th December, 2010 at New Delhi

2. CONCOR received the 1st Northern India Multimodal Logistics Awards for ICD & Rail Operator of the Year during Conquest -2011 International Conference & EXPO held at New Delhi during January 2011.

3. M/s. CARE (Credit Analysis and Research Limited) has reaffirmed the credit rating of CARE AAA (Is) {Triple A (Issuer)}to CONCOR. The symbols of CARE AAA (Is) are considered to be of the best credit quality, offering highest safety for timely servicing of debt obligations.

4. As per ET survey of listed companies in India for 2009-10, CONCOR has been ranked No.161 in top 500 companies of India in terms of turnover and No.85 in terms of net profit respectively. In Transport & Logistics sector, CONCOR has been ranked No.3 in terms of turnover, and No.1 in terms of net profit.

5. CONCOR received the first ever award called All India Maritime and Logistics Awards, 2010 (MALA) for "Inland Container Depot Operator of the year" from Exim India & Fairplay Exposition Group. The award was conferred during a function held in Mumbai.

6. CONCOR's Inland Container Depot (ICD), Dadri has been selected for Annual Indian Maritime Awards 2010 for "ICD of the year" for high level of the reliability in customer service during the year 2009-10.

7. The company has been selected for conferring of Rolta Corporate Awards 2010 by Dun & Bradstreet for being the best Indian company under the "Transport & Logistics" sector. The award will be conferred on CONCOR in the last week of April in Mumbai. Dun & Bradstreet has also ranked CONCOR among the India's Top 500 Companies with ranking of No. 133 in total income, No. 65 in Net Profit listing and No. 79 in Net Worth listing.

FOREIGN EXCHANGE EARNINGS & OUTGO

During the year, there was no foreign exchange earnings, the details of foreign exchange outgo are as under:- (Rs. in lakh) Foreign exchange outgo

a) Import on CIF basis Stores & Spares 26.12

b) Capital Goods / Advances 4935.34

c) Others 14.38

PRESIDENTIAL DIRECTIVES

No Presidential Directives were received from the Government during the financial year 2010-11.

RAJBHASHA

There has been considerable progress in the use of Official Language Hindi in Official work of CONCOR. The provisions of Section 3(3) of the Official Languages Act have been fully complied with and letters received in Hindi were also replied in Hindi. All efforts were made to correspond with offices situated in 'A', 'B' and 'C' regions in Hindi as per targets set by the Department of Official Language.

Quarterly meetings of Official Language Implementation Committee were held regularly under the chairmanship of Managing Director to review the progress made in promoting use of Hindi in CONCOR and the decisions taken therein were complied with.

Hindi Pakhwara was organized from 14th to 28th September, 2010 in which various competitions like short essay Writing, Noting & Drafting, Typing on Computer etc. were held. About 95 officers and staff took part in these competitions. A Kavi Sammelan was also organized during the pakhwara in which 8 poets of repute took part. Successful officers and employees were given cash award and certificate by Managing Director in the closing

ceremony organized at the end of Hindi Pakhwara. 128 officers/employees were given Cash Awards for doing their official work in Hindi under 'CONCOR Rajbhasha Puraskar Yojna' for the year 2009-2010. CONCOR was also conferred with the Consolation Prize of Narakas Rajbhasha Shield for the year 2008-09 for its excellent performance in official language Hindi by the Town Official Language Implementation Committee (Undertakings) Delhi. The Office also organized a 'HAMARA UPKRAM' on essay writing competition for PSU's under the aegis of Town Official Language Implementation Committee on 10th November 2010 in which 29 officers and staff from various PSU's participated.

CONCOR has enriched library with books of reputed Hindi authors. The Number of books in the Library has increased to 1105. Leading Newspapers as well as monthly and fortnightly magazines continue to be subscribed to. To promote original writing in Hindi 'Madhubhasika' a literary magazine is published quarterly. Excellent articles published in this magazine are also suitably awarded. It is also uploaded on the company's website.

