Annual Report: 2022
After a gap of two years, aviation is starting to show a speck of hope. Government of Kerala has taken all possible steps to mitigate the adversities induced by the pandemic and institutions like Cochin International Airport Limited (CIAL) have contributed in a great way by helping the Government in its effort to combat the eventualities of the pandemic. Aviation is one of the worst-hit industries globally and CIAL incurred a loss of Rs.85.10 crores for the financial year 2020-21. However, CIAL introduced automation which instilled a sense of safety among both passengers and airlines and also made significant strides in infrastructural project implementation. It commissioned a 4.5 MW Arippara Hydropower project in November 2021 and a 12 MWp Payyanur Solar plant in March 2022 and also started renovation work for the T2 terminal to convert it into a Business Jet Terminal, in November 2022. The introduction of new methods of corporate governance and financial restructuring helped CIAL to grow further and the financial performance of the company has started showing a positive growth rate and has resulted in making a profit for the financial year 2021-22.
The 28th Annual General Meeting of Cochin International Airport Limited will be held on Monday, the 26th September 2022 at 11.00 a.m. through Video Conferencing (VC) / Other Audio-Visual Means (OAVM) to transact the business outlined in the notice. This includes receiving, considering and adopting the Audited Balance Sheet as at 31st March 2022, the Statement of Profit and Loss for the year ended on that date, Annexures and Schedules thereto and the report of the Directors and Auditors of the Company and to appoint a Director in the place of Sri. E. M. Babu (DIN: 00788889) and Sri. N. V. George (DIN: 00278319) who retires by rotation and being eligible, offers himself for re-appointment and to appoint Statutory Auditors and fixation of remuneration. Members will consider increasing the Authorized Share Capital of the Company from Rs. 400,00,00,000/- (Rupees Four Hundred Crores) to Rs. 500,00,00,000/- (Rupees Five Hundred Crore). Members will also consider appointing Sri. E.K.Bharat Bhushan (DIN: 01124966) and Smt. Aruna Sundararajan (DIN: 03523267), as Independent Directors of the Company and the appointment of Sri. S.Suhas IAS, (DIN: 08540981) as the Managing Director, for a period of three years with effect from 10th June 2022.
The total revenue for the year ended 31st March 2022 was Rs. 418.69 crores and the company earned an operating profit of Rs. 217.34 crores during 2021 - 22 with an increase of 224.39% and made a cash profit of Rs. 170.02 crores. The profit before and after tax were Rs. 37.69 crores and Rs. 26.12 crores respectively. CIAL handled 4.3 million passengers during 2021 and became the third largest airport in the country in the international sector. CIAL has weekly 1,190 air traffic movements as against 848 during the previous winter schedule.
CIAL has four subsidiary companies, namely Cochin International Aviation Services Limited (CIASL), Air Kerala International Services Limited (AKISL), CIAL Infrastructures Limited (CIL) and CIAL Dutyfree and Retail Services Limited (CDRSL). During the period under review, consequent to the investment by Government of Kerala in the share capital of Kerala Waterways and Infrastructures Limited (KWIL), the status of KWIL as subsidiary company of CIAL has been ceased. KWIL currently remains as an associate company.
The Company has in place adequate internal financial controls with reference to financial statements and during the year, such controls were tested and no reportable material weakness in the design or operation was observed.
Sri. E.M.Babu (DIN: 00788889) and Sri. N.V.George (DIN: 00278319) who are liable to retire by rotation during the current Annual General Meeting, and being eligible, offers themselves for re-appointment. The Board therefore recommends their re-appointment as Directors of the Company. During the 130th meeting of the Board of Directors of the Company held on 25th February 2022, Sri.E.K.Bharat Bhushan (DIN: 01124966) and Smt. Aruna Sundararajan (DIN: 03523267) were appointed as Independent Directors of the Company for a period of three years from 25th February 2022. The Board of Directors, in their meeting held on 21st April 2022 resolved to extend the period of appointment of Sri S. Suhas IAS as the Managing Director of the Company for a further period of three years.
The Independent Directors of the Company, Sri.E.K.Bharat Bhushan (DIN: 01124966) and Smt. Aruna Sundararajan (DIN: 03523267) have furnished declaration(s) to the Board that they meet the criteria of 'independence' as provided in sub-section (6) of Section 149. The policy relating to appointment of Directors, payment of Managerial remuneration, Directors qualifications, positive attributes, independence of Directors and other related matters is in compliance with Section 178(3) of the Companies Act 2013. M/s. Krishnamoorthy & Krishnamoorthy, Chartered Accountants, Ernakulam (Firm Registration No: 001488S), the Statutory Auditors of the Company, hold office till the conclusion of the ensuing Annual General Meeting and are eligible for re-appointment. The Board of Directors of your Company has appointed M/s.Korah & Korah, Chartered Accountants, Ernakulam (Firm Registration No: 006138S) as Internal Auditors, pursuant to the provisions of Section 138 of the Companies Act 2013 for the financial Year 2022 - 23. The Board of Directors of your Company has appointed M/s. SVJS & Associates, Practicing Company Secretaries, Ernakulam as Secretarial Auditor of the Company for the financial year 2021 - 22.
The Annual Return of the Company as on 31st March 2022 is available on the Company's website and can be accessed at https://cial.aero/contents/viewcorporatecontent.aspx?linkId=71 The purpose of constituting the Nomination and Remuneration Committee is to formulate the criteria for determining qualifications, positive attributes and Independence of a Director and recommend to the Board, a policy relating to the remuneration for the Directors, Key Managerial Personnel and other Employees by striking a balance between the interest of the Company and the Shareholders. The Board has re - constituted the Audit Committee with the following members;
The unclaimed dividend pertaining to the financial year 2014 - 15 is due for remittance to the Investor Education and Protection Fund of Central Government in this year. The voting period begins from 09.00 hours (IST) on 22nd September 2022 and ends at 17.00 hours (IST) on 25th September 2022. Shareholder will be provided with a facility to attend the AGM through VC / OAVM through the CDSL e-voting system. The present Authorised Share Capital of the Company is Rs. 400,00,00,000 (Rupees Four Hundred crore) comprising of 40,00,00,000 (Forty crore) Equity Shares of Rs.10/- each. The Board has accorded its consent for increasing the Authorised Share Capital from Rs. 400,00,00,000 to Rs. 500,00,00,000 by creation of 10,00,00,000 additional equity share of Rs. 10/- each.
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