Dear Shareholders,
Your Directors have pleasure in presenting the 60th Annual
Report together with the audited accounts of the Corporation for the year ended 31st
March, 2025.
1. During the Financial Year 2024-25, the corporation has recorded a
Revenue from Operation of ?565.20 crore, reflecting an increase of 12% as compared to the
previous fiscal year of ?503.45 crore during 2023-24. The Profit after tax (PAT) increased
to ?82.94 crore marking a 25% rise over the preceding period figure of ?66.17 crore while
Profit before tax (PBT) stood at ?100.84 crore. The Corporation continutes to register
growth in the topline year on year, with a CAGR of 24.50% over the last three years.
3. Division wise financial performance:
The Division wise financial performance of the Corporation is
summarized as under:-
i) Hotels Division has achieved turnover of ?338.17 crore during the
year 2024-25 as against ?342.41 crore in the previous year. The Division earned a profit
of ?74.45 crore as against a profit of ?85.26 crore during the previous year 2023-24.
ii) The turnover of Ashok Travels & Tours (ATT) Division during
2024-25 is ?46.54 crore as against ?29.98 crore during the year 2023-24. The ATT Division
has earned profit of ?11.18 crore as against profit of ?6.45 crore in the previous year.
iii) The turnover of the Ashok Events Division increased to ?153.86
crore during 2024- 25 from ?106.06 crore during 2023-24 and it has earned a profit of
?15.85 crore as against profit of ?11.54 crore in the previous year 2023-24.
2. Performance Highlights
The highlights of the financial results of the Corporation (Standalone)
are given below:-
(Amount in Rupees Crore)
S. No. |
Particulars |
Audited
2024-25 |
Audited
2023-24 |
1 |
Revenue from Operations |
565.20 |
503.45 |
2 |
Total Income |
587.78 |
523.67 |
3 |
Profit before tax |
100.84 |
104.23 |
4 |
Profit after tax |
82.94 |
66.17 |
5 |
EPS (In Rupees) |
9.67 |
7.71 |
6 |
Networth |
401.33 |
341.95 |
iv) The turnover of Ashok International Trade Division (AITD) was
?13.24 crore during the year 2024-25 as against ?15.87 crore in the previous year 2023-24.
During the year 2024- 25, 14 duty free shops were in operation at seaports and one Airport
Visakhapatnam.
v) The Engineering Division includingSEL Projects achieved a turnover
of ?32.50 crore during the year 2024-25 as against the turnover of ?26.11 crore in the
previous year 2023-24.
vi) The Ashok Institute of
Hospitality and Tourism Management (AIH&TM)
achieved turnover of ?3.47 crore during 2024-25 as against a turnover
of ?3.24 crore in the previous year 2023-24.
4. Capital Structure
There is no change in authorized and paid-up share capital of the
Corporation. The Authorized Share Capital of the Corporation is ?150 crore and the paid-up
Share
Capital is ?85.77 crore as on 31st March, 2025.
5. Dividend
Board has recommended a dividend of ?2.90 per share i.e. 29% on the
equity share capital of the company aggregating to ?24.88 crore approximately.
Corporation's Dividend Distribution Policy is available at the
website link https://itdc.co.in/wp-content/
uploads/2019/07/ITDC-Dividend- Distribution-Policy.pdf
6. Transfer to Reserve
No amount has been transferred to the General Reserves.
7. Rating of ITDC vis-a-vis Moll targets
Performance Evaluation against MoU for F.Y. 2023-24 was done by the
DPE. ITDC received an ‘Excellent' MoU rating from the DPE with 94 marks out of
100.
8. Management Discussion and Analysis
The report on the Management Discussion and Analysis is placed at
Annexure-I.
9. Procurement from MSME
During the financial year 2024- 25, the Corporation has procured 56%
(previous year 61%) of total procurement of goods and services from the Micro and Small
Enterprises (MSEs) against the prescribed target of 25% as per the procurement policy of
Govt, of India. The procurement from MSEs owned by SC/ST entrepreneurs is NIL while
procurement from MSEs owned by Women Entrepreneurs is 1.94%. Further all tenders contained
a class for due preference to MSEs as per Gol guidelines. Continuous Vendor Registration
for MSEs is allowed through our websites and Vendor Development Programmes are conducted
at regular intervals for the MSEs.
10. Implementation of official language policy
During the year 2024-25, the Company continued its effort to give
impetus to the use of Hindi in official work through motivation and training. Cash
incentives were granted to employees on doing prescribed quantum of work in Hindi. Hindi
workshops were organized to provide practical training of Noting-Drafting and other works
in Hindi. Various Hindi competitions were also organized during Hindi Fortnight
celebrations for giving impetus to the use of official language in day to day work. Hindi
Kavigoshthi, Hindi Natya Manachan and Hindi Prize Distribution Event were also organized
to encourage official language in the Corporation. A cultural program was organized at
Hotel the Ashok on 13 December, 2024 to celebrate “Hindi Parv” which included
performances by prominent Hindi Poets as well as various performances like songs, drama,
etc. by ITDC's own employees.
ITDC Conducted a Joint Seminar on the Importance of Indian Vedic
Culture at The Ashok, New Delhi New Delhi, on 25th March 2025, The event witnessed the
participation of 53 PS Us.
The seminar was inaugurated with the lighting of the lamp by the
Managing Director, Director (Finance) and other senior officials. In this seminar, the
speakers delivered their lectures on the subject of Vedic culture. On this occasion, a
Hindi Kavi Goshthi was also organized, in which renowned national and international poets
of the literary world enthralled the audience with their melodious and humorous poetry
recitation. The Rajbhasha seminar was concluded by giving encouragement and while sharing
experiences related to regional languages including Hindi, an appeal was made to all the
participants from all 53 PSUs to do more and more work in Hindi.