CONCOR's website is bilingual and all the computers have Unicode facility to work bilingually.

VIGILANCE

With a view to bring about systems Improvements, Vigilance Division continued its focus on 'Preventive Vigilance' during 2010-11. Thirteen Preventive / Surprise Checks and Five Intensive Examinations of major works were conducted at various Regional Offices / Inland Container Depots / Container Freight Stations and Project works. In addition, 07 cases were registered /investigated on the basis of complaints and other information.

A sum of Rs. 1.44 crores was recovered from various contractors / customers during the financial year. In addition, 17 improvements in systems and procedures were recommended to various functional divisions on the basis of experience gained through preventive examination and other investigations. The system improvements have been adopted and implemented, which are aimed at improved physical and financial performance in various terminals.

Suitable penal action was taken against erring officials/contractors.

The Vigilance Awareness Period was observed in Corporate Office as well as in Regional Offices by undertaking various activities. A "Hand Book on Vigilance" was released during the Vigilance Awareness Period in October 2010 at Corporate Office and North West Region. Interactive sessions were also organized at Corporate Office and at all regional levels in order to create awareness about various aspects of vigilance. In addition, nine training programmes and one terminal managers conference was organized at Corporate Office in January 2011 wherein a detailed presentation on Quality Management of Contracts was made.

PARTICULARS OF ENERGY CONSERVATION, TECHNOLOGY ABSORPTION ETC.

Provisions of Section 217(1) (e) of the Companies Act, 1956 read with the Companies (Disclosure of Particulars in the Report of Board of Directors) Rules, 1988 regarding conservation of energy, technology absorption are not applicable to the Company at this stage.

DIRECTORS' RESPONSIBILITY STATEMENT

Pursuant to the requirement under Section 217(2AA) of the Companies Act, 1956 with respect to Directors Responsibility Statement, it is hereby confirmed:

(i) That in the preparation of the annual accounts for the financial year ended 31st March, 2011, the applicable accounting standards have been followed along with proper explanation relating to material departures; (ii) That the directors have selected such accounting policies and applied them consistently and made judgments and estimates that were reasonable and prudent so as to give a true and fair view of the state of affairs of the Company at the end of the financial year and of the profit or loss of the Company for the Year under review; (iii) That the directors have taken proper and sufficient care 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;

(iv) That the directors have prepared the accounts for the financial year ended 31st March, 2011 on a 'going concern' basis.

CORPORATE GOVERNANCE

Your Company has fully complied with the requirements of Clause 49 of the Listing Agreement and the DPE Guidelines regarding Corporate Governance.

A Report on Corporate Governance, the Certificate on compliance of requirement of Clause 49 of Listing Agreement and DPE Guidelines on Corporate Governance and Management Discussions and Analysis are given as Annexures to this Report.

CORPORATE SOCIAL RESPONSIBILITY (CSR)

Significant CSR activities were undertaken during the year. Details of some of the major activities are appended below:

A Memorandum of Understanding (MOU) was signed with National Literacy Mission Authority, Department of School Education & Literacy, Ministry of Human Resource Development, Government of India for building Adult Education Centres in the Gram Panchayat and village. Specifically Rs. 65 Lacs were used in development of 20 such centres sponsored in Karnataka with coverage of an estimated 1,47,253 beneficiaries.

MOU was signed with National Foundation for Communal Harmony (NFCH) to support the education of children affected by violence in different States. Rs. 30 Lacs were contributed to NFCH towards this for assisting over 366 children affected by ethnic/communal/terrorist violence in the districts of Kamrup (Assam), Kokrajhar (Assam), Ahmedabad (Gujarat) & Srinagar (Jammu & Kashmir).

PARTICULARS OF EMPLOYEES

The information required in accordance with the provisions of Section 217(2A) of the Companies Act, 1956 read with the Companies (Particulars of Employees) Rules, 1975 as amended by Company (Particulars of Employees) Rules, 2011 is NIL, as no employee has drawn remuneration in excess of amount specified in said Rules.

AUDITORS

Being a Government Company, the Comptroller & Auditor General of India has appointed M/s. Kumar Chopra & Associates as Company's Statutory Auditors for the financial year 2010-11.

BOARD OF DIRECTORS

During the financial year 2010-11, five meetings of the Board of Directors were held for transacting the businesses of the Company. Shri Vinay Mittal, Chairman / Railway Board, joined the Board of CONCOR w.e.f. 26.07.2011 as Part-time Chairman. Lt. Gen. (Retd.) Arvind Mahajan, Dr. (Professor) A.K. Bandyopadhyay and Dr. (Professor) Kausik Gupta joined the Board of CONCOR w.e.f. 13.05.2011 as Independent Directors. During the year and upto the date of this report, the directorship in the company are under:

- Shri Vivek Sahai, Part-time Chairman (upto 30.06.2011)

- Shri Vinay Mittal, Part-time Chairman (w.e.f. 26.07.2011)

- Shri Anil Kumar Gupta, Managing Director

- Shri Harpreet Singh, Director (Projects & Services)

- Shri Yash Vardhan, Director (Intl. Mktg. & Ops.)

- Smt. P.Alli Rani, Director (Finance)

- Shri S.K. Das, Director

- Shri S. Balachandran, Director (upto 31.12.2010)

- Shri V. Sanjeevi, Director (upto 31.12.2010)

- Prof. Janat Shah, Director (upto 31.12.2010)

- Shri T.R. Doongaji, Director (upto 03.04.2011)

- Lt. Gen. Arvind Mahajan (Retd.), Director

- Dr. (Professor) A.K. Bandyopadhyay, Director

- Dr. (Professor) Kausik Gupta, Director

RETIREMENT OF DIRECTORS BY ROTATION

In terms of provisions of the Companies Act, 1956, Shri Anil Kumar Gupta, Shri Harpreet Singh and Smt. P. Alli Rani, Directors are liable to retire by rotation and being eligible, offer themselves for reappointment.

CODE OF CONDUCT

The Code of Conduct has been laid down for the Board Members and senior management. A copy of the same is available on the website of the Company.

Based on the affirmation received from Board Members and Senior Management Personnel, it is hereby declared that all the members of the Board and Senior Management Personnel have affirmed compliance of Code of Conduct for the financial year ended on March 31, 2011.

CONCLUSION

Your Company acknowledges the commitment and dedication of all the employees, the support and understanding extended by the Indian Railways, Customs, Ports, Investors and above all the customers who have continued to patronize the services provided by your Company.

For and on behalf of the Board of Directors

Date : 10.08.2011 (P. Alli Rani) (Anil Kumar Gupta)

Place : New Delhi Director (Finance) Managing Director

Mar 31, 2010

The directors are pleased to present their report on the business and operations of your company for the financial yearending March 31,2010.

FINANCIAL RESULTS

(Rs. in Crores)

Particulars 2009-10 2008-09

Income from operations 3705.68 3417.16

Profit before depreciation & tax (PBDT) 1141.69 1142.15

Profit before tax (PBT) 1006.59 1026.24

Provision for tax 219.92 234.73

Profit aftertax (PAT) 786.67 791.51

Profit available forappropriations 786.69 791.20

APPROPRIATIONS:

Interim Dividend 77.99 77.99

Proposed Final Dividend 103.99 103.99

Corporate tax on dividend 30.52 30.93

Transferto general reserves 78.67 79.12

Balance carried to Balance Sheet 495.52 499.17

Earnings per share (RS.) 60.52 60.87

DIVIDEND

Keeping in view the companys Capex requirements, the Board recommends a final dividend of 80% on the paid up share capital of Rs. 129.98 Crores. An interim dividend @ 60% has already been paid. The total dividend payment for the year 2009-10 is Rs. 181.98 crores as compared toRs. 181.98 crores (excluding dividend tax) for the FY 2008-09.