11. Conservation of Energy & Technology Absorption
Commitment towards energy conservation remains in the units at various
stages of operations. Commercial considerations, energy conservation policies and
practices play a vital role in the endeavors made in this direction.
Since your Company's operations do not involve technology
absorption, the particulars as per Rule 8(3) (B) of the Companies (Accounts) Rules 2014
regarding technology absorption are not applicable.
12. Foreign Exchange Earnings & Outgo
The Direct Foreign Exchange Earnings during the year 2024-25 is ?10.90
crore against ?15.40 crore in the previous financial year 2023-24.
13. Subsidiary Companies
As on 31.03.2025, the Corporation has four subsidiary Companies, viz.
(i) Pondicherry Ashok Hotel Corporation Ltd
(ii) Ranchi Ashok Bihar Hotel Corporation Limited.
(iii) Utkal Ashok Hotel Corporation Ltd.
(iv) Punjab Ashok Hotel Company Ltd.
The Hotel Units were set up under the aforesaid subsidiary Companies at
Puducherry, Ranchi and Puri respectively. The Hotel project at Anandpur Sahib is
incomplete.
The operation of Hotel unit at Puri is closed since March, 2004.
Process for its disinvestment has been started. Status of disinvestment has been given
elsewhere in the report.
Regarding incomplete project at Anandpur Sahib, Inter Ministerial Group
(IMG) set up by the Ministry of Tourism in its meeting held on 29.11.2018 has approved the
transfer of the incomplete project to the Government of Punjab. Status of disinvestment
has been given elsewhere in the report.
Operations of Hotel Ranchi Ashok have been closed w.e.f. 29.03.2018.
IMG in its meeting held on 13.09.2018 has accorded approval for sale of equity of ITDC in
the JV Company to the Government of Jharkhand. Status of disinvestment has been given
elsewhere in the report.
Hotel Pondicherry Ashok under Pondicherry Ashok Hotel Corporation
Limited is also under disinvestment process. All the subsidiary companies are under
disinvestment process, the status of disinvestment has been given elsewhere in the report.
The Annual Accounts of all the subsidiary companies have been audited
and finalized and the Consolidated Annual Accounts have been prepared and presented in
this Annual Report. A statement
containing the salient features of the subsidiary companies (AOC-1) is
part of the Consolidated Financial Statements.
14. Vigil Mechanism and Whistle Blower Policy
The Corporation has a Whistle Blower Policy which is posted on the
website https://itdc.co.in/ wp-content/uploads/2019/07/
Whistle-Blower-Policy.pdf. Being a Central Public Sector Enterprise, the Corporation has a
Vigilance Department. Chief Vigilance Officer, the Head of the Vigilance Division, is
under the direct control of the Central Vigilance Commission (CVC), an independent Govt.
Agency. During 2024-25, no employee approached the Audit Committee through Whistle Blower
Mechanism.
15. Board of Directors
During the year, Twelve Board meetings were held to transact the
business of the Company.
The Board presently (on date of this report) comprises of five
directors
i.e. Managing Director, Director (Finance), Director (Commercial &
Marketing), one Government Nominee Director and one Independent Director. The post of
Non-executive Chairman and the post of two Independent Directors including one Woman
Independent Director are vacant.
A) Non-Executive Chairman
Post is vacant.
B) Executive Directors
1. Ms. Mugdha Sinha, IAS (RJ:99) appointed as Managing Director w.e.f.
28.04.2025.
2. Shri Lokesh Kumar Aggarwal, appointed as Director (Finance) w.e.f.
24.08.2022.
3. Shri Rajesh Rana appointed as Director (Commercial & Marketing)
w.e.f. 17.03.2025.
C) Other Part time Non-Executive Directors
(a) Part-time Government
Nominee Directors:
Ms. Ranjana Chopra, IAS, SS&FA (Tourism) appointed as Government
Nominee Director w.e.f. 28.11.2022
(b) Independent part time Directors:
Dr. Manan Kaushal re-appointed as Independent Director w.e.f.
16.04.2025
During the financial year 2024-25, following directors were
appointed/ceased to be appointed:
Dr. Manan Kaushal, Independent Director ceased to be director w.e.f.
24.01.2025.
Dr. Anju Bajpai, Independent Director ceased to be director w.e.f.
24.01.2025.
Sh. Rajesh Rana appointed as Director (Commercial & Marketing)
w.e.f. 17.03.2025.
As per disclosure received from the Directors, the Directors are not
related to one another.
Pursuant to Article 61 of the Article of Association, Shri Lokesh Kumar
Aggarwal and Ms. Ranjana Chopra retire by rotation at the ensuing Annual General Meeting
and being eligible, offer themselves for reappointment. Details of profile etc. as
required under Regulation 36(3) of SEBI (LODR) Regulations, 2015 in respect of Directors
liable to retire by rotation and seeking re-appointment have been given at the end of the
Notice of AGM. Further pursuant to Regulation 17 (1C) of SEBI (LODR) Regulations and
Section 152,196 & 203 of the Companies Act, 2013, approval of shareholders will be
sought for appointment of following directors in the upcoming AGM :
1. Ms. Mugdha Sinha, IAS Managing Director- (Ordinary Resolution)
2. Sh. Rajesh Rana, Director (Commercial & Marketing)- (Ordinary
Resolution)
3. Dr. Manan Kaushal, Independent Director- (Special Resolution)
16. Training Policy and the training imparted to the directors
The Corporation has formulated a training policy for Board Members. As
per the policy, ITDC offers training programmes organized by Standing Conference on Public
Enterprises (SCOPE), Department of Public Enterprises (DPE) and Indian Institute of
Corporate Affairs (IICA) to the Board Members. Further, on induction of nonofficial
Directors, ITDC may also arrange training on the role and responsibilities of Directors
from the professional institutes like ICAI, ICSI, ICMAI, IIM, SCOPE etc.
During the Financial Year 2024- 25, three days Familirization programme
on “Directors' Certification Master” conducted by Indian Institute of
Corporate Affairs in December, 2024 was attended by Dr. Manan Kaushal. Details are given
in the website https://itdc.co.in/wp-content/
uploads/2025/05/Familiarization- Programme_2024-2025.pdf
17. Declaration by Independent Directors
The Company has received necessary declaration from each independent
director under Section 149(7) of the Companies Act, 2013, that they meet the criteria of
independence laid down in Section 149(6) of the Companies Act, 2013 and Regulation
16(1)(b) of SEBI (LODR) Regulations, 2015. The declaration were placed before the Board.
18. Board Evaluation
The evaluation of the Board including its committees as a whole and the
Independent Directors is conducted on the basis of criteria and framework laid down by the
Nomination & Remuneration Committee of the Board. Based on the evaluation criteria
laid down by the Committee, the performance evaluation of the Board is measured in six
areas. The performance evaluation of the Independent Directors is measured also in six
areas based on questionnaire designed on a scale of 1 to 5.
ITDC is a Government Company under the administrative control of
Ministry of Tourism. The functional directors including Chairman and Managing
Director/Managing Director (CMD/MD) are selected on the recommendations of Public
Enterprises Selection Board (PESB)/ Appointments Committee of the Cabinet (ACC) in
accordance with the procedure and guidelines laid down by Government of India.
The Company enters into Memorandum of Understanding (MoU) with the
administrative ministry, i.e., Ministry of Tourism, Government of India every year,
containing key performance parameters for the company. The performance of the Company is
evaluated by Department of Public Enterprise vis-a-vis MoU entered into with the Ministry
of Tourism, Government of India.
The performance evaluation of CMD/MD includes self evaluation and final
evaluation by the Ministry of Tourism (based on the MoU rating received). The evaluation
of performance of Functional Directors includes self-evaluation by the respective
functional directors and subsequent assessment by CMD/MD (on the basis of achievement of
MoU targets and MoU rating received),
with final evaluation by the Ministry of Tourism (the administrative
ministry).
In respect of Government nominee directors, their evaluation is done by
the Ministry of Tourism as per the procedure laid down by the Government of India.
The independent directors are appointed by the administrative ministry,
their evaluation is also done by the Ministry of Tourism and Department of Public
Enterprises as per the procedure defined vide DPE DO dated 08.05.2018, DPE OM No.
9(14)/2009-GM-Part 3/ FTS-9036 dated 22.04.2022 and 30.05.2022.
It is also submitted that Ministry of Corporate Affairs (MCA) vide its
circular dated June 5, 2015 had exempted Government Companies from the provisions of
section 178(2) of the Companies Act, 2013, which requires performance evaluation of every
director by the Nomination & Remuneration Committee. The circular further exempted
Govt. Companies from the provisions of Section 134 (3) (p) of Companies Act 2013, which
provide about manner of formal evaluation of its own performance by the Board and that of
its Committees and Individual Director in Board's Report, if directors are evaluated
by the Ministry which is administratively in-charge of the Company as per its own
evaluation methodology. Further, Ministry of Corporate Affairs vide its notification dated
5th July, 2017 has exempted the provisions relating to review of performance of
Chairperson and non-independent directors and the Board as a whole and evaluation
mechanism, prescribed in Schedule IV of the Companies Act, 2013, for Government Companies.
19. Particulars of loans, guarantee and investments
The details of investments made, loans granted and guarantee given by
the Company during the financial year 2024-25 under section 186 of the Companies Act, 2013
are disclosed at Note No. 39 to the standalone financial statements.
20. Corporate Governance
As per the requirement of Clause C of Schedule V to SEBI (LODR)
Regulations, 2015, a detailed report on Corporate Governance together with the following
is given in Annexure-ll which forms part of this Report.
(i) CEO/CFO Certificate [as per Regulation 17(8) of SEBI (LODR)
Regulations, 2015]; and
(ii) Certificate from the Practicing Company Secretary [Clause E to
Schedule V to SEBI (LODR) Regulations, 2015] along with the management reply to
observations.
21. Directors' Responsibility
Statement
Pursuant to the requirement under Section 134(5) of the Companies Act,
2013, it is hereby confirmed: -
¦ that in the preparation of the accounts for the financial year
ended 31st March, 2025, the applicableaccountingstandards have been followed read along
with proper explanation relating to departures;
¦ 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 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;
¦ 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, 2013 for safeguarding the assets of the Company
and for preventing and detecting fraud and other irregularities;
¦ that the Directors have prepared the accounts for the
financial year ended 31st March 2025 on a ‘going concern' basis;
¦ that the Directors had laid down internal financial controls
to be followed by the company and that such internal financial controls are adequate and
were operating effectively;
¦ that the Directors had devised proper systems to ensure
compliance with the provisions of all applicable laws and that such systems were adequate
and operating effectively.
22. Internal Financial Controls
The Corporation has adequate internal controls system commensurate to
its nature of business. Audit of internal financial control was completed by the Board
appointed Auditor.