FINANCIAL HIGHLIGHTS

The operating turnover of your company registered a growth of 8.44% during the year under review, increasing from Rs. 3417.16 crores in the previous year to Rs. 3705.68 crores. Total expenditure increased by 10.65%, from Rs. 2,602.01 crores in 2008-09 to Rs. 2,879.14 crores in 2009-10. The profit before tax worked out to Rs.1006.59 crores, lower by 1.91% over 2008-09. After making provisions for Income Tax, prior period/tax adjustments, the Net Profit available for appropriations stands at Rs. 786.69 crores, which is marginally (0.57%) below last years level. This marginal decline in Profit After Tax (PAT) is essentially due to slightly more than proportional increase in the operating expenditure (mainly on account of imbalance of exports & imports causing heavy empty repositionings); decline in other income of the company; and increase in depreciation from Rs.115.91 crores to Rs.135.10 crores, i.e., byRs. 19.19 crores. Such an increase in depreciation was warranted due to the expansion plans of your company. An amount of Rs. 350.35 crores was capitalized during the year under review. 720 High Speed BLC Wagons have been added to the existing fleet of CONCOR owned Wagons increasing the holding of High Speed Wagons to 8837 Nos. Other additions to fixed assets were on account of terminal infrastructure and purchase of Reach Stackers and Containers

OPERATIONAL PERFORMANCE

Handling at Terminals (In TEUs) 2009-10 2008-09 % age growth

Exim 18,82,277 18,54,959 1.47

Domestic 5,38,970 4,53,273 18.91

Total 24,21,247 23,08,232 4.90

CAPITAL STRUCTURE

There is no change in the capital structure, with the Government of India continuing to hold 63.09% of the shares, the balance 36.91% being held by the public.

LISTING AND DEMATERIALIZATION OF CONCORS SHARES

CONCORs shares are listed with the bourses i.e. Mumbai and National Stock Exchanges. The listing fees of both thestockexchanges have been paid.

To facilitate dematerialization of shares by its shareholders, CONCOR has signed agreements with both the Depositories (NSDL & CDSL). As per SEBI guidelines, CONCORs shares have been placed under Compulsory Demat Mode. Out of 4,79,82,992 shares listed on the Stock Exchange, 4,79,80,689 shares were in Demat mode as on 31st March, 2010. The market capitalization of the company was Rs. 17,132 croress as on 31/03/2010 (as per closing price of NSE) as compared toRs. 9,344 croress as on 31/03/2009, an increase of 83.34%.

CAPITAL EXPENDITURE

Capital Expenditure of Rs. 350.35 crores approx. was incurred mainly on development/expansion of terminals, acquisition of wagons, handling equipments and IT Infrastructure etc.

NEW TERMINAL & TERMINAL NETWORK EXPANSION

Two new terminals were commissioned during the year, at Durgapur (West Bengal) & Ratlam (Madhya Pradesh) on 30.04.2009 & 05.11.2009 respectively.

Expansion workswere commissioned at Kota, Whitefield, Dadri, Malanpur, Phillaur, Khemli, Kanpur& Fathua.

HIGH SPEED WAGONS

During the year 2009-10, 720 high speed BLC wagons have been added to the existing fleet of CONCOR owned wagons; increasing the holding of high speed wagons to 8837 nos. With these, the total wagon holding has gone upto 10,194 units.

CONTAINERS

The total number of containers (ownedaswellason lease) were 15,754, as on 31.03.2010.

INFORMATION TECHNOLOGY

Your company continued to make progress in the field of Information Technology. The VSAT based network has been extended and now it covers 64 locations. The Terminal Management Systems for Domestic and EXIM, ERP for Finance and HR were implemented for the expanded network of terminals and a "Data Warehouse Module" for commercial applications on centralized architecture is running smoothly across field locations/ Regional Offices and Corporate Office. The Web enabled Customer Interface through a dedicated Web server is running successfully providing facilities to the customers. The Customer feedback facility system as implemented on the website enables us to constantly evaluate our performance and take corrective action on Customer complaints and feedback. Electronic-filing of documents on the Commercial system at ICD/ Tughlakabad has also been introduced which enables the customers to file their documents electronically from their own offices. As part of Business Continuity Plan, CONCOR has established Backup site for commercial applications. CONCOR has been recertified as ISO/IEC-27001-2005 compliant by STQC IT Certification Services (Ministry of Communication & Information Technology) for establishing an Information Security ManagementSystem (ISMS).