Board has laid down adequate policies and procedures such as Licensing
Procedure, Purchase Procedures, Engineering & Works Manual, SoP for Cash & Bank
Transactions, Internal Financial Control Policy, Risk Control Mechanism, Delegation of
Powers etc. for ensuring the orderly and efficient conduct of business.
Professional services of Chartered Accountant Firms are availed to
conduct Internal Audit of all units/ verticals of ITDC. A detailed Internal Audit manual
duly approved by the Board of Directors has been circulated to all the units.
Internal Auditors monitor and evaluate the efficacy and adequacy of the
internal checks & control
systems. Quarterly Internal Audit Reports are submitted by Internal
Auditors. Corrective actions, wherever required, are taken by the units/verticals.
Significant observations, if any, are reported to the Audit Committee.
23. Related Party Transactions
There are no materially significant related party transactions
reportable under Section 188 of the Companies Act, 2013 except the loan to subsidiary
companies which have been described at Note No. 39. The Audit Committee and the Board has
approved a policy on materiality of the related party transactions, which is posted on the
website of the company https://itdc.co.in/wp-
content/uploads/2024/08/RPT- Policy_2024.pdf . This policy has been revised by the
Board in the meeting held on 2nd August, 2024.
Information on transactions with related parties pursuant to Section
134(3)(h) of the Act read with rule 8(2) of the Companies (Accounts) Rules, 2014 are given
in prescribed format AOC-2 at Annexure-A of the Board Report.
24. Disclosure as per OM of Ministry of Parliamentary Affairs
In compliance with the OM F.No. 28(1)/2016-Leg.l dated 24.01.2018 of
Ministry of Parliamentary Affairs, Government of India on the recommendations made by the
Committee on Papers Laid on the Table (Rajya Sabha), details related to vigilances, Audit
Objections and RTI matters etc. are required to be included in the Annual Report of the
Company. The relevant details are as under:
Vigilance Cases
i) Vigi la nee cases:
Number of Vigilance cases disposed off during the FY 2024-25 (i.e.,
from 01.04.2024 to 31.03.2025) are 18(Eighteen) whereas the pending Vigilance
cases are 05 (Five) as on 01.04.2025. The pending disciplinary cases
are 03(Three) as on 01.04.2025.
The gist of nature of such cases are the procedural lapses in tendering
cases, violation of the terms & conditions of the agreement, Award of work without
prior approval etc.
ii) Number of Directors/KMPs/ employees/workers against whom
disciplinary action was taken by law enforcement agency for charges of bribery/
corruption:
|
FY
2024-25
(Current
Financial
Year |
FY
2023-24
(Previous
Financial
Year) |
Directors |
NIL |
NIL |
KMPs |
NIL |
NIL |
Employ
ees |
Nil |
Nil |
Workers |
N.A. |
N.A. |
Audit Objections
There are total outstanding 230 para pending for resolution with CAG
for Transaction Audit as on 31.03.2025.
The reply to the said para are under submission.
RTI Matters
The Corporation is a Public Authority under clause (h) of Section 2 of
Right to Information Act, 2005. The Corporation has taken necessary steps for the
implementation of the Right to Information Act, 2005. The Corporation is in compliance
with the RTI Act, 2005.
25. Report under section 22 of The Sexual Harassment of Women at
Workplace (Prevention, Prohibition and Redressal) Act, 2013
The Corporation has constituted necessary Internal Committee
under the Sexual Harassment of Women at Workplace (Prevention,
Prohibition and Redressal) Act, 2013.
During 2024-25, four complaints were received and one complaint was
pending at the end of the year 2024-25 which is pending since 31st January, 2025. Further
all women employees are covered under Maternity Benefit scheme as per the law.
26. Corporate Social Responsibility and Sustainable Development
Pursuant to the recommendation of the CSR Committee, Board resolved to
donate ?1.33 crore in Prime Minister's National Relief Fund against CSR budget of
?1.3219 crore.
The Annual Report on CSR Activities and the Report on the Sustainable
Development Activities are annexed as Annexure III.
27. Risk Management Policy and its implementation
ITDC has a Board approved Risk Management Policy laying down a sound
process for identification and mitigation of risks. In accordance with the policy, the
heads of all strategic divisions/ units have been nominated as Risk Manager and a
committee namely Risk Management Compliance Committee (RMCC) presently headed by GM
(Hotels) has been constituted to oversee and ensure compliances with the risk management
policy of the Corporation.
During the Financial Year 2024- 25, two meetings of the Risk Management
Compliance
Committee were held on 12.07.2024 and 24.12.2024.
As per clause 21 of SEBI (Listing Obligation and Disclosure
Requirement) Regulation, 2015, a Board level Risk Management Committee has been
constituted.
Present constitution of the
committee is as under:
(i) Ms. Ranjana Chopra, SS&FA (Tourism) - Member
(ii) Shri Lokesh Kumar Aggarwal, Director (F) - Chairman
(iii) Shri Rajesh Rana, Director (C&M) - Member
(iv) Dr. Manan Kaushal, Independent Director - Member
(v) GM (Hotels) - Member
(vi) VP (F&A), HoD- Member
The role and responsibilities of the Risk Management Committee is
defined in Part D of the Schedule II to SEBI (LODR) Regulations which is duly approved by
the Board.
During the financial year 2024-25, two meetings of the Board Level Risk
Management Committee were held on 02.08.2024 and 27.12.2024.
Summary of Critical Risks requiring immediate action and medium risks
not requiring immediate action having combined score of 6 and above as per new format and
Risks in the category of Likely and Almost Certain as per old format as presented in the
Board Level Risk Management Committee Meeting held on 02.07.2025 were as under:
1. Economic Risks: Dependence on Govt. Business, Emergence of
new hotels, Dependence on few verticals.
2. Industrial Risks: Threat to Market share- More players from
both PSUs and Pvt. Sector are coming in Hospitality and Tourism related services.
3. Management & Operational
Risks: Up-gradation of
Technology, Cyber Security
4. Personnel Risks: Non
availability of adequate skill sets
5. Political Risk: Ongoing
disinvestment of ITDC
properties
6. Legal Risk: Significant legal case load.
The mitigation measures against the above mentioned identified risks
are in place.
28. Auditors and Auditor's Report
The Comptroller & Auditor General of India have appointed M/s HDSG
& Associates, Chartered Accountants the Statutory Auditors for entire ITDC including
its divisions/ units under section 134(5) of the Companies Act, 2013.
Management Reply to the Qualifications given by the Auditors Report
(Standalone and Consolidated ) are placed at Annexure-IV.
29. Secretarial Auditor and Secretarial Audit Report
ITDC Board in its meeting held on 29th March, 2023 appointed M/s P.C.
Jain & Company, Company Secretaries as the Secretarial Auditors for conducting the
Secretarial Audit as required under Section 204 of the Companies Act, 2013 for a period of
three years. The Secretarial Audit Report is placed at Annexure-V and Certificate of Non-
Disqualification of Directors given by the Secretarial Auditor is placed at Annexure-VI
and management replies to the comments and observations of the Secretarial Auditors on the
report are given at Annexure VII.
30. Cost Records
Corporation is not required to maintain cost records in accordance with
Section 148 of the Act read with Rule 3 of the Companies (Cost Record and Audit) Rules,
2014 as the service of the Company are not covered under the said rules.
31. Extract of Annual Return
In accordance with Section 134(3)(a) and Section 92 of the Companies
Act, 2013, the annual return of company is available on the website and can be accessed at
https://itdc.co.in/wp-content/
uploads/2025/04/Annual-Return- for-the-Financial-Year-2023-24.pdf
32. Significant and material orders
There are no significant and material orders passed by the regulators
or courts or tribunals impacting the going concern status and company's operation in
future.
33. Comments of the Comptroller and Auditor General of India
‘Nil' Comments received from the Comptroller & Auditor
General of India, under Section 143(6) of the Companies Act, 2013 on the Accounts
(Standalone and Consolidated) of the Company for the financial year ended 31st March, 2025
(enclosed at the end of the Annual Report).
34. Material changes and
commitments affecting the financial position of the Company between the
end of the Financial year and the date of the Report
Status of Disinvestment of
properties of ITDC and its JV Subsidiaries:
No. of hotels disinvested during 2024-25 (Upto the date of Report): Nil
Status of disinvestment of Properties of ITDC and its JV companies as
on date is as under:
Name of Property |
Hotel
Pondicherry Ashok, Puducherry |
Current Status |
¦ M/s
CBRE South Asia Pvt. Ltd. appointed as Transaction Advisor (TA).
¦ TA submitted the Inception Report and Draft Valuation Report.
M/s CBRE also gave an option of selling the vacant land and giving existing hotel on 0
& M to third party in PPP mode.
¦ IMG in the meeting held on 04.03.2021 decided to give the
existing Elotel along with 8 acres of land for development on O & M basis for 50 years
and remaining land of Elotel Pondicherry Ashok will be monetized through DIPAM. IMG
directed the ITDC officials for roadshow.
¦ Roadshow conducted by ITDC officials along with State Government
officials from 15th March, 2021 to 19th March, 2021. Participants in the roadshow gave
various suggestions including the option of lease in place of O & M as in case of O
& M, additional construction is not allowed. Report of Roadshow was presented to the
IMG in the meeting held on 07.09.2021. IMG directed M/s CBRE to do the analysis on various
options viz. O&M/Lease/Licensing including its tenure and place their analysis report
along with recommendations in the next IMG meeting.
¦ The analysis report received from the CBRE. State Government
gave some observations which are yet to be resolved by M/s CBRE.
¦ Joint Secretary-(UT)-MEIA held a meeting on 12.04.2022 with the
office of the Chief Secretary, Govt, of Puducherry. It was discussed that the current law
in Puducherry allows lease of 19 years only and any lease can be given under the extant
law of the State.
¦ In the IMG meeting held on 02.05.2022, IMG discussed that if
permission for leasing beyond 19 years is not possible, we may propose to the State
Government for buying out the equity stake of ITDC in the JV Company.
¦ In the I MG meeting held on 22.09.2022, MD-Pondicherry
Industrial Promotion and Development Investment Corporation (PIPDIC) apprised that the
PIPDIC Board had accorded approval to buy out the 51% equity of ITDC in the Pondicherry
Ashok Elotel Corporation Limited. PIPDIC vide letter dated 03.11.2022 forwarded the
resolution of the PIPDIC Board conveying the acceptance of the proposal in principle
subject to State Government approval.
¦ Reply dated 18.07.2024 from the State Government is received
regarding mode of valuation to be decided.
¦ ITDC requested MoT to call the IMG meeting for appointment of
Valuer/Transaction Advisor. |
Name of Property |
Hotel Kalinga
Ashok, Bhubaneswar |
Current Status |
¦ RFP
floated in 2017, 2018 and 2019 but remained unsuccessful. IMG in the meeting held on
06.03.2020 decided to retender with revised selection criteria.
¦ In the IMG meeting held on 04.03.2021, TA presented the revised
selection criteria.
¦ Roadshows were conducted from 15th March, 2021 to 19th March,
2021. Participants in the roadshow gave various suggestions including the option of lease
in place of O & M as in case of O & M, additional construction is not allowed.
Report of Roadshow was presented to the IMG in the meeting held on 07.09.2021. IMG decided
that a letter may be sent to the State Government seeking permission for subleasing of
property and for increasing the lease tenure for developing the property on PPP model.
Letter accordingly sent by Secretary (Tourism), Gol to the Chief Secretary, Govt, of
Odisha on 12.10.2021.
¦ On 22.04.2022, a meeting of DG (Tourism)/MD-ITDC was held with
the Chief Secretary-Odisha and Principal Secretary (Tourism), Govt, of Odisha regarding
request of Secretary (Tourism)-Gol vide letter dated 12.10.2021 and 27.12.2021 for
allowing ITDC to sub-lease the property of Elotel Kalinga Ashok and for increasing the
lease tenure of the property. |
Name of Property |
Hotel Kalinga
Ashok, Bhubaneswar |
Current Status |
Regarding
sub-leasing of the property, officials of Odisha Govt, apprised that as per the extant
laws of the Odisha Govt., for allowing sub-leasing a consent fee of ?15 crore per acre is
charged and needs to be paid by the Concessionaire. Regarding increasing the lease tenure,
officials of the Odisha Govt, apprised that property has still left 50 years of remaining
lease tenure. For increasing/extension of the lease tenure, GA Department has to move
fresh proposal, the premium is to be charged de novo.
Govt, of Odisha was requested to send the reply of the letter sent by the
Secretary (Tourism), Gol on 12.10.2021 and 27.12.2021.
¦ 38th IMG meeting was held on 02.05.2022 in which IMG discussed
that since State Government has reiterated the consent fee for sub-leasing permission,
property can be tendered for 0 & M for 30+20 years instead of sub-leasing as
approximately 52 years lease period is left. IMG decided that if State Government is
interested to take back the property, the matter may be discussed with the State
Government along with Flotel Nilachal Ashok, Puri. IMG directed that a clear reply of the
State Government should be obtained before the next IMG meeting. Letter sent from
Secretary (Tourism), Gol to the Chief Secretary, Odisha on 10.06.2022.
¦ IMG in the meeting held on 22.09.2022 was apprised that in the
meeting held on 06.09.2022 between the Chief Secretary, Odisha and MD-ITDC, ITDC was
requested to send the terms & conditions for transfer of land and building of Flotel
Kalinga Ashok to the Govt, of Odisha. IMG directed ITDC to send the reply to the Odisha
Government at the earliest. Director (Tourism), Govt, of Odisha was also requested to send
the reply of the letter dated 10.06.2022 sent by Secretary (Tourism), Gol to the Chief
Secretary, Odisha. IMG directed that Govt, of Odisha and ITDC to discuss mutually on the
terms of transfer and apprise the result to the IMG in the next meeting. Regarding
detailed proposal from ITDC side to Odisha Govt, this was discussed that consultant
appointed for Flotel Kalinga Ashok would be asked to work out a proposal on behalf of ITDC
considering all the aspects to safeguard interest of ITDC.
¦ Proposal from M/s CBRE received and placed before the ITDC Board
in the meeting held on 29.03.2023. Board approved the proposal. Letter dated 30.07.2024
sent from the Secretary (Tourism) to the Chief Secretary (Odisha).
¦ Further meeting in this connection at the level of Secretary
(Tourism),Gol and the Chief Secretary Odisha Govt, and the MD-ITDC and the Secretary
(Tourism) Odisha Govt, were held in which it was decided that property on the leasehold
land and also the freehold land will be divested by ITDC and the State Government will
take the properties on basis of the valuation.
¦ Further directions in this connection are awaited. |
Name of Property |
Hotel Ranchi
Ashok, Ranchi |
Current Status |
¦
Operations of the Flotel is closed since 29.04.2018.
¦ IMG in its meeting on 13-09-2018 had approved the valuation of
RABFICL on “as is where is basis” for the purpose of transfer of equity.
¦ VRS was offered thrice. Presently, there are six employees who
have not accepted the VRS so far. VRS dues were funded by ITDC by way of loan to Ranchi
Ashok Bihar Flotel Corporation Ltd. (RABFICL)
¦ MoU for transfer of 51% equity stake of ITDC in RABFICL to Govt,
of Jharkhand signed on 24.11.2020. Consideration against the equity shares and dues of
ITDC have been received on 28.12.2020.Dues like VRS dues and outstanding dues of employees
remained pending.
¦ Draft Cabinet Note for taking approval of CCEA in this regard
was sent to Ministry of Tourism for taking necessary action for taking approval of CCEA.
Revised Draft CCEA Note was sent in August, 2022.
¦ Proposal for fourth time VRS was also approved by the Board and
is pending for approval by the MoT.
¦ In view of dire threats by employees of Flotel Ranchi Ashok due
to non-payment of their dues, ITDC disbursed loan of ?6.13 crore to RABFICL to clear the
outstanding dues of employees up to June 2022. BSTDC did not extend their share towards
the same.
¦ ITDC has also been extending loans regularly to meet statutory
and security expenses. Present outstanding payable to ITDC is ?9.72 crores as on
31.05.2024.
¦ DIPAM has advised for taking approval of Alternative Mechanism
instead of CCEA route in the case of transfer of shareholding in Punjab Ashok Flotel
Company Ltd. (PAFICL).