STANDARDISATION/ CERTIFICATIONS:

Certification of Registration of Quality Management System as per ISO 9001:2008 Standards has been obtained with validity period of 30.03.2010 to 28.03.2013.

Registration Schedule as per ISO 9001:2008 Standards for the period 30.03.2010 to 28.03.2013 has been fixed by ISO Certifying Consultants.

Quality Manual and Procedure Manual along with Quality Objectives were reviewed and updated as per new 9001:2008 Standards, ISO Certification for Corporate Office as per new ISO Standards has been renewed.

As on 31.03.2010, as many as 56 business units out of 68 have been ISO Certified.

JOINT VENTURES/ STRATEGIC ALLIANCES

Your company continued to place emphasis on providing total logistics and transport solutions to its customers by exploring the possibilities of expanding the presence of the company in all segments of Logistics value chain in the EXIM as well as Domestic segments. Strategic alliances are being firmed up, both for optimal utilization of infrastructure as well as expansion into other segments of the value chain.

Your Company tooksuitable action to assess the impact of financial crisis being faced by M/s Dubai World on M/s Dubai Port World, theirsubsidiary and tooksuitable steps to mitigate the risk to the investments of your company.

HUMAN RESOURCE MANAGEMENT

Human Resource is considered as key asset of CONCOR. The main focus of your companys HR philosophy is to align with the business of the organization. CONCOR strives towards employee empowerment, growth and development of individuals by realizing their potential, encouraging innovative ideas and fair distribution of rewards. The following successful measures were taken during the financial year to manage talent in CONCOR:

1. The pay scales and allowances of all employees were revised as per DPE guidelines & settlements arrived at with the Employees Union, as applicable in respective categories.

2. Skill Development of the employees was given special attention through in-house and external training programmes. In all 640 employees underwent training through various development programmes.

3. CONCOR revised and rationalized some of the HR policies to boost employee morale and encourage excellence at work. The company successfully retained its existing human resources and attracted new talent with an attrition rate of less than 2 percent.

4. The cost of staff was contained to 2.91% of total costs despite wage revisions.

INDUSTRIAL RELATIONS

Harmonious industrial relations in CONCOR are instrumental in providing excellent logistics services to our customers. Industrial relations remained peaceful and no man-days were lost during the financial year.

RESERVATION POLICY

CONCOR has been following the Presidential Directives and Guidelines issued by the Government of India from time to time regarding reservation forSCs, STs, OBCs, Physically Handicapped and Ex-Servicemen in letter and spirit. The representation of SCs, STs, OBCs and PHs as on 31.03.2010 is as under:

Category No. of Employees in Reserved Categories as on 31.03.2010 Number % of Total Manpower

Schedule Caste 167 14.78

ScheduleTribe 41 3.63

Other Backward Classes 246 21.77

Physically Handicapped 19 1.68

SPECIAL ACHIEVEMENTS

1. Honble Prime Minister of India Shri Manmohan Singh conferred upon CONCOR the coveted MOU Excellence Awards for 2006-07 and 2007-08, for the third and fourth years in sucession, on 15th October 2009 for CONCOR being one of theTop Indian PSUs.

2. Honble Minister of State for Commerce and Industry Shri Jyotiraditya Scindia awarded CONCOR with "e AsiaÃ award for category "Electronic Business in Public SectorÃ by AFACT (Asia Pacific Council for Trade Facilitation and Electronic Business) for having designed and adopted the best Web based Integrated Container/Terminal Management System.

3. Honble Minister of Steel Shri Virbhadra Singh conferred upon CONCOR the coveted DSIJ (Dalal Street Investment Journal) Award-2009 for the Top Indian Company in non-manufacturing sector for being the highest wealth creator among PSUs. The company has received this award forthe first time, in March 2010.

4. Secretary, DPE Shri Bhaskar Chatterjee conferred upon CONCOR the prestigious Dun & Bradstreet-ROLTA Corporate Award-2009 for being the Top Indian Company in Logistics & Transportation Sector during the month of March 2010. The company received this award forthe third yearin succession.

5. The Customer Satisfaction Index (as determined by an independent survey by an outside agency) for the year2009 was an all time high of 90.3% as against 87.5% achieved during the year 2008.

6. ISO-9000-2008 Certification was obtained for Five Terminals of CONCOR. Company also obtained the coveted ISMS (Information Security Management System) Certification, towards fulfillment of ISO EC 27001:2005 Standard. The scope of ISMS applies to all CONCOR IT functions for its business applications all over India.

7. CONCOR also received the Indira Super Achievers Award from Indira Group Institute, Pune. CONCOR Team secured First Prize in the First LabourQuizsponsored jointly by GAIL &SAIL

FOREIGN EXCHANGE EARNINGS

Details of total foreign exchange earnings and outgo during the year are as under:

(Rs.in lakh)

Foreign exchange earnings NIL

Foreign exchange outgo

a) Import on CIF basis Stores & Spares 23.15

b) Capital Goods/Advances 5661.49

c) Others 24.35

PRESIDENTIAL DIRECTIVES RECEIVED FROMTHE GOVERNMENT

No Presidential Directive was received from the Government during the financial year2009-10.

RAJBHASHA

There has been considerable progress in the use of official language Hindi in official work of CONCOR. The provisions of Section 3(3) of the Official Languages Act have been fully complied with and letters received in Hindi were also replied in Hindi. All efforts were made to correspond with offices situated in A, B and C regions in Hindi as per targets set by the Department of Official Languages.

Quarterly meetings of Official Language Implementation Committee were held regularly under the chairmanship of Managing Director to review the progress made in promoting use of Hindi in CONCOR and the decisions taken therein were complied with.

Hindi Pakhwara was organised from 14th to 30th September, 2009 in which various competitions like writing, noting, drafting, typing on Computer, etc. were held. About 90 employees took part in these competitions. Managing Director gave away cash awards and certificates to all the award winning employees in a function organized on the occasion of closing ceremony of Hindi Pakhwara 2009. A Kavi Sammelan was also organized during the Pakhwara in which 10 poets of repute took part. 263 employees were given Cash Awards for doing their official work in Hindi underCONCOR Rajbhasha PuraskarYojna forthe year 2008-09. CONCOR was also conferred the 2nd Prize of "Narakas Rajbhasha ShieldÃ for the year 2008-09 for its excellent performance in official language by the Town Official Language Implementation Committee (Undertakings) Delhi. An Official Language Rules and Regulations competition for PSUs under the aegis of Town Official Language Implementation Committee was also organized on 8th October2009 in which 15 employees from various PSUs participated.

Hindi Books of reputed authors are kept in the Library at Corporate Office. The Number of books in the Library has increased to 1021. Leading Newspapers as well as monthly and fortnightly magazines continue to be subscribed to. To promote original writing in Hindi, Madhubhasika a literary magazine is published quarterly.

CONCORs website is bilingual and all the computers have the facility to work bilingually. CONCOR has adopted Unicode System to discharge its official work in Hindi.

VIGILANCE

With a view to have systems Improvements, Vigilance Division continued its focus on Preventive Vigilance during 2009-10. Twelve Preventive/Surprise Checks and Four Intensive Examinations of major works were conducted at various Regional Offices/Inland Container Depots /Container Freight Stations and Project works. In addition, 07 cases were registered/investigated on the basis of complaints and otherinformation. Suitable penal action was taken against the erring officials/ contractors. CONCOR was one of the first PSUs to adopt and implement the Integrity Pact.