¦ Note for Alternative Mechanism was sent ot the MoT on
04.09.2024. MoT vide email dated MoT vide email dated 15.07.2025 has communicated the
approval of Alternative Mechanism. |
Name of Property |
Hotel Nilachal
Ashok, Puri |
Current Status |
¦
Property was tendered out for sub-leasing. Lol issued to successful bidder in 2010. The
bidder could not fulfill the terms of the Lol. Lol was cancelled. Bidder went to the
Court. Supreme Court on 04.10.2021 dismissed the appeal of bidder and pronounced judgement
in favour of ITDC. Supreme Court has directed ITDC to refund the amount of ?4.11 crore to
the appellant and for the balace amount of ?4.41 crore, M/s Paulmech has been given
liberty to file a civil suit for recovery of ?4.41 crores and all contentions of the
parties in that regard are left open. Supreme Court in its judgement has also observed
that pendency of the Civil Suit that may be filed by M/s Paulmech shall not be an
impediment for UAHCL to deal with the property or to re tender the same in any manner.
¦ As per the order of the Supreme Court, ITDC refunded the amount
of ?4.11 crore to the Appellant.
¦ UAHCL Board in its meeting held on 06.01.2022 approved that
proposal of initiating disinvestment process of Hotel Nilachal Ashok, Puri be sent to IMG
for taking a decision.
¦ IMG in its meeting held on 02.05.2022 decided that State
Government must be involved in the matter. All options viz.
¦ Taking back of the property by the State Government if they pay
JV dues towards ITDC & equity valuation; or
¦ Sub-leasing of the property as per the sub-leasing permission
given by the State Government in 2007; or
¦ 0 & M/Licensing out of the property in case State Government
insists consent fee to be paid for subleasing of property etc.
To be discussed with the State Government and the views of the State
Government should be taken in writing. After having taken the views of the State
Government, financial and legal pros and cons of all the options to be analyzed and if
needed, opinion of outside legal expert may be taken and the report to be put up to the
IMG in the next meeting for taking a decision.
¦ Letter sent on 08.06.2022 from DG (Tourism), Gol to the Chief
Secretary, Odisha in this regard, reply is awaited. Reminder letter sent on
02.12.2022,13.03.2023 and 21.11.2024.
¦ Further meeting in this connection at the level of Secretary
(Tourism),Gol and the Chief Secretary Odisha Govt, and the MD-ITDC and the Secretary
(Tourism) Odisha Govt, were held in which it was decided that the share of ITDC in the
paid up capital will be divested by ITDC and the State Government will take the properties
on basis of the valuation.
¦ Further directions in this connection are awaited.
¦ M/s Paulmech has sent a demand notice dated 10.01.2025 for
recovery of balance amount of ?4.11 crore + lnterest+ Damages and has filed a civil suit
in Puri Court for the same. |
Name of Property |
Incomplete
Project of Anandpur Sahib |
Current Status |
¦ In the
IMG meeting held on 29.11.2018, it was decided to handover the incomplete project to the
State Government.
¦ In the IMG held on 06.03.2020, representative of Govt, of Punjab
proposed for sharing depreciated cost of building and actual cost of other expenditure
being incurred by the company. IMG directed Punjab Govt, to send the proposal to ITDC for
bringing the same before IMG after its approval from the JV Board and ITDC Board.
¦ Additional Chief Secretary, Govt, of Punjab vide its D.O. letter
dated 25.08.2021 sent the proposal to ITDC to pay ?79,39,257/- as depreciated cost of
building as full and final amount to ITDC against transfer of all rights and ownership of
the project to PTDC and other expenses will be borne by both the Joint Venture Partners as
per their respective shareholding and will be booked as loss in their books of accounts.
The proposal was examined and placed in the ITDC Board Meeting held on 28.03.2022 for
approval. Board approved the proposal.
¦ In the IMG meeting held on 22.09.2022, IMG approved the
Valuation of ?79,39,257/- for transfer 51% equity of ITDC in the Punjab Ashok Hotel
Company Limited to the PTDC/Govt, of Punjab. The Share Transfer Agreement will be executed
after the CCEA approval and receipt of funds from the Punjab Government. IMG also directed
to send the Draft MoU to the Govt, of Punjab.
¦ MoU signed on 14.02.2023. Draft CCEA Note sent to the MoT on
17.02.2023 for further action.
¦ CCEA Note was circulated by the MoT for inter ministerial
consultations. DIPAM advised for taking approval of Alternative Mechanism instead of CCEA
Note. Accordingly the note for Alternative Mechanism has been sent to MoT on 28.03.2024.
Revised Note was sent on 03.07.2025. |
I Current Status |
Hotel The Ashok, New Delhi 1 |
Current Status |
M/s Feedback Infra appointed
as Transaction Advisor by DIPAM, MoF, Gol on 14.01.2020 for studying lease terms &
conditions of land, 0 & M/Sub-leasing of Flotel Ashok and utilization of vacant land
in Flotel Ashok- Flotel Samrat Complex. M/s Feedback submitted the report to DIPAM which
was discussed in the IMG on 20.07.2020 held by DIPAM. Consultant recommended dividing the
site into 4 land parcels as under:
Parcel 1- Samrat Flotel: Samrat Flotel will be retained by ITDC.
Parcel 2 - Ashok Flotel : Consultant has recommended licensing out of
Ashok Flotel for (30+30) years on Operation, Management and Development (OMD) model.
Parcel 3 : Commercial Development -spare land (1.83 acres)
Parcel 4- Flotel/Serviced apartments development - spare land (6.3 acres)
The recommendations of the Consultant was discussed in the Inter
Ministerial Group (IMG) meetings held on 20.07.2020, 06.01.2021 and Core Group of
Disinvestment (CGD) meetings held on 27.10.2020 and 15.03.2021. Last CGD meeting was held
on 15.03.2021 in which the recommendations of IMG meeting held on 06.01.2021 were upheld.
DIPAM asked the Ministry of Tourism to take the approval of the Cabinet
Committee on Economic Affairs (CCEA) for the recommendations of the CGD and for conducting
roadshows.
Draft CCEA Note was issued by the Ministry of Tourism on 11.01.2022 for
further actions.
Ministry of Tourism has forwarded a note dated 31.05.2022 in which
following observations were given : “Since there are restrictions for making changes
in the existing building of Flotel Ashok, the concessionaire may need flexibility of space
to create an entire experience of luxury, essential for developing a hotel of this class.
To the extent, the land is required functionally, it will become a Core Asset and not
handled as a separate Parcel. Therefore a clarification is required, whether this
requirement has been appropriately taken into consideration before carving out these two
Land Parcels (Parcel 3 and Parcel 4). Inputs from the market players/potential bidders may
also be taken in this regard.
Further, in order to form a view on the relative pros and cons of various
options worked out by the Consultants, inputs from the market players/potential bidders
would be required.
Further a clarification is also sought from the Ministry as to whether
these parcels can be considered as ‘core' assets as far as financial rationale
is concerned.”
With regard to above observations, matter was discussed with the
Consultant. A roadshow was held on 22nd August, 2022 at Ashok to obtain the views of
market players/potential bidders on the models suggested in the feasibility report.
The Consultant has arrived at the at two options of reconfigured
proposition,
a) Since the vision is to upgrade and modernize Flotel Ashok, combining
Parcel 3 with Flotel Ashok with limitation on development on parcel 3 (to maintain view of
the hotel and green areas which are essential part of a five star hotel) and development
of parcel 4 being undertaken at a subsequent stage. This will enable the project to remain
Flotel centric and retain the legacy.
b) Bidding the entire land parcel of 19 acres including Flotel Ashok as a
one block with limitation on utilization of the balance built up area on demarcated
portion of the land parcel (on the back side- parcel 4 in the current context).
Accordingly, the reply was sent to the Ministry of Tourism with reference
to the note dated 31.05.2022.
A meeting of the Secretary (Tourism), Gol with the official of Niti Aayog
was held on 27.01.2023 in which the official of ITDC were present wherein the modalities
for going through PPPAC mode was discussed.
Further meetings held with the official of Niti Aayog and as per the
advice, NT Roorkee has been engaged for structural study of the hotel building. The report
has been received.
Further action in the matter is under process. |
Name of Property |
Hotel Jammu
Ashok, Jammu |
Current Status |
¦ 40
years lease period of the land expired in January 2010. ITDC had first requested for an
extension in February 2007. ITDC repeatedly requested State Government for renewal but the
renewal of land lease remained pending with the State Government.
¦ Govt, of J & K vide letter dated 20.03.2020 informed about
non-renewal of lease and resumption of land by the State Govt.
¦ Pursuant to the Board decision, Operation of Hotel closed on
17.06.2020 and employees were offered VRS. Those who did not opt VRS, were adjusted in
other units of ITDC.
¦ Matter was pursued with the State Govt, for taking possession of
the Hotel after payment of compensation in accordance with clause 3 (ii) of the lease
deed.
¦ In the IMG meeting held on 22.09.2022, IMG approved the
Valuation of ?11,09,75,370/- for transfer of all property, Plant and Equipment items
constructed by ITDC on the leased land such as Building, Plant & Machinery, Furniture,
Fixtures, Office Equipment and Inventory including Capital WIP etc. on “As is where
is basis”.
¦ MoU signed on 09.02.2023. Draft CCEA Note sent to the Ministry
of Tourism for further action.
MoT has circulated the Draft CCEA Note for Inter Ministerial
Consultations. DIPAM advised to take approval of
Alternative Mechanism (AM) in place of CCEA.
¦ Note for Alternative Mechanism was sent to MoT on 29.08.2024. |
Acknowledgement
i. The Board places on record its sincere appreciation towards all the
stakeholders of the Company including customers/ clients, suppliers/vendors/service
providers for the support and confidence reposed by them in the organization and look
forward to the continuance of this relationship in future.
ii. The Board gratefully acknowledges the support and guidance received
from various Ministries of the Government of India particularly the Ministry of Tourism,
in Company's operations and developmental plans.
iii. The Board also wishes to record its deep gratitude to all the
members of ITDC family whose enthusiasm, dedication and co-operation, put the Company on
the path of progress.
ANNEXUREA
ANNEXURE TO BOARD REPORT FORM NO. AOC -2
(Pursuant to clause (h) of sub-section (3) of section 134 of the Act
and Rule 8(2) of the Companies (Accounts) Rules, 2014.
Form for Disclosure of particulars of contracts/arrangements entered
into by the company with related parties referred to in sub section (1) of section 188 of
the Companies Act, 2013 including certain arms length transaction under third proviso
thereto.
1. Details of contracts or arrangements or transactions not at
Arm's length basis.
India Tourism Development Corporation Limited (ITDC) has not entered
into any contracts or arrangement or transaction with its related parties which is not at
arm's Length during Financial Year 2024-25.
2. Details of contracts or arrangements or transactions at Arm's
length basis:
SL. No. |
Particulars |
Details |
a) |
Name (s) of the related party
& nature of relationship |
ITDC: Holding Company
Utkal Ashok Flotel Corporation Ltd. (Subsidiary Company) |
a) |
Nature of
contracts/arrangements/ transaction |
Loan |
b) |
Duration of the
contracts/arrangements/ transaction |
Demand Loan |
c) |
Salient terms of the
contracts or arrangements or transaction including the value, if any |
?10 Lakh at 9% interest rate |
d) |
Date of approval by the Board |
13.02.2025 |
e) |
Amount paid asadvances, if
any |
Nil |