A sum of Rs.14.68 lakhs was recovered from various contractors / customers during the financial year and recoveries to the tune of Rs.81.23 lakhs are in the pipeline. In addition, improvements in systems and procedures were recommended to various functional divisions on the basis of experience gained through preventive examination and other investigations. The system improvements have been adopted and implemented, which are aimed at improved physical and financial performance in various terminals.

The Vigilance Awareness Week was observed in Corporate Office as well as in Regional Offices by undertaking various activities. Seventeen training programmes, one workshop and three interactive sessions were organized in different regions in order to create awareness about various aspects of vigilance.

PARTICULARS OF ENERGY CONSERVATION, TECHNOLOGY ABSORPTION, ETC.

Provisions of Section 217(1) (e) of the Companies Act, 1956 read with the Companies (Disclosure of Particulars in the Report of Board of Directors) Rules, 1988 regarding conservation of energy, technology absorption are not applicable to the Company at this stage.

DIRECTORSRESPONSIBILITY STATEMENT

Pursuant to the requirement under Section 217(2AA) of the Companies Act, 1956 with respect to Directors Responsibility Statement, it is hereby confirmed:

(i) That in the preparation of the annual accounts for the financial year ended 31st March, 2010, the applicable accounting standards have been followed along with proper explanation relating to material departures;

(ii) That the directors have selected such accounting policies and applied them consistently and made judgements and estimates that were reasonable and prudent so as to give a true and fair view of the state of affairs of the Company at the end of the financial year and of the profit of the Company for the Year under review;

(iii) That the directors have taken proper and sufficient care 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;

(iv) That the directors have prepared the accounts for the financial year ended 31st March, 2010 on a going concernbasis.

PARTICULARS OF EMPLOYEES

Information in accordance with the provisions of Section 217(2A) of the Companies Act, 1956 read with the Companies (Particulars of Employees) Rules, 1975 regarding employees is given in Annexure ÃAÃ to the Directors Report.

AUDITORS

M/s. Kumar Chopra & Associates Chartered Accountants, New Delhi were appointed as Companys Statutory Auditors for the financial year 2009-10.

BOARD OF DIRECTORS

During the financial year 2009-10, six meetings of the Board of Directors were held for transacting the business of the Company. Shri Vivek Sahai joined CONCOR as Chairman w.e.f. 14.01.2010. Shri Anil Kumar Gupta was appointed as Managing Director w.e.f. 30.12.2009. Smt. P. Alli Rani was appointed as Director (Finance) w.e.f. 31.08.2009.

The following Directors held the office till the date of Report :- Shri VivekSahai, Part-time Chairman; Shri Anil KumarGupta, Managing Director; Shri Harpreet Singh, Director (Projects & Services); ShriYash Vardhan, Director (Intl. Mktg. &Ops.) SmtP. Alli Rani, Director (Finance); Shri S.K. Das, Director Shri S.Balachandran, Director Shri Janat Shah, Director Shri V. Sanjeevi, Director Shri T.R. Doongaji, Director

RETIREMENT OF DIRECTORS BY ROTATION

In terms of provisions of the Companies Act, 1956, Shri S.Balachandran, Shri Janat Shah and Shri V. Sanjeevi, Directors are liable to retire by rotation and being eligible, offer themselves for reappointment.

CODE OF CONDUCT

The Code of Conduct has been laid down for the Board Members and senior management. A copy of the same is available on the website of the Company.

Based on the affirmation received from Board Members and Senior Management Personnel, it is hereby declared that all the members of the Board and Senior Management Personnel have affirmed compliance of Code of Conduct for the financial year ended on March 31,2010.

CONCLUSION

Your Company acknowledges the commitment and dedication of all the employees, the support and understanding extended by the Indian Railways, Customs, Ports and above all the customers who have continued to patronize the services provided by your Company.

For and on behalf of the Board of Directors

(Vivek Sahai)

Chairman

Dated : 17.08.2010 Place : New Delhi

Disclaimer: This is 3rd Party content/feed, viewers are requested to use their discretion and conduct proper diligence before investing, GoodReturns does not take any liability on the genuineness and correctness of the information in this